Agenda 05/13/2008 Item #16E 4
Agenda Item No. 16E4
May 13, 2008
Page 1 of 16
EXECUTIVE SUMMARY
Recommendation to confirm and consent to the re-assignment of Contract No.
05-3827, "Temporary Laborers" from Tandem Staffing Solutions, Inc. to Select
Staffing Solutions Inc.
OBJECTIVE: To obtain the Board of County Commissioners' approval of the re-assignment of
Contract No. 05-3827, from the original party, Tandem Staffing Solutions, inc. to Select Staffing
Solutions, Inc. and approve the release of the original party, Tandem Staffing Solutions, Inc.
from liability after the effective date of the consent.
CONSIDERATIONS: The original contract was dated June 28, 2005 and approved by the BCC
as Agenda Item 16(E)(1). The Contract was by and between Tandem Staffing Solutions, Inc.
and Collier County. Various County Departments utilize the temporary laborer services provided
under this contract.
Subsequently, Select Staffing Solutions Inc. purchased the stock of Tandem Staffing Solutions,
Inc. on October 1, 2007. County staff was notified on March 24, 2008 of the stock purchase.
Following the Procurement Administration Procedures, staff has acquired the necessary
documents from Select Staffing Solutions, Inc., which have been reviewed and approved by the
County Attorney's staff. The Facilities Management Department is recommending approval of
the re-assignment of this Contract to the new firm, Select Staffing Solutions, Inc.
FISCAL IMPACT: There is no fiscal impact.
GROWTH MANAGEMENT IMPACT: There is no Growth Management Impact associated with
this Executive Summary.
RECOMMENDATION: That the Board of County Commissioners confirms and consents to the
re-assignment of Contract No. 05-3827 from Tandem Staffing Solutions, Inc. to Select Staffing
Soiutions Inc. and to release Tandem Staffing Solutions, Inc. from liability after the effective date
of the consent; and authorizes the Chairman to sign the necessary amendment upon County
Attorney Review.
PREPARED BY: Lyn Wood, Contract Specialist, Purchasing Department
---
Page 1 of 1
Agenda Item No. 16E4
May 13, 2008
Page 2 of 16
COLLIER COUNTY
BOARD OF COUNTY COMMISSIONERS
Item Number:
Item Summary:
16E4
Meeting Date:
Recommendation to confirm and consent to the re-assignment of Contract 05~3827
"Temporary Laborers" from Tandem Staffing Solutions, Inc. to Select Staffing Solutions Inc.
5/13/2008 90000 AM
Prepared By
Lyn Wood
Purchasing Agent
Date
Administrative Services
Purchasing
4/15/20083:42:33 PM
Approved By
Lyn Wood
Purchasing Agent
Date
Administrative Services
Purchasing
4/23/20088:31 AM
Approved By
Kelsey Ward
Contract Administration Manager
Date
Administrative Services
Purchasing
4/23/20084:48 PM
Approved By
Len Golden Price
Administrative Services Administrator
Date
Administrative Services
Administrative Services Admin.
4/30/2008 11 :44 AM
Approved By
OMS Coordinator
OMS Coordinator
Date
County Manager's Office
Office of Management & Budget
4/30/2008 1 :26 PM
Approved By
Laura Davisson
Management & Budget Analyst
Date
County Manager's Office
Office of Management & Budget
4/30/20084:41 PM
Approved By
James V. Mudd
County Manager
Date
Board of County
Commissioners
County Manager's Office
5/6/20083:30 PM
file://C:\AgendaTest\Export\ 1 07 -May%20 13.%202008\ 16,%20CONSENT%20AGENDA \ 16... 5/7/2008
item I'Jo. ~iGE4
May 13, 2008
Page3of16
EXHIBIT A-I Form orConscnt
Contract # 05-3827
.'Temporary Laborers"
'n,is Form orconscn!, dated March 27, 2008 to the referenced agreement shall be by and hetween the
parties to the original Contract. Tandem StaHing Solutions, Inc. (to b{: referred to as "Contractor~') and
Collier County, l'lnrida, (to be referred to as "County").
Statement of Understanding
Rc: Contract dated June 28, 2005, BCC Agenda Item 16.E.l, by and between Tandem Staffing
Solutions, Inc. and Collier County referencing Bid # 05-3827, "Temporary Laborers", to which Select
Staffing, Inc. h<ls become a successor in interest by assignment and assumption from Tandem Staffing
Solutions, Inc. ("Assignment").
