GRAPHIC APPEARS HERE] AMENDED AND RESTATED CREDIT AGREEMENT dated as of July 22, 2011 among YRC WORLDWIDE INC., The Lenders Party Hereto, and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION as Administrative AgentCredit Agreement • August 8th, 2011 • YRC Worldwide Inc. • Trucking (no local) • New York
AMENDED AND RESTATED CREDIT AGREEMENT dated as of July 22, 2011 by and among YRC WORLDWIDE INC., a Delaware corporation (the “Borrower”), the LENDERS party hereto and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, as Administrative Agent.
EMPLOYMENT AGREEMENTEmployment Agreement • August 8th, 2011 • YRC Worldwide Inc. • Trucking (no local) • Delaware
This Employment Agreement (this “Agreement”) is entered into on July 22, 2011 (the “Effective Date”), by and among YRC Worldwide Inc., a Delaware corporation (together with its successors and assigns, the “Company”) and James L. Welch (“Executive”).
AMENDED AND RESTATED CONTRIBUTION DEFERRAL AGREEMENT effective as of July 22, 2011 by and among YRC INC., USF HOLLAND, INC., NEW PENN MOTOR EXPRESS, INC., USF REDDAWAY INC., and the TRUSTEES for the CENTRAL STATES, SOUTHEAST AND SOUTHWEST AREAS...Contribution Deferral Agreement • August 8th, 2011 • YRC Worldwide Inc. • Trucking (no local) • New York
This Amended and Restated Contribution Deferral Agreement (as amended, modified or supplemented from time to time, this “Agreement”), effective as of July 22, 2011, by and among: (i) YRC INC., a Delaware corporation (“YRC”), USF HOLLAND, INC., a Michigan corporation (“Holland”), NEW PENN MOTOR EXPRESS INC., a Pennsylvania corporation (“New Penn”), USF REDDAWAY INC., an Oregon corporation (“Reddaway”; each of YRC, Holland, New Penn and Reddaway a “Primary Obligor”, and collectively, the “Primary Obligors”); (ii) the TRUSTEES for the CENTRAL STATES, SOUTHEAST AND SOUTHWEST AREAS PENSION FUND (the “CS Pension Fund”), and each other pension fund listed on the signature pages hereto (each of the CS Pension Fund and such other pension funds a “Fund”, and collectively, the “Funds”); and (iii) Wilmington Trust Company, as agent for the Funds (together with its successors and assigns, in such capacity, the “Agent”). The Obligors, the Funds and the Agent are herein individually each referred to
CREDIT AGREEMENT dated as of July 22, 2011 among YRCW RECEIVABLES LLC, as Borrower YRC WORLDWIDE INC., as Servicer The Lenders Party Hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN SECURITIES LLC, as Sole Bookrunner and Sole...Credit Agreement • August 8th, 2011 • YRC Worldwide Inc. • Trucking (no local) • New York
CREDIT AGREEMENT dated as of July 22, 2011 (as it may be amended, amended and restated, modified or supplemented from time to time, this “Agreement”), among YRCW RECEIVABLES LLC, as Borrower, YRC WORLDWIDE INC., as Servicer, each Lender from time to time party hereto and JPMORGAN CHASE BANK, N.A., as Administrative Agent.
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • August 8th, 2011 • YRC Worldwide Inc. • Trucking (no local) • New York
THIS PLEDGE AND SECURITY AGREEMENT (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Security Agreement”) is entered into as of July 22, 2011 by and among YRC Worldwide Inc., a Delaware corporation (the “Company”), the Subsidiaries of the Company listed on the signature pages hereto (together with the Company, the “Initial Grantors,” and together with any additional Subsidiaries, whether now existing or hereafter acquired or formed, which become parties to this Security Agreement by executing a Security Agreement Supplement hereto in substantially the form of Annex I, the “Grantors”), and U.S. Bank National Association, as Collateral Trustee (together with its successors and permitted assignees, in such capacity, the “Collateral Trustee”) under the Collateral Trust Agreement, dated as of July 22, 2011, among the Initial Grantors, the Primary Holder Representatives (as defined therein) and the Collateral Trustee (as amended, supplemented
SERIES B PREFERRED REGISTRATION RIGHTS AGREEMENTSeries B Preferred Registration Rights Agreement • August 8th, 2011 • YRC Worldwide Inc. • Trucking (no local) • New York
AMENDED AND RESTATED INTERCREDITOR AGREEMENTIntercreditor Agