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                                                                   Exhibit 10.94



                              EMPLOYMENT AGREEMENT

     THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into this
1st day of August, 2000, by and between Outsource International, Inc., a Florida
corporation (the "Company"), and Richard Mazelsky ("Employee").

     WHEREAS, the Company, through its Board of Directors, desires to retain the
services of Employee, and Employee desires to be retained by the Company, on the
terms and conditions set forth in this Agreement;

     NOW, THEREFORE, in consideration of the premises and the mutual covenants
and agreements contained herein, and for other good and valuable consideration,
the receipt and adequacy of which are hereby acknowledged, the parties hereto,
intending to be legally bound, hereby agree as follows:

     1. EMPLOYMENT. The Company hereby employs Employee, and Employee hereby
accepts employment, as Executive Vice President of the Company and Chief
Operating Officer of the Company's Tandem division, subject to the terms of this
Agreement. Employee will work at the Company's headquarters, currently located
at 1690 South Congress Avenue, Suite 210, Delray Beach, Florida 33445.

     2. TERM. The term ("Term") of this Agreement shall commence on the 1st day
of August, 2000 and shall continue until terminated by Employee or by the
Company in accordance with the terms hereof.

     3. DUTIES. During his employment hereunder, Employee will serve as
Executive Vice President of the Company and Chief Operating Officer of the
Company's Tandem division. Employee shall report directly to the President and
Chief Executive Officer of the Company (the "CEO") and shall serve at the CEO's
direction. Employee shall perform services as assigned by the CEO consistent
with the title of Executive Vice President. Employee shall diligently perform
such duties and shall devote his entire business skill, time and effort to his
employment and his duties hereunder and shall not during the Term, directly or
indirectly, alone or as a member of a partnership, or as an officer, director,
employee or agent of any other person, firm or business organization engage in
any other business activities or pursuits requiring his personal service that
materially conflict with his duties hereunder or the diligent performance of
such duties. This shall not, however, preclude Employee from serving on boards
of directors of other corporations; provided that such service does not conflict
with the duties of Employee hereunder or result in a conflict of interest.


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     4. COMPENSATION.

     a.   SALARY. Employee shall be paid an initial salary of $215,000.00 per
          year for the first year of employment, payable in equal bi-weekly
          installments of $8,269.23, less deduction for federal withholding,
          Medicare and FICA taxes ("Annual Base Salary"). On or about May 1,
          2001, and annually thereafter, the Company will conduct an annual
          performance (salary) review with respect to Employee and advise
          Employee of any salary adjustments along with the reasons for such
          adjustments.

     b.   BONUS. In addition to the Annual Base Salary, Employee shall be
          entitled to an annual performance bonus, with an initial targeted
          bonus for year one of the Agreement (i.e., Fiscal year ending April 1,
          2001 ("Fiscal Year 2001")) of 40% of Annual Base Salary, in
          accordance with the management bonus program currently in effect
          (hereafter, the "Management Bonus Program"). Unless otherwise provided
          herein, the annual performance bonus shall be paid, if at all, after
          completion of the Company's financial statements for the fiscal year
          and filing of same with the SEC. For year one of the Agreement,
          Employee shall receive under the Management Bonus Program a minimum
          performance bonus in the amount of $40,000.00 (the "Minimum
          Performance Bonus") irrespective of the Company's performance in
          Fiscal Year 2001, to be paid 30 days after the close of Fiscal Year
          2001 (the "First Payment"), but only if Employee is employed by the
          Company on the date of the First Payment. The additional $46,000.00
          that would otherwise be due Employee for Fiscal Year 2001 under the
          Management Bonus Program shall be paid if the Company achieves the
          targets set forth in the field incentive plan of such Program. There
          will be no Minimum Performance Bonus payment after the first year of
          employment (after Fiscal Year 2001). For year two of the Agreement and
          thereafter, Employee shall receive payments under the Management Bonus
          Program with a target of 40% based on agreed-upon objectives, as, if
          and when the other executive officers of the Company receive such
          payments.



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     c.   STOCK OPTIONS. Effective the first date of Employee's employment with
          the Company, Employee will receive a grant under the Company's Stock
          Option Plan of options to acquire 60,000 shares of the Company's
          common stock with a four-year straight-line vesting period. The
          exercise price of the options shall be the "Fair Market Value" on the
          date of the grant. "Fair Market Value" shall mean the closing price of
          the shares of the Company's common stock on the date of grant. These
          options shall vest 25% at the completion of each year of employment
          with the Company (100% vested after the end of year four). In
          addition, if the Company achieves its Fiscal Year 2001 business plan,
          Employee shall receive an additional grant of options to purchase
          25,000 shares of the Company's common stock, at the Fair Market Value
          on the date of the grant. These options shall likewise vest 25% at the
          completion of each year of employment with the Company (100% vested
          after the end of year four.) Further, on Employee's first year
          anniversary date with the Company Employee shall be granted an option
          to purchase an additional 25,000 shares of the Company's common stock,
          at the Fair Market Value on the date of the grant. These options shall
          also vest 25% at the completion of each year of employment with the
          Company (100% vested after the end of year four.) The options shall be
          incentive stock options to the extent permitted by law, and shall be
          granted pursuant to the Company's Stock Option Plan and a written
          stock option agreement. The term of the options shall be ten years
          (subject to expiration per the terms of the stock option agreement and
          the Internal Revenue Code).

     d.   INSURANCE. During his employment hereunder, Employee shall be entitled
          to participate in such health, life, disability and other insurance
          programs, if any, that the Company may offer to other key executive
          employees of the Company from time to time. Employee will be eligible
          for such benefits as of September 1, 2000.

     e.   OTHER BENEFITS. During his employment hereunder, Employee shall be
          entitled to such other benefits that the Company may offer to other
          key executive employees of the Company from time to time.

     f.   VACATION. Employee shall be entitled to two weeks vacation leave
          during calender year 2000 and three weeks of vacation leave during
          calendar year 2001 and each year thereafter during the term of this
          Agreement (in addition to holidays). Additional amounts of vacation
          leave may be set forth in the vacation policy that the Company shall
          establish from time to time. Except with respect to vacation time
          unused as the result of a written request by the Company to postpone a
          vacation, any unused vacation from one calendar year shall not
          carry-over to any subsequent calendar year.



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     g.   EXPENSE REIMBURSEMENT. Employee shall, upon submission of appropriate
          supporting documentation, be entitled to reimbursement of reasonable
          out-of-pocket expenses incurred in the performance of his duties
          hereunder in accordance with policies established by the Company. Such
          expenses shall include, without limitation, reasonable travel and
          entertainment expenses, gasoline and toll expenses and cellular phone
          use charges, if such charges are directly related to the business of
          the Company.

     h.   INTERIM LIVING AND RELOCATION EXPENSES. The Company will reimburse
          Employee for the cost of a reasonable two bedroom, furnished apartment
          residence in the Delray Beach/Boca Raton, Florida area for a period of
          60 days from the first day of employment, as well as the cost of a
          rental car (full-size), meals, and other appropriate miscellaneous
          living expenses during this period. During the 60-day interim living
          period the Company will also reimburse Employee for two house-hunting
          trips for Employee's spouse and bi-weekly return trips by the Employee
          to Chicago, IL. Additionally, Employee will be reimbursed for the real
          estate commission "only" for the sale of Employee's home and 2.5% of
          purchase price as reimbursement for closing expenses relating to the
          purchase of Employee's home in the Delray Beach, Florida area. In
          addition, the Company will reimburse Employee for the expenses of
          packing, loading, transporting and unloading all of Employee's
          household belongings from his residence in Naperville, IL to
          Employee's new residence in Florida. The Company will reimburse
          Employee's relocation expenses as aforesaid through a gross-up of
          Employee's W-2 salary (to be tax neutral). Employee agrees to repay
          the Company for the total amount of the foregoing interim living and
          relocation expenses should the Employee voluntarily terminate his
          employment with the Company prior to the end of the first full year of
          employment under this Agreement. Employee is under no obligation to
          repay interim living and relocation expenses in the event his
          employment is terminated by the Company.

     5. GROUNDS FOR TERMINATION. The Board of Directors of the Company may
terminate this Agreement for any reason at any time including, without
limitation, for "Cause." As used herein, "Cause" shall mean any of the
following: (i) failure on the part of Employee to disclose to Company in writing
on or before the date hereof Employee's breach of or default under any
employment, non-compete, confidentiality or other agreement between Employee and
any prior employer of Employee (including without limitation any breach or
default that might result from Employee's entering into or performing his duties
and obligations under this Agreement); (ii) an act of willful misconduct or
gross negligence by Employee in fulfilling his obligations to the Company
(determined without regard to the financial performance of the Company or the
manner of performance by Employee of his



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duties in the ordinary course of business); (iii) indictment of Employee for a
felony involving moral turpitude, whether relating to his employment or
otherwise; (iv) an act of dishonesty or breach of trust on the part of Employee
resulting or intended to result directly or indirectly in personal gain or
enrichment at the expense of the Company; (v) conduct on the part of Employee
intended to injure the business of the Company; (vi) Employee's addiction to any
drug or chemical; (vii) Employee's insubordination unless resulting from
Employee's refusal to do an illegal act; (viii) failure to establish and
maintain a residence within a reasonable daily commute to the Company's
headquarters within six (6) months of the date Employee commences Employment
with the Company. The existence of any of the foregoing events or conditions,
except under clause (iii), shall be determined by the Board of Directors
(excluding the Employee) in the exercise of its reasonable judgment provided
that if such occurrence relates to section (i) or(vi) above, it must persist
more than (a) five (5) days after notice is given to Employee by personal
delivery or (b) ten (10) days after a notice is given to Employee by any other
means, each notice which details the occurrence. Notwithstanding the foregoing,
if occurrence under sections (ii), (v) or (vii) cannot reasonably be remedied
within the time periods set forth, the Board of Directors shall not exercise its
right to terminate under this section if Employee begins to remedy the
occurrence within the time period and continues actively and diligently in good
faith to completely remedy such occurrence. As used herein "insubordination"
means Employee failing to use his best efforts to comply with a written
directive made by the Company's Board of Directors for any action or inaction
not inconsistent with the duties set forth here.

     6.PAYMENT AND OTHER PROVISIONS UPON TERMINATION.

     a.   In the event that Employee's employment with the Company (including
          its subsidiaries) is terminated by the Company for Cause as provided
          in Paragraph 5; then, on or before Employee's last day of employment
          with the Company:

          i.   SALARY AND BONUS PAYMENTS: The Company shall pay in a lump sum to
               Employee such amount of compensation earned by Employee hereunder
               for services rendered to the Company as of the time of such
               termination, as well as compensation for unused vacation time, as
               has accrued but remains unpaid. Any and all other rights granted
               to Employee under this Agreement shall terminate as of the date
               of termination.

          ii.  NONCOMPETITION/NONSOLICITATION PERIOD. The provisions of
               Paragraph 9 shall continue to apply with respect to Employee for
               a period of one-year following the date of termination.




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     b.   In the event that: Employee's employment with the Company (including
          its subsidiaries) is terminated by the Company for any reason other
          than for Cause as provided in Paragraph 5 and other than as a
          consequence of Employee's death, disability, or normal retirement
          under the Company's retirement plans and practices, then:

          i.   SALARY AND BONUS PAYMENTS: The Company shall pay to Employee, as
               compensation for services rendered to the Company, a total of six
               months (13 bi-weekly payments) of the Employee's Annual Base
               Salary in effect at the time (the "Cash Amount"). The Cash Amount
               shall be paid to Employee in periodic installments in accordance
               with the regular salary payment practices of the Company, with
               the first such installment to be paid on or before Employee's
               last day of employment with the Company.

          ii.  BENEFIT PLAN COVERAGE: The Employee's Benefit Plan Coverage will
               continue for six (6) months beyond the last day of the month in
               which his employment is terminated, but shall cease thereafter.
               If Employee is not covered by a health insurance plan through a
               new employer as of that date, Employee will be eligible for COBRA
               benefits. Should Employee elect COBRA, Employee will be
               responsible for paying any and all COBRA premiums.

          iii. NON-COMPETITION/NON-SOLICITATION PERIOD. The provisions of
               Paragraph 9 shall continue to apply with respect to Employee for
               the shorter of (x) twelve (12) months following the date of
               termination or (y) until such time as the Company has failed to
               comply with the provisions of Paragraph 6.b.i for a an
               uninterrupted 10-day period and such failure is not cured within
               5 days after written notice of such failure is delivered to at
               least two directors of the Company (other than Employee).

