TMP Worldwide ( TMPW) said it won't revise its existing bid for ( HOTJ), clearing the way for Yahoo! ( YHOO) to move forward with its $436 million cash and stock offer.

TMP said its bid, which was valued at about $460 million but has since fallen with the price of TMP's stock, represents "full and fair value" for and said it wouldn't be in the company's interest to raise it.

HotJobs said earlier this week that it would accept Yahoo's unsolicited bid unless TMP offered more. TMP could receive a breakup fee of $15 million if its bid isn't accepted.