AGREEMENT

        WHEREAS,  the company known as UNIFORCE SERVICES,  INC. has changed its
name to UNIFORCE STAFFING SERVICES, INC. (the "Company");

        WHEREAS,  the company known as UNIFORCE TEMPORARY  PERSONNEL,  INC. has
changed its name to UNIFORCE SERVICES, INC.;

        WHEREAS,  the Company has requested  that  Chemical  Bank  ("Chemical")
increase  the  amount  available  to the  Company  under  its line of  credit to
$7,000,000.00  and  extend  the  termination  date of its line of  credit to the
earlier of demand or December 31, 1995;

        WHEREAS,  the Company has requested that NatWest Bank N. A. ("NatWest")
extend the  termination  date of its line of credit to the  earlier of demand or
December 31, 1995;

        WHEREAS,  the Company has agreed from and after October 13, 1995 not to
repurchase stock of the Company;

        WHEREAS,  the Company has requested that Chemical and NatWest (Chemical
and NatWest,  collectively,  the "Banks") enter into an intercreditor  agreement
due to such increase in availability under the Chemical line of credit;

        WHEREAS,  the Company has requested that the commitment of Chemical and
NatWest to make  revolving  credit  advances  to the  Company  pursuant  to that
certain  revolving  credit and term loan  agreement  among the Company,  certain
related companies and the Banks dated as of August 31, 1994 be terminated;

        WHEREAS,   the  Company  and  the  Banks  wish  to  memorialize   their
understanding with respect to the foregoing;

        NOW, THEREFORE, in consideration of the premises and for other good and
valuable consideration, the parties hereto agree as follows:

        1) Effective  retroactive  to August 21, 1995, in any document  entered
into with or  delivered  to either of the Banks,  the name  "Uniforce  Services,
Inc." shall be substituted with the name Uniforce Staffing  Services,  Inc." and
the name "Uniforce Temporary Personnel, Inc." shall be substituted with the name
"Uniforce Services, Inc." in each place in which such names appear.

        2) The Banks  and the  Company  agree  that the  outstanding  principal
balance of the Term Loans  evidenced  by the Term Notes  dated June 19,  1993 is
$1,500,000.00 as to each Bank as of October 30, 1995 and all interest due on the
Term Loans has been paid to such date.

<PAGE>



        3) As used herein, (a) "Guarantors" shall mean Uniforce Services, Inc.,
Temporary Help Industry  Servicing  Company,  Inc., E.O.  Operations Corp., E.O.
Servicing  Co., Inc.,  UTS Corp. of Minnesota,  USI Inc. of  California,  UTS of
Delaware,  Inc., Tempfunds International,  Inc., PrO Unlimited,  Inc., THISCO of
Canada, Inc., Uniforce Payrolling Services, Inc., Brentwood Service Group, Inc.,
Uniforce  MIS Services of Georgia,  Inc.,  Labforce of America,  Inc.,  Uniforce
Medical Office Support,  Inc. and Computer  Consultants Funding & Support,  Inc.
and any other subsidiary of the Company or any Guarantor.

           (b)  "Agreement"  shall  mean the  Revolving  Credit  and Term  Loan
Agreement among the Banks, the Company and certain related companies dated as of
June 19, 1991.

           (c)  "Loan  Documents"  shall  mean  each of the  Agreement  and any
documents  executed  in  connection  therewith  and any  documents  executed  in
connection with a line of credit made available by either of the Banks.

        4) As an  inducement  for the Banks to enter into this  Agreement,  the
Company and the Guarantors hereby jointly and severally represent and warrant as
follows:

                  (A) There  are no  defenses  or  offsets  to their  respective
obligations  under the Agreement or any of the Loan  Documents,  and if any such
defenses  or  offsets  exist  without  the  knowledge  of  the  Company  or  the
Guarantors, the same are hereby waived.

                  (B)  All  the  representations  and  warranties  made  by the
Company and the  Guarantors  in the  Agreement or any of the Loan  Documents are
true and correct in all respects as if made on the date hereof.

                  (C) No  event  which  constitutes  a  Default  or an Event of
Default has occurred and is  continuing  under the  Agreement or any of the Loan
Documents.

