0001193125-12-459825 Sample Contracts

AWARD AGREEMENT Under The Barrett Business Services, Inc. EMPLOYEE RESTRICTED STOCK UNITS
Award Agreement • November 8th, 2012 • Barrett Business Services Inc • Services-help supply services

This Employee Restricted Stock Units Award Agreement (this “Agreement”) evidences the grant of restricted stock units (“RSUs”) to Participant. The RSUs will be treated as an “Other Stock-Based Award” under Section 10.1 of the Plan.

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AWARD AGREEMENT Under The Barrett Business Services, Inc. NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNITS
Award Agreement • November 8th, 2012 • Barrett Business Services Inc • Services-help supply services

This Non-Employee Director Restricted Stock Units Award Agreement (this “Agreement”) evidences the grant of restricted stock units (“RSUs”) to Participant. The RSUs will be treated as an “Other Stock-Based Award” under Section 10.1 of the Plan.

Standby Letter of Credit Agreement (Credit Agreement/Loan Agreement Version)
Credit Agreement • November 8th, 2012 • Barrett Business Services Inc • Services-help supply services

THIS STANDBY LETTER OF CREDIT AGREEMENT (this “Agreement”) is by and between/among the undersigned (individually and collectively, “Applicant”; jointly and severally, if more than one) and Wells Fargo Bank, National Association and/or any of its branches or affiliates (individually and collectively, “Bank”).

RESTATED CREDIT AGREEMENT
Credit Agreement • November 8th, 2012 • Barrett Business Services Inc • Services-help supply services • Oregon

THIS RESTATED CREDIT AGREEMENT (this “Agreement”) is entered into as of November 1, 2012, by and between BARRETT BUSINESS SERVICES, INC., a Maryland corporation (“Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”).

TERM NOTE
Barrett Business Services Inc • November 8th, 2012 • Services-help supply services • Oregon

FOR VALUE RECEIVED, the undersigned BARRETT BUSINESS SERVICES, INC. (“Borrower”) promises to pay to the order of WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”) at its office at Portland RCBO, 1200 SW Fifth Avenue, MAC P6101-133, Portland, Oregon 97201, or at such other place as the holder hereof may designate, in lawful money of the United States of America and in immediately available funds, the principal sum of Five Million Five Hundred Twelve Thousand Five Hundred Dollars ($5,512,500.00), with interest thereon as set forth herein.

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