     7. CHANGE OF CONTROL. In the event of a Change of Control, Employee shall
be entitled to the following benefits as of the effective date of the Change of
Control:

          i. EXERCISABILITY OF STOCK OPTIONS. The Employee shall receive that
     portion of the granted stock options that have vested as of that time, plus
     the amount of options that are intended to vest in the year following the
     Change in Control.

          ii. OTHER BENEFITS. All benefits under Paragraphs 6.b.ii and 6.b.iii
     shall be extended to Employee as described in such paragraphs.




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     c.   For purposes of this Agreement, the term "Change of Control" shall
          mean:

          i. The acquisition, other than from the Company, by any individual,
     entity or group (within the meaning of ss. 13(d)(3) or ss. 14(d)(2) of the
     Securities Exchange Act of 1934, as amended (the "Exchange Act")) of
     beneficial ownership (within the meaning of Rule 13d-3 promulgated under
     the Exchange Act) (any of the foregoing described in this Paragraph 7.c.i
     hereafter a "Person") of 33% or more of either (a) the then outstanding
     shares of Capital Stock of the Company (the "Outstanding Capital Stock") or
     (b) the combined voting power of the then outstanding voting securities of
     the Company entitled to vote generally in the election of directors (the
     "Voting Securities"), PROVIDED, HOWEVER, that any acquisition by (x) the
     Company or any of its subsidiaries, or any employee benefit plan (or
     related trust) sponsored or maintained by the Company or any of its
     subsidiaries or (y) any Person that is eligible, pursuant to Rule 13d-1(b)
     under the Exchange Act, to file a statement on Schedule 13G with respect to
     its beneficial ownership of Voting Securities, whether or not such Person
     shall have filed a statement on Schedule 13G, unless such Person shall have
     filed a statement on Schedule 13D with respect to beneficial ownership of
     33% or more of the Voting Securities or (z) any corporation with respect to
     which, following such acquisition, more than 60% of, respectively, the then
     outstanding shares of common stock of such corporation and the combined
     voting power of the then outstanding voting securities of such corporation
     entitled to vote generally in the election of directors is then
     beneficially owned, directly or indirectly, by all or substantially all of
     the individuals and entities who were the beneficial owners, respectively,
     of the Outstanding Capital Stock and Voting Securities immediately prior to
     such acquisition in substantially the same proportion as their ownership,
     immediately prior to such acquisition, of the Outstanding Capital Stock and
     Voting Securities, as the case may be, shall not constitute a Change of
     Control; or

          ii. Individuals who, as of the date hereof, constitute the Board (the
     "Incumbent Board") cease for any reason to constitute at least a majority
     of the Board, provided that any individual becoming a director subsequent
     to the date hereof whose election or nomination for election by the
     Company's shareholders, was approved by a vote of at least a majority of
     the directors then comprising the Incumbent Board shall be considered as
     though such individual were a member of the Incumbent Board, but excluding,
     for this purpose, any such individual whose initial assumption of office is
     in connection with an actual or threatened election contest relating to the
     election of the Directors of the Company (as such terms are used in Rule
     14a-11 of Regulation 14A, or any successor section, promulgated under the
     Exchange Act); or

          iii. Approval by the shareholders of the Company of a reorganization,
     merger or consolidation (a "Business Combination"), in each case, with
     respect to which all or



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     substantially all holders of the Outstanding Capital Stock and Voting
     Securities immediately prior to such Business Combination do not, following
     such Business Combination, beneficially own, directly or indirectly, more
     than 60% of, respectively, the then outstanding shares of common stock and
     the combined voting power of the then outstanding voting securities
     entitled to vote generally in the election of directors, as the case may
     be, of the corporation resulting from Business Combination; or

          iv. (a) a complete liquidation or dissolution of the Company or (b) a
     sale or other disposition of all or substantially all of the assets of the
     Company other than to a corporation with respect to which, following such
     sale or disposition, more than 60% of, respectively, the then outstanding
     shares of common stock and the combined voting power of the then
     outstanding voting securities entitled to vote generally in the election of
     directors is then owned beneficially, directly or indirectly, by all or
     substantially all of the individuals and entities who were the beneficial
     owners, respectively, of the Outstanding Capital Stock and Voting
     Securities immediately prior to such sale or disposition in substantially
     the same proportion as their ownership of the Outstanding Capital Stock and
     Voting Securities, as the case may be, immediately prior to such sale or
     disposition.

     8. INDEMNIFICATION. If litigation shall be brought to enforce or interpret
any provision contained herein, the non-prevailing party shall indemnify the
prevailing party for reasonable attorney's fees (including those for
negotiations, trial and appeals) and disbursements incurred by the prevailing
party in such litigation, and hereby agrees to pay prejudgment interest on any
money judgment obtained by the prevailing party calculated at the generally
prevailing Bank of America base rate of interest charged to its commercial
customers in effect from time to time from the date that payment(s) to him
should have been made under this Agreement.

     9. NON-COMPETITION AND NON-SOLICITATION.

     a.   The nature of the system and methods employed in the Company's
          business is such that Employee will be placed in a close business and
          personal relationship with the customers of the Company and be privy
          to confidential customer usage and rate information. Accordingly, at
          all times during the term of this Agreement and for a period of one
          (1) year immediately following the termination of Employee's
          employment hereunder (the "Non-competition and Non-solicitation
          Period") for any reason whatsoever, and for such additional periods as
          may otherwise be set forth in this Agreement in reference to this
          Paragraph 9, so long as the Company continues to carry on the same
          business, Employee shall not, for any reason whatsoever,



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          directly or indirectly, for himself or on behalf of, or in conjunction
          with, any other person, persons, company, partnership, corporation or
          business entity:

          i.   Call upon, divert, influence or solicit or attempt to call upon,
               divert, influence or solicit any customer or customers of the
               Company nationwide;

          ii.  Divulge the names and addresses or any information concerning any
               customer of the Company;

          iii. Disclose any information or knowledge relating to the Company,
               including but not limited to, the Company's system or method of
               conducting business to any person, persons, firms, corporations
               or other entities unaffiliated with the Company, for any reason
               or purpose whatsoever;

          iv.  Own, manage, operate, control, be employed by, participate in or
               be connected in any manner with the ownership, management,
               operation or control of the same, similar or related line of
               business as that carried on by the Company ("Competition").

     b.   The time period covered by the covenants contained in this Paragraph 9
          shall not include any period(s) of violation of any covenant or any
          period(s) of time required for litigation to enforce any covenant.

     c.   The covenants set forth in this Paragraph 9 shall be construed as an
          agreement independent of any other provision in this Agreement and
          existence of any potential or alleged claim or cause of action of
          Employee against the Company, whether predicted on this Agreement or
          otherwise, shall not constitute a defense to the enforcement by the
          Company of the covenants contained herein. An alleged or actual breach
          of the Agreement by the Company shall not be a defense to enforcement
          of the provisions of this Paragraph 9.

     d.   Employee acknowledges that he has read the foregoing and agrees that
          the nature of the geographical restrictions are reasonable given the
          nature of the Company's business. In the event that these geographical
          or temporal restrictions are judicially determined to be unreasonable,
          the parties agree that these restrictions shall be judicially reformed
          to the maximum restrictions which are reasonable.

     e.   Notwithstanding anything to the contrary contained herein, in the
          event that Employee engages in Competition, or any conduct expressly
          prohibited by this Paragraph 9 at any time during the Non-competition
          and Non-solicitation Period



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          for any reason whatsoever, Employee shall not receive any of the
          termination benefits he otherwise would be entitled to receive
          pursuant to Paragraph 6 hereof.

     10. CONFIDENTIALITY.

     a.   NONDISCLOSURE. Employee acknowledges and agrees that the Confidential
          Information (as defined below) is a valuable, special and unique asset
          of the Company's business. Accordingly, except in connection with the
          performance of his duties hereunder, Employee shall not at any time
          during or subsequent to the term of his employment hereunder disclose,
          directly or indirectly, to any person, firm, corporation, partnership,
          association or other entity any proprietary or confidential
          information relating to the Company or any information concerning the
          Company's financial condition or prospects, the Company's customers,
          the design, development, manufacture, marketing or sale of the
          Company's products or the Company's methods of operating its business
          (collectively "Confidential Information"). Confidential Information
          shall not include information, which at the time of disclosure is
          known or available to the general public by publication or otherwise
          through no act or failure to act on the part of Employee.

     b.   RETURN OF CONFIDENTIAL INFORMATION. Upon termination of Employee's
          employment, for whatever reason and whether voluntary or involuntary,
          or at any time at the request of the Company, Employee shall promptly
          return all Confidential Information in the possession or under the
          control of Employee to the Company and shall not retain any copies or
          other reproductions or extracts thereof. Employee shall at any time at
          the request of the Company destroy or have destroyed all memoranda,
          notes, reports, and documents, whether in "hard copy" form or as
          stored on magnetic or other media, and all copies and other
          reproductions and extracts thereof, prepared by Employee and shall
          provide the Company with a certificate that the foregoing materials
          have in fact been returned or destroyed.

     c.   BOOKS AND RECORDS. All books, records and accounts whether prepared by
          Employee or otherwise coming into Employee's possession, shall be the
          exclusive property of the Company and shall be returned immediately to
          the Company upon termination of Employee's employment hereunder or
          upon the Company's request at any time.