        5) Chemical hereby agrees to increase the  availability  under its line
of credit to the Company to $7,000,000.00 which line of credit will terminate on
the  earlier  of  demand  or  December  31,   1995,   provided   however,   that
notwithstanding  the  foregoing,  advances  under  such line of credit  shall be
within the sole discretion of Chemical.

        6) NatWest  hereby  agrees to make its line of credit  available to the
Company  in an amount  not to exceed  $5,000,000.00  which  line of credit  will
terminate on the earlier of demand or December 31, 1995; provided however,  that
notwithstanding  the  foregoing,  advances  under  such line of credit  shall be
within the sole discretion of NatWest.


                                       -2-

<PAGE>



        7) The Company  hereby  agrees  from and after  October 13, 1995 not to
repurchase  stock of the Company.  The  commencement  by the Company of a tender
offer for its common stock shall not  constitute  a breach of this  Agreement so
long as no common stock has been purchased pursuant to such tender offer.

        8) The Company and the Banks agree that the  commitment of Chemical and
NatWest to make  revolving  credit  advances  to the  Company  pursuant  to that
certain revolving credit and term loan agreement among the Company and the Banks
dated as of August 31, 1994, is hereby terminated at the Company's request.

        9) This  Agreement  shall  become  effective on such date as all of the
following conditions shall be satisfied:

                  (A) NOTES.  NatWest and Chemical shall have received the duly
executed notes in the forms of Exhibit A and Exhibit B hereto.

                  (B) INTERCREDITOR  AGREEMENT. The Banks shall have received a
duly executed intercreditor agreement in the form of Exhibit C hereto.

                  (C)  REAFFIRMATIONS.  The Banks shall have  received the duly
executed reaffirmations of security agreements and reaffirmations of guaranties.

                  (D) UCC-3  AMENDMENTS.  The Banks  shall have  received  duly
executed UCC-3 amendments reflecting the name change of Uniforce Services,  Inc.
to Uniforce Staffing Services,  Inc. and Uniforce Temporary  Personnel,  Inc. to
Uniforce Services, Inc.

                  (E) FEES.  The Banks shall have received  evidence of payment
of the Banks' fees and all  attorneys'  fees and  expenses  associated  with the
preparation of this Agreement and any documents executed in connection herewith.

                  (F)  APPROVAL  OF  THE  BANKS'  COUNSEL.  All  legal  matters
incident to this Agreement  shall be reasonably  satisfactory  to counsel to the
Banks.

        10) This Agreement is dated for  convenience as of November 3, 1995 and
shall be effective,  unless otherwise indicated,  upon the date of the execution
of this Agreement by the Banks.

        11) This Agreement may be executed in two or more counterparts, each of
which shall be deemed an original.


                                       -3-

<PAGE>



        IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed by their duly authorized officers on the dates set forth below.

                                   

                                    UNIFORCE  STAFFING  SERVICES,  INC. formerly
                                    known as UNIFORCE  SERVICES,  INC.  UNIFORCE
                                    SERVICES,  INC.  formerly  known as UNIFORCE
                                    TEMPORARY  PERSONNEL,  INC.  TEMPORARY  HELP
                                    INDUSTRY   SERVICING   COMPANY,   INC.  E.O.
                                    OPERATIONS  CORP.  E.O.  SERVICING CO., INC.
                                    UTS  CORP,   OF   MINNESOTA   USI  INC.   OF
                                    CALIFORNIA UTS OF DELAWARE,  INC.  TEMPFUNDS
                                    INTERNATIONAL,   INC.  PrO  UNLIMITED,  INC.
                                    THISCO OF CANADA,  INC. UNIFORCE  PAYROLLING
                                    SERVICES,  INC.  UNIFORCE  MIS  SERVICES  OF
                                    GEORGIA,  INC.  LABFORCE  OF  AMERICA,  INC.
                                    UNIFORCE   MEDICAL  OFFICE   SUPPORT,   INC.
                                    COMPUTER CONSULTANTS FUNDING & SUPPORT, INC.