Collier County confirms and consents to the Assignment and release of Tandem Staffing Solutions, Inc.
from liability from and after the effective date of the consent of the Assignment in retum for Select
Staffing, Inc.'s assumption, as of October I, 2007, of all rights and duties of Tandem Staffing Solutions,
Inc. under the Contract.
IN WlTC\'ESS WHEREOF, the Consultant and the County have each, respectively, by an authorized
person or agent, hereunder set their hands and seals on the date(s) indicated below
ATTEST:
OWNER:
Dwight Brock, Clerk orCourts
BOARD OF COUNTY COMMISSIONERS
COLLIER COUNTY, FLORIDA
By:
SELECT ST~
~-~~ ~..
Jim Quiles, Area Manager
Print NUllle and Title
Tom Henning, Chairman
Date: March 29. 200R
A nEST' ~
" ../ ,I /\
By: \)iJ~n (j(pU U,[j)"i"\ "
Corpora1~ Sccrd3l)'/Witness
Steve Calderon, Branch Manager
Printed Kame and Title
Date: March 29, 2008 S---;;;'r/c rA4i2C73:JrJ ,)
--= rYl ~~() f:,O{-)C:k'T
-,L-,i2-AAJCI-! //I7!.;jK'~ Printed Name
and Legal sufficiency:
;----;
2;kI-iFJt2y
Agenda Item No. 16E4
May 13, 2008
Page 4 of 16
A CORD_ CERTIFICATE OF LIABILITY INSURANCE I DATE (MMlDDfYYYY)
4/7/2008
PRODUCER (818)598-4200 FAX: (818) 598-5800 THIS CERTIFICATE IS ISSUED AS A MAlTER OF INFORMATION
Beecher Carlson - Woodland Hills ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER, THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
21700 Oxnard Street ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.
Suite 1800
Woodland Hills CA 91367 , INSURERS AFFORDING COVERAGE NAIC#
INSURED Koosharem Corporation and Subsidiaries INSURER A: ACE American Insurance Co
incl. Select Staffing, Select Personnel Sves. , INSURER B
RemedyTemp, RemX, Ablest, Tandem at al. INSURER C
3820 State Street INSURER D
Santa Barbara CA 93105 INSURERE:
THE POLICIES OF INSURANCE liSTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTVVITHSTANDlNG AN
REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT VV'lTH RESPECT TO VVHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN
THE INSU~NCE T~F:5'~~~DM~Y THE: ~~ILlCIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POliCIES.
T LIMIT AY HAVE N 'QV gll.ln':;l .41M~
II~;;~ I~,l?~~ TYPE OF INSURANCE POLICY NUMBER P81-{~~~1Z58~E Pg~!fEYI~,l;~~N liMITS
~NERAL UABIUTY EACH OCCUR~ENCE I. 1,000,000
X COMMERCIAL GENERAL LIABiliTY ~~~~~~JOE~~~nal' $ 50,000
A I CLAIMS MADE W OCCUR HOD G23730674 6/15/2007 6/1/2008 MED EXP 'An" one" ffion' ! $ 5,000
f- PERSONA' g ADV IN_IIIRY $ 1,000,000
I- GENERAL AGGRE"'ATE $ 5,000,000
n'LAGG:EnE LIMIT ~ES PER PR~D' '~T'" _ COMPIOP AGG $ 1,000,000
POLICY j~g X LOC
~TOMOBllE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000
~ ANY AUTO (Eascddent)
A - ALl O'M\lED AUTOS ISA 808237360 6/15/2007 6/1/2008 BODilY INJURY
(Per person} $
f- SCHEDULED AUTOS
'- HIRED AUTOS BOOll Y INJURY .
NON"OVVNED AUTOS (pera:::cidenl)
-
PROPERTY DAMAGE $
(PeraCCidenl)
~~GE UABIlITY AUTO ONLY - EA ACCIDENT $
ANY AUTO OTHER THAN EAAr'f' $
AUTO ONLY AGG ,$
~~SSlUMBREllA LIABILITY r-''''H''''''''''' Rn.-.'''.... 'S
OCCUR 0 CLAIMS MADE Ar::r.:REGATE ,
"
$
~ ~EDUCTIBLE $
RETEN-'-ION $ $
WORKERS COMPENSATION AND I ~\~5TAT~;..1 IOJ~-
EMPLOYERS' UABILlTY 1$
ANY PROPRiETOR/PARTNERIEXECUTlVE E.L EACH ACCIDENT
OFFICERlMEMBER EXCLUDED? E.l_ DI8:::ASE - EA EMPLOYEE' $
~~~~I~~S~~V~~~~~S below E L DISEASE - POLICY LIMIT 1$
I OTHER
DESCRIPTION OF OPERA nONSJLOCAnONSNEHICLES/EXCLUSIONS ADDEO BY ENDORSEMENT/SPECIAL. PROVISIONS
Bid #05~3827 - "Temporary Laborers". Collier County is included as additional insureds as their interests may appear
as respects general liability, where required by written contract.
CERTIFICATE HOLDER
Collier County Board
of County Commissioners
Attn: Diana De Leon
3301 East Tamiami Trail
Naples, FL 34112
CANCELLA TIQN
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL
30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMEO TO THE LEFT, BUT
FAIL.URE TO 00 SO SHALL. IMPOSE NO OBUGATION OR LIABILITY OF ANY KIND UPON THE
INSURER,ITS AGENTS OR REPRESENTATIVES.
AUTHORIZED REPRESENTATIVE
;0i{~.6~
U
Kim Wyles/ROBESC
ACORD 25 (2001108)
@ACORDCORPORATlON 1988
I",<;::n?c """')\""~
p"",,, 1 "I?
,L';J-3,K~3 li8iTI 1\10. "1 Gt:4
-' :'.1ay 13, 2008
P(.J;Je5of16
I
IMPORT ANT
If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this
certificate does not confer rights to the certificate holder in lieu of such endorsement(s).
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an
endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such
endorsement(s).
DISCLAIMER
The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing
insurer(s), authorized representative or producer, and the certIficate holder, nor does it affirmatively or negatively
amend, extend Dr alter the coverage afforded by the policies listed thereon.
ACORD 25 (2001/08)
INS025 {0108i.OBa
Page2012
,L\genda Item No. 16E4
May 13. 2008
Page 6 of 16
A CORD_ CERTIFICATE OF LIABILITY INSURANCE DATE (MMfDDNYYY)
4/1/2008
PRODUCER (818) 598-4200 FAX: (818)598-5800 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION
Beecher Carlson - Woodland Hills ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE
HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR
21700 Oxnard Street ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW,
Suite 1800
Woodland Hills CA 91367 INSURERS AFFORDING COVERAGE NAIC#
INSUREO INSURER A: ACE American Insurance Co
Tandem Staffing Solutions, Inc. (Owned by INSURER B:
Koosharem Corporation DBA Select Staffing) INSURER c:
3820 State Street INSURER D:
Santa Barbara CA 93105 INSURER E
THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING AN
REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,
~~E I~~URANCE 'T'~F~.s'~?ED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES
A RE ATE LIMIT \\"";;-t-MAY HAV~ Q~~ N' I;l-EDI-ICED BY PA
1~2! ~~'?:~ TYPE OF INSURANCE POLlCY NUMBER Pg;+~~:zg8~E Pg~!fEY ~~b~~N UMITS
~NERAL LIABILITY EACH O"'''''URRENCE ,
- OMMERCIAL GENERAL LIABILITY ~~~~~~JOE~~!~~nce ,
- CLAIMS MADE D OCCUR MED EXP 'An one ~~, ,
- PER<"'NAL & ADV IN II 'RY ,
- I GENERAL AGGR"'''''AT''' ,
~LAGG:EnE ~;; AFlES PER- i PR"D CT'" _rOMPIOPAGG ,
POLICY JE T lOC
I ~TOMOBILE LIABILITY COMBINED SINGLE LIMIT I
,
ANY AUTO (Eaaccident)
I--
f- ALL O'M\JED AUTOS BOOIL Y INJURY
(Per person) ,
I- SCHEDULED AUTOS I
I- HIRED AUTOS I BODilY INJURY ,
NON--O~ED AUTOS , (Peracdoenl) i
l- i
1--- PROPERTY DAMAGE ,
{Per accident)
qRAGE LlABIL'TY AUTO ONLY. EA ACCIDENT ,
ANY AUTO , OTHER THAN r::AU""" ,$
!
AUTO ONLY AGG "
p~SIUMBRELLA UABlllTY -,-" M_ __, NC' ,
OCCUR D CLAIMS MADE AGGREGATE ,
,
R DEDUCTIBLE ,
RETENTION $ ,
A WORKERS COMPENSATlON AND X I T~~Tfi.m~ I jOJiI-
EMPLOYERS' LIABILITY 1,000,000
ANY PROPRIETORIPARTNER/EXECUTIVE El EACH ACCIDENT ,
OFFICER/MEMBER EXCLUDEP? WLR C444B5266 (ADS) 1/1/2008 9/30/2008 EL PISEASE . EA EMPLOYEE $ 1,000,000
~~~~I~~~~b:~~~~S below SCF C444BS217 (WI) ! E.L DISEASE _ POUCY LIMIT $ 1,000,000
OTHER
DESCRIPTlON OF OPERA TIONSllOCA TlONSNEHICLESleXCLUSIQNS ADDEO BY ENDORSEMENT/sPECIAL PROVISIONS
Bid #05-3827 - "Temporary Laborers"
CERTIFICATE HOLDER
Collier County Board
of County Commissioners
Attn: Diana De Leon
3301 East Tamiami Trail
Naples, FL 34112
CANCELLA TIQN
SHOULD AI'N OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE
EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL
30 DAYS WRITTEN NOTlCE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT
FAILURE TO 00 SO SHALL IMPOSE NO OBUGATlON OR UABILlTY OF ANY KIND UPON THE
INSURER, ITS AGENTS OR REPRESENTATIVES.
AUTHORIZED REPRESENTA liVE
Kim Wyles/ROBESC
@ACORD CORPORATION 1988
ACORD 25 (2001108)
ItJc:::n?c ,,,.,,,,>> ,,~~
P""A1 "f?
P,:jenca item 1'\0. 16E4
f~ay 13, 2008
PCi98 7 of 16
I
IMPORTANT
If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this
certificate does not confer rights to the certificate holder in lieu of such endorsement(s)
If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an
endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such
endorsement(s).
DISCLAIMER
The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing
insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively
amend, extend or alter the coverage afforded by the policies listed thereon.
ACORD 25 (2001108)
INS025 (010A).08a
PagB2of2
f\:-/Select
\{)~TAFFING-
EXTRA-MILE SERVICE
Agenda Item No. 16E4
May 13, 2008
Page 8 of 16
.-j
r- '_' ....,_ . \ '\-::' "".~-'~
3820 State Street
Santa Barbara, CA 93105
Tel 805.882,2200
Fax 805.898.7125
March 24, 2008
Naples Collier County BCC
3301 E Tamiami Trial
Bldg G Purchasing Dept
Naples, FL 34112
RE: Select Staffing
Ms. De Leon,
The purpose of this letter is to provide official notice that on October 1, 2007,
Select Staffing acquired Tandem Staffing Solutions. Further, Tandem's
construction division was branded TradeForce within the Select Family of
Staffing Companies.
Please do not hesitate to contact me with any questions, 805-882-2200.
Sincerely,
cikd1JA r.r;r:-
Andrea Garzon
Corporate Couns
.....-
www.selectstafflng.com
www.sunbiz.org - Department of State
^ ~.o'l"a ",om 10 "C"4
"."c,,, D~' , 'h"""
liili!l,~ 5! ~(jCi8
Page 9 of 16
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~c,~:."..:".:;;<.."o/
E:~JYINan!eS
Detail by Entity Name
Florida Profit Corporation
SELECT STAFFING SOLUTIONS, INC.
Filing Information
Document Number P08000007453
FEI Number NONE
Date Filed 01/22/2008
State FL
Status ACTIVE
Effective Date 01/21/2008
Principal Address
9840 SW 4TH STREET
PLANTATION FL 33324
Mailing Address
9840 SW 4TH STREET
PLANTATION FL 33324
Registered Agent Name & Address
TRUST, SONORA
9840 SW 4TH STREET
PLANTATION FL 33324 US
OfficerlDirector Detail
Name & Address
Title P
TRUST, SONORA
9840 SW4TH STREET
PLANTATION FL 33324
TitleVP
DESAI, MAHIR
418 NORTH TERRACE AVENUE APT. #4
MOUNT VERNON NY 10552
Annual Reports
http://www.sunbiz.org/scripts/cordct.exe?action=D ETFIL&inq doc num ber=P080000074... 3/27/2008
Agenda Item ~~o. 16E4
May 13, 2008.
