MONSTER WORLDWIDE, INC. Contracts & Agreements

FIRSTSUPPLEMENTAL INDENTURE dated as of October 31, 2016 by and among Monster Worldwide,Inc., and Wilmington Trust,National Association, as Trustee 3.50%Convertible Senior Notes... (Filed With SEC on November 1, 2016)

AGREEMENT AND PLAN OF MERGER among MONSTER WORLDWIDE, INC. RANDSTAD NORTH AMERICA, INC. and MERLIN GLOBAL ACQUISITION, INC. August 8, 2016 (Filed With SEC on August 9, 2016)

THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (Filed With SEC on August 9, 2016)

Your Immediate Attention is Required (Filed With SEC on May 5, 2016)

Your Immediate Attention is Required (Filed With SEC on February 11, 2016)

[FORM OF MONSTER WORLDWIDE, INC. RESTRICTED STOCK UNIT AWARD GRANT NOTICE FOR JANUARY 7, 2015 AWARDS TO TIMOTHY T. YATES AND MARK C. STOEVER (STOCK PRICE TARGETS)] (Filed With SEC on February 11, 2016)

[FORM OF MONSTER WORLDWIDE, INC. RESTRICTED STOCK UNIT AWARD GRANT NOTICE FOR JANUARY 7, 2015 AWARDS TO TIMOTHY T. YATES AND MARK C. STOEVER (ADJUSTED EBITDA MARGIN TARGETS)] (Filed With SEC on February 11, 2016)

MONSTER WORLDWIDE, INC. NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT (Filed With SEC on February 11, 2016)

AMENDMENT TO EMPLOYMENT AGREEMENT (Filed With SEC on February 11, 2016)

EMPLOYMENT AGREEMENT (Filed With SEC on February 11, 2016)

UNIT PURCHASE AGREEMENT By and among JUPITER HOLDINGS CO., LTD MONSTER WORLDWIDE, INC. And KJB HOLDING CORP. ________________________________ Dated as of September 28, 2015... (Filed With SEC on September 28, 2015)

SECOND AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (Filed With SEC on April 28, 2015)

Your Immediate Attention is Required (Filed With SEC on February 10, 2015)

MONSTER WORLDWIDE, INC. NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT (Filed With SEC on February 10, 2015)

Monster Worldwide, Inc. 622 ThirdAvenue New York, NY 10017 (Filed With SEC on February 10, 2015)

FIRSTAMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (Filed With SEC on February 10, 2015)

EMPLOYMENTAGREEMENT (Filed With SEC on January 13, 2015)

THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of October 31, 2014 among MONSTERWORLDWIDE, INC. and CERTAIN SUBSIDIARIES, asBorrowers, BANK OF AMERICA, N.A., as... (Filed With SEC on November 4, 2014)

THIRDAMENDED AND RESTATED SUBSIDIARY GUARANTY (Filed With SEC on November 4, 2014)

SECONDAMENDED AND RESTATED U.S. PLEDGE AGREEMENT (Filed With SEC on November 4, 2014)

SECURITYAGREEMENT (Filed With SEC on November 4, 2014)

MONSTER WORLDWIDE, INC., as Company AND WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of October 22, 2014 3.50% Convertible Senior Notes due 2019 (Filed With SEC on October 22, 2014)

MONSTER WORLDWIDE, INC. (a Delaware corporation) $125,000,000 3.50% Convertible Senior Notes due 2019 PURCHASE AGREEMENT (Filed With SEC on October 17, 2014)

Your Immediate Attention is Required (Filed With SEC on February 10, 2014)

EMPLOYMENT AGREEMENT (Filed With SEC on February 10, 2014)

[Execution Version] CONFIDENTIAL UNIT PURCHASE AGREEMENT By andamong ODYSSEY PARTNERS PRIVATE EQUITY FUND MONSTER WORLDWIDE, INC. And KJB HOLDING CORP. Dated as ofNovember 6, 2013... (Filed With SEC on November 7, 2013)

EMPLOYMENT AGREEMENT (Filed With SEC on February 13, 2013)

AMENDED AND RESTATED EMPLOYMENT AGREEMENT (Filed With SEC on February 13, 2013)

Your Immediate Attention is Required (Filed With SEC on April 27, 2012)

SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of March 22, 2012 among MONSTER WORLDWIDE, INC. and CERTAINSUBSIDIARIES, as Borrowers, BANK OF AMERICA, N.A., as... (Filed With SEC on March 26, 2012)