     11. INJUNCTION/SPECIFIC PERFORMANCE SETOFF. Employee acknowledges that a
breach of any of the provisions of Paragraphs 9 or 10 hereof would result in
immediate and irreparable injury to the Company that cannot be adequately or
reasonably compensated at



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law. Therefore, Employee agrees that the Company shall be entitled, if any such
breach shall occur or be threatened or attempted, to a decree of specific
performance and to a temporary and permanent injunction, without the posting of
a bond, enjoining and restraining such breach by Employee or his agents, either
directly or indirectly, and that such right to injunction shall be cumulative to
whatever other remedies for actual damages to which the Company is entitled.
Employee further agrees that the Company may set off against or recoup from any
amounts due under this Agreement to the extent of any losses incurred by the
Company as a result of any breach by Employee of the provisions of Paragraphs 9
or 10 hereof.

     12. SEVERABILITY: Any provision in this Agreement that is prohibited or
unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective
only to the extent of such prohibition or unenforceability without invalidating
or affecting the remaining provisions hereof, and any such prohibition or
unenforceability in any jurisdiction shall not invalidate or render
unenforceable such provision in any other jurisdiction.

     13. SUCCESSORS: This Agreement shall be binding upon Employee and inure to
his and his estate's benefit, and shall be binding upon and inure to the benefit
of the Company and any successor of the Company. Neither this Agreement nor any
rights arising hereunder may be assigned or pledged by Employee or anyone
claiming through Employee; or by the Company, except to any corporation which is
the successor in interest to the Company by reason of a merger, consolidation or
sale of substantially all of the assets of the Company. The foregoing sentence
shall not be deemed to have any effect upon the rights of Employee upon a Change
of Control.

     14. CONTROLLING LAW: This Agreement shall in all respects be governed by,
and construed in accordance with, the laws of the State of Florida.

     15. NOTICES. Any notice required or permitted to be given hereunder shall
be written and sent by registered or certified mail, telecommunicated or hand
delivered at the address set forth herein or to any other address of which
notice is given:

     To the Company:  Outsource International, Inc.
                      1690 South Congress Avenue
                      Suite 210
                      Delray Beach, Florida 33445
                      Attention: General Counsel

         To Employee: Richard Mazelsky
                      3160 Treesdale Court
                      Naperville, IL 60564




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     16. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement
between the parties hereto on the subject matter hereof and may not be modified
without the written agreement of both parties hereto.

     17. WAIVER. A waiver by any party of any of the terms and conditions hereof
shall not be construed as a general waiver by such party.

     18. COUNTERPARTS. This Agreement may be executed in counterparts, each of
which shall be deemed an original and both of which together shall constitute a
single agreement.

     19. INTERPRETATION. In the event of a conflict between the provisions of
this Agreement and any other agreement or document defining rights and duties of
Employee or the Company upon Employee's termination, the rights and duties set
forth in this Agreement shall control.

     20. CERTAIN LIMITATIONS ON REMEDIES. Paragraph 6.b provides that certain
payments and other benefits shall be received by Employee upon the termination
of Employee by the Company other than for Cause. It is the intention of this
Agreement that if the Company terminates Employee other than for Cause (and
other than as a consequence of Employee's death, disability or normal
retirement), then the payments and other benefits set forth in Paragraph 6.b
shall constitute the sole and exclusive remedies of Employee.

     IN WITNESS WHEREOF, this Employment Agreement has been executed by the
parties as of the date first above written.

                                OUTSOURCE INTERNATIONAL, INC.

                                By: /s/ Garry E. Meier
                                    --------------------------------------------
                                    Garry E. Meier
                                    Its:  President and Chief Executive Officer



                                EMPLOYEE:



                                /s/ Richard Mazelsky
                                ------------------------------------------------
                                Richard Mazelsky






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