Page 10 of 16
EXECUTION COpy
STOCK PURCHASE AGREEMENT
BY AND AMONG
TANDEM STAFFING SOLUTIONS, INC.,
CERBERUS OUTSOURCE SPY LLC,
THE OPTIONHOLDERS NAMED HEREIN
AND
KOOSHAREM CORPORATION
RELATING TO THE PURCHASE OF COMMON STOCK OF
TANDEM STAFFING SOLUTIONS, INC.
SEPTEMBER 21, 2007
!'"'.ge;lca l:em )\jO. i6E4
fday 13, 2008
11 of 16
STOCK PURCHASE AGREEMENT
TIris Stock Purchase Agr=ent (this" Agreement"), dated as of September 21,
2007, is made by and among Tandem Staffing Solutions, Inc., a Delaware corporation (the
"Company"), Cerberus Outsource SPY LLC, a Delaware limited liability company ("Cerberus
Outsource"), the optipnhplders set forth on Schedule I hereto (the "Optipnholders", and together
with Cerberus Outsource, the "Sellin!! Stockhplders"), and Kppsharem Cprppration, a Califprnia
corporation ("Purchaser").
WITNES SETH:
WHEREAS, Cerberus Outsource is the recprd owner pf 100 shares of common
slock, par value $0.01 per share (the "Common Shares"), of the Cpmpany, constituting, as of the
date hereof, 100% pfthe issued and outstanding Common Shares;
WHEREAS, each Optipnhplder is the record holder of options (the "Options") to
purchase the number pf Cormnon Shares set fprth opposite such Optionholder's name on
Schedule I hereto;
WHEREAS, immediatelypripr tp the Closing (as hereinafter defined) each pfthe
Optipns will vest, and each Optionhplder win exercise its respective Options;
WHEREAS, at the Clpsing, the Selling Stockholders will be the record owners of
100% of the issued and outstanding Common Shares as of the Closing;
WHEREAS, the Selling Stockholders wish to sell and Purchaser wishes to acquire
the Common Shares, upon the terms and subject to the conditions set forth herein; and
WHEREAS, concurr~tJy with the execution of this Agreement, and as a
condition to the willingness pf Purchaser to enter into this Agreement, Cerberus Capital
Management, L.P. (the "Seller Guarantor") is entering into a guarantee with Purchaser in the
form attached hereto as Exhibit A (the "Seller Guaranty"), and each of Charles Abadie and
Samuel Rossa is entering into a Reimbursement Agreement with the SeJler Guarantor
substantially in the form attached hereto as Exhibit B.
NOW, THEREFORE, in consideration of the mutual covenants and agreements
herein contained and other good and valuable consideration, the parties hereto agree as foJlows:
ARTICI,E I
DEFINITIONS
"Ableco" shall mean Ableco Finance LLC, a Delaware limited liability company.
"Accountin!! Finn" shall mean such independent, nationally-recognized
accounting firm selected by mutual agreement pf the Stockholder Representative and Purchaser.
Agenda Item No. 16E4
May 13, 2008
Page 12 of 16
Stockholders and shall be final, binding and conclusive upon each Selling Stockholder, and the
parties hereto may rely upon any such decision, act, consent or instruction of the Stockholder
Representative as being the decision, act, consent or instruction of every such Selling
Stockholder. Purchaser shall be fully protected in taking any action in reliance on the written
instructioIlS of the Stockholder Representative and no Selling Stockholder shall have any claim,
demand or cause of action against or with respect to Purchaser solely as a result of Purchaser's
reliance on any such written instruction of the Stockholder Representative. Any payment made
hereunder by Purchaser to the Stockholder Representative on behalf of the Selling Stockholders
shall constitute payment of such amount tq the Selling Stockholders. .
(d) The grant of authority provided for in this Section 12.13: (i) is
coupled with an interest and shall be irrevocable and survive the death, incompetency,
bankruptcy or liquidation of any Selling Stockholder; (ii) may be exercised by the Stockholder
Representative either by signing separately as representative of each of the Selling Stockholders
or, after listing all of the Selling Stockholders executing an instrument, by the signature of the
Stockholder Representative acting In such capacity for all of them; (ill) shall survive the delivery
ofan assignment by a Selling Stockholder of the whole or any fraction of its interest hereunder;
and (iv) shall terminate upon the later of (x) termination of the indemnification obligations of the
Selling Stockholders pursuant to Article IX. and (y) termination of the other rights and
obligations of the Stockholder Representative hereunder in accordJmce with the terms hereof.
Section 12.14 Remedies: Soecific Performance. Subject to Section 8.07. the
partics hereto acknowledge that money damages would not be an adequate remedy at Law if any
party fails to perform in any material respect any of its obligatioIlS hereunder and accordingly
agree that each party, in addition to any other remedy t~ which it may be entitled at Law, in
equity or, after the Closing, as provided in Article IX. shall be entitled to seek to compel specific
performance of the obligations of any other party under this Agreement, without the posting of
, any bond, in accordance with the terms and conditions of this Agreement in any court of the
Uuited States or any Stale thereof having jurisdiction, and if any action should be brought in
equity to enforce any of the provisions of this Agreement, none of the parties hereto shall raise
the defense that there is an adequate remedy at Law. Except as set forth in Section 8.07 and
Section 9.06, no remedy shall be exclusive of any other remedy, and all available remedies shall
be cumulative.
Section 12.15 Post-Closing Obligations. Purchaser shall cause the Seller Entities
to comply with their post-Closing obligations under this Agreement
(Signature pages follow]
52
~tem ~'m. 16=4
f'/:8Y 1 3. 2008
~age "13 uf 16
.\NWl'TNBSSWH'EREOF'.the parties have ilulyexecuted tliisAgteemertt.as of
the daie fitsf;above Wrilten. . .
PURCBASER;
l(OOSHAREM COR.l'O~:tlON
By. ~,.J2 ~. ..;.c::....... ............~ :;'..;~ .
l....(.lJ!'I;;;:v.~;,.~~
'r[tle: O~.l/~t<:i\i<:E1.:>' .
COMl'ANY:
TA.NtmM S'l' MFINGS~J,;.trtI01il$\.tNC.
CERBERlJS OWSOUiRq;:;
CEIrnERtJS-o)JTSO~CB Sr.V ~LC
By: Siyx Partners, L.:f'.,
Its Managing Me~bet
BX: Sm ",sSQ~iat~sq,C,
its General l:'ar.lner .
Ol:'TIONHOLEiBRS:.
Charles Abadie
Samuel Rossa
Agenda.ltem No. 16E4
May 13, 2008
Page 14 of 16
IN WITNESS WHEREOF, the parties have duly executed this Agreement as of
the date first above written.
PURCHASER:
KOOSHAREM CORPORA nON
By: .
Name:
Title:
COMPANY:
-.
:~~;G':;;:fZ
. e: e~(I".1 ~c: ,,e
Title: PflIZS: ."l'-C eO
CERBERUS OUTSOURCE:
CERBERUS OUTSOURCE SPY LLC
By: Styx Partners, L.P.,
its Managing Member
By: Styx Associates LLC,
its General Partner
By:
Name:
Title:
OPTIONHOLDERS:
((,2J- ~ Q~
Charles Abadie
Samuel Rossa
item f'<Jo. "16E4
13,2008
~'age:5 of 16
IN WITNESS WHEREOF, the parties have duly executed this Agreement as of
the date first above written.
PURCHASER:
KOOSHAREM CORPORATION
By:
Name:
Title:
COMPANY:
TANDEM STAFFING SOLUTIONS, INC.
By:
Name:
Title:
CERBERUS OUTSOURCE:
CERBERUS OUTSOURCE Spy LLC
By: Styx Partners, L.P.,
its Managing Member
By: Styx Associates LLC.
its General Partner
By: (fQ.WliJ{'
Name: M...... N'f<o<k
Title: Sen:..- ~;.~ D:;<.t....
OPTIONHOLDERS:
Charles Abadie
Samuel Rossa
Agenda Item No. 16E4
May 13. 2008
Page 16 of 16
IN WITNESS WHEREOF, the parties have duly executed this Agreement as of
the date first above written.
PURCHASER:
KOOSHAREM CORPORATION
By:
Name:
Title:
COMPANY:
TANDEM STAFFING SOLUTIONS, INC.
By:
Name:
Title:
CERBERUS OUTSOURCE:
CERBERUS OUTSOURCE SPV LLC
By: Styx Partners, L.P"
its Managing Member
By: Styx Associates LLC,
its General Partner
By:
Name:
Title:
OPTIONHOLDERS:
Charles Abadie
(r27 y"C---
Samuel Rossa