SECOND AMENDED AND RESTATED SUBSIDIARY GUARANTY (Filed With SEC on March 26, 2012)

AMENDED AND RESTATED U.S. PLEDGE AGREEMENT (Filed With SEC on March 26, 2012)

EX-101 INSTANCE DOCUMENT (Filed With SEC on April 29, 2011)

AMENDED AND RESTATED CREDIT AGREEMENT Dated as of August 31, 2009 among MONSTER WORLDWIDE, INC. and CERTAIN SUBSIDIARIES, as Borrowers, BANK OF AMERICA, N.A., as Administrative... (Filed With SEC on September 3, 2009)

AMENDED AND RESTATED SUBSIDIARY GUARANTY (Filed With SEC on September 3, 2009)

U.S. PLEDGE AGREEMENT (Filed With SEC on September 3, 2009)

FINANCIAL STATEMENTS (Filed With SEC on July 31, 2009)

Three Months Ended (Filed With SEC on November 4, 2008)

DATED October 8, 2008 SHAREPURCHASE AGREEMENT INRELATION TO CHINAHR.COM HOLDINGS LTD (Filed With SEC on October 15, 2008)

MONSTER WORLDWIDE, INC. EXECUTIVE INCENTIVE PLAN (Filed With SEC on June 9, 2008)

MONSTERWORLDWIDE, INC. RESTRICTEDSTOCK AGREEMENT (Filed With SEC on June 9, 2008)

MONSTER WORLDWIDE, INC. RESTRICTED STOCK UNIT AGREEMENT (Filed With SEC on June 9, 2008)

MONSTERWORLDWIDE, INC. NON-EMPLOYEEDIRECTOR RESTRICTED STOCK AGREEMENT (Filed With SEC on June 9, 2008)

EMPLOYMENT AGREEMENT (Filed With SEC on May 15, 2008)

Salaries and related (Filed With SEC on May 8, 2008)

MONSTERWORLDWIDE, INC. 1999 LONG TERM INCENTIVE PLAN (AsAmended as of January 1, 2008) (Filed With SEC on March 5, 2008)

MONSTERWORLDWIDE, INC. RESTRICTEDSTOCK AGREEMENT (Filed With SEC on March 5, 2008)

MONSTER WORLDWIDE, INC. RESTRICTED STOCK UNIT AGREEMENT (Filed With SEC on March 5, 2008)

MEMORANDUM OF UNDERSTANDING (Filed With SEC on January 23, 2008)

EMPLOYMENTAGREEMENT (Filed With SEC on June 11, 2007)

EMPLOYMENTAGREEMENT (Filed With SEC on April 16, 2007)

MONSTERWORLDWIDE, INC. 622 THIRD AVENUE NEW YORK, NY 10017 (Filed With SEC on April 16, 2007)

Monster Worldwide, Inc. (Filed With SEC on March 1, 2007)

MONSTER WORLDWIDE, INC. 622 THIRD AVENUE NEW YORK, NY 10017 (Filed With SEC on November 24, 2006)

AGREEMENTAND GENERAL RELEASE (Filed With SEC on September 22, 2006)

ASSET PURCHASE AGREEMENT MADE AS OF THE 31STDAY OF AUGUST, 2006 BY AND AMONG MONSTER WORLDWIDE, INC., TMP WORLDWIDE ADVERTISING & COMMUNICATIONS, INC., TMP WORLDWIDE... (Filed With SEC on September 5, 2006)

2006 Management Incentive Plan And Performance Goals Under The 1999 LTIP 1 (Filed With SEC on March 31, 2006)

MONSTER WORLDWIDE, INC. RESTRICTED STOCK UNIT AGREEMENT (Filed With SEC on March 31, 2006)

MONSTERWORLDWIDE, INC. 622 THIRD AVENUE NEW YORK, NY 10017 (Filed With SEC on February 8, 2006)

AMENDMENTNO. 1 TO AMENDEDAND RESTATED SECUREDREVOLVING CREDIT AGREEMENT (Filed With SEC on February 6, 2006)

STOCKBONUS AGREEMENT (Filed With SEC on January 23, 2006)

AMENDMENTTO CHARTERAGREEMENT (Filed With SEC on December 20, 2005)

MONSTER WORLDWIDE, INC. (Filed With SEC on September 28, 2005)

MONSTERWORLDWIDE, INC. 622 THIRD AVENUE NEW YORK, NY 10017 September 8, 2005 (Filed With SEC on September 14, 2005)

SHAREHOLDERS AGREEMENT (Filed With SEC on July 21, 2005)

AGREEMENT (Filed With SEC on July 15, 2005)

CONSULTING AGREEMENT (Filed With SEC on July 15, 2005)

SUBSCRIPTIONAGREEMENT (Filed With SEC on July 15, 2005)

RIGHTOF FIRST REFUSAL AGREEMENT (Filed With SEC on July 15, 2005)

MONSTERWORLDWIDE, INC. 622 Third Avenue, 39th Floor New York, NY 10017 (Filed With SEC on July 15, 2005)

MONSTER WORLDWIDE, INC. 1999 LONG TERM INCENTIVE PLAN (As amended through June 16, 2005) (Filed With SEC on June 17, 2005)

STOCKPURCHASE AGREEMENT MADE ASOF THE 2ND DAY OF MAY, 2005 BY ANDAMONG GECKOINC., GEORGER. EISELE, DANIELS. COLLINS AND MONSTERWORLDWIDE, INC. (Filed With SEC on May 5, 2005)

W I T N ES S E T H: (Filed With SEC on May 5, 2005)

LICENSE AGREEMENT (Filed With SEC on May 5, 2005)

CHARTER AGREEMENT (Filed With SEC on April 29, 2005)

AGREEMENT AND GENERAL RELEASE (Filed With SEC on March 18, 2005)

MONSTER WORLDWIDE, INC. 622 THIRD AVENUE NEW YORK, NY 10017 (Filed With SEC on March 18, 2005)

STOCK BONUS AGREEMENT (Filed With SEC on March 18, 2005)

AMENDMENT TO CHARTER AGREEMENT (Filed With SEC on February 7, 2005)

ORDINARY SHARES PURCHASE AGREEMENT (Filed With SEC on February 3, 2005)

SHAREHOLDERS AGREEMENT (Filed With SEC on February 3, 2005)

$100,000,000 AMENDED AND RESTATED SECURED REVOLVING CREDIT AGREEMENT among MONSTER WORLDWIDE, INC. TMP WORLDWIDE LIMITED, BARTLETT SCOTT EDGAR LIMITED, as Borrowers, The Several... (Filed With SEC on January 21, 2005)

MONSTERWORLDWIDE, INC. STOCKOPTION AGREEMENT (Filed With SEC on December 30, 2004)

AMENDMENT NO. 4 TO SECURED REVOLVING CREDIT AGREEMENT (Filed With SEC on August 6, 2004)

TMP WORLDWIDE INC. 622 THIRD AVENUE NEW YORK, NY 10017 (Filed With SEC on August 6, 2004)

AMENDMENT NO. 4 TO EMPLOYMENT AGREEMENT (Filed With SEC on April 2, 2004)

MONSTER WORLDWIDE,INC. 622 THIRD AVENUE NEW YORK, NY 10017 (Filed With SEC on April 2, 2004)

AMENDMENT NO. 3 TO SECURED REVOLVING CREDIT AGREEMENT (Filed With SEC on March 5, 2004)

Dated as of August 5, 2003 (Filed With SEC on November 14, 2003)

AMENDMENTNO. 2 TO SECUREDREVOLVING CREDIT AGREEMENT (Filed With SEC on November 14, 2003)

[Monster Worldwide, Inc. LOGO] Monster Worldwide, Inc. INCORPORATED UNDER THE LAWS OF THE STATE OFDELAWARE (Filed With SEC on May 14, 2003)

$ 100,000,000 SECURED REVOLVING CREDITAGREEMENT among TMP WORLDWIDE INC. TMP WORLDWIDE LIMITED, BARTLETT SCOTT EDGAR LIMITED, as Borrowers, The Several Lenders from Time to Time... (Filed With SEC on May 14, 2003)

SERVICEAGREEMENT TMPWORLDWIDE LIMITED (1) and PDOLPHIN (2) Orchard 99 Bishopsgate London EC2M 3YU Tel: 0171 ###-###-#### Fax: 0171 ###-###-#### Ref:T009.16 NMD Dolphin SA D1... (Filed With SEC on May 14, 2003)

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MONSTER WORLDWIDE, INC. Contracts & Agreements