                                    By:/s/   Harry   V.   Maccarrone
                                       ---------------------------------------
                                       Harry  V. Maccarrone
                                       Vice President - Finance

                                    Dated: November 3, 1995

                                   BRENTWOOD SERVICE GROUP, INC.


                                   By:/s/   Harry   V.   Maccarrone
                                      ----------------------------------------
                                      Harry  V. Maccarrone
                                      President

                                   Dated: November 3, 1995


                                       -4-

<PAGE>


                                   BANKS:

                                   NATWEST BANK N.A.


                                   By:/s/ Tara M. Kazak
                                      ----------------------------------------
                                      Tara M. Kazak
                                      Vice President

                                   Dated:  November 3, 1995

                                   CHEMICAL BANK


                                   By:/s/ Richard E. Grabowski
                                      ----------------------------------------
                                      Richard E. Grabowski
                                      Vice President

                                   Dated: November 3, 1995


                                       -5-

<PAGE>



STATE OF NEW YORK       )
                        :ss.:
COUNTY OF NASSAU        )

        

         On the 3rd day of November,  1995,  before me personally  came HARRY V.
MACCARRONE, to me known, who, being by me duly sworn, did depose and say that he
resides at c/o 1335 Jericho  Turnpike,  New Hyde Park, New York 11040 that he is
the Vice  President-Finance of UNIFORCE STAFFING SERVICES,  INC., formerly known
as UNIFORCE SERVICES,  INC., UNIFORCE SERVICES, INC., formerly known as UNIFORCE
TEMPORARY PERSONNEL, INC., TEMPORARY HELP INDUSTRY SERVICING COMPANY, INC., E.O.
OPERATIONS CORP., E.O. SERVICING CO., INC., UTS CORP. OF MINNESOTA,  USI INC. OF
CALIFORNIA, UTS OF DELAWARE INC., TEMPFUNDS INTERNATIONAL,  INC., PrO UNLIMITED,
INC., THISCO OF CANADA, INC., UNIFORCE PAYROLLING  SERVICES,  INC., UNIFORCE MIS
SERVICES OF GEORGIA,  INC.,  LABFORCE OF AMERICA,  INC., UNIFORCE MEDICAL OFFICE
SUPPORT,   INC.,  and  COMPUTER   CONSULTANTS  FUNDING  &  SUPPORT,   INC.,  the
corporations described in and which executed the foregoing instrument;  and that
he  signed  his  name  thereto  by  order  of the  board  of  directors  of said
corporations.


                                             -----------------------------------
                                             Notary Public


STATE OF NEW YORK       )
                        :ss.:
COUNTY OF NASSAU        )

        On the 3rd day of November,  1995,  before me personally  came HARRY V.
MACCARRONE, to me known, who, being by me duly sworn, did depose and say that he
resides at c/o 1335 Jericho Turnpike,  New Hyde Park, New York 11040; that he is
the President of BRENTWOOD SERVICE GROUP, INC., the corporation described in and
which executed the foregoing instrument;  and that he signed his name thereto by
order of the board of directors of said corporation.



                                             ----------------------------------
                                             Notary Public

                                       -6-

<PAGE>


STATE OF NEW YORK       )
                        :ss.:
COUNTY OF NASSAU        )

        On the 3rd day of November,  1995,  before me  personally  came TARA M.
KAZAK,  to me known,  who,  being by me duly sworn,  did depose and say that she
resides at c/o 1335 Jericho Quadrangle,  Jericho,  New York 11753; that she is a
Vice  President of NATWEST BANK N.A., the banking  institution  described in and
which  executed the  foregoing  document and that she signed his name thereto by
authority of such banking institution.



                                             -----------------------------------
                                             Notary Public



STATE OF NEW YORK       )
                        :ss.:
COUNTY OF NASSAU        )

        On the 3rd day of November,  1995, before me personally came RICHARD E.
GRABOWSKI,  to me known, who, being by me duly sworn, did depose and say that he
resides at c/o 7600 Jericho  Turnpike,  Woodbury,  New York 11797;  that he is a
Vice President of CHEMICAL BANK, the banking institution  described in and which
executed the foregoing document and that he signed his name thereto by authority
of such banking institution.



                                             -----------------------------------
                                             Notary Public


                                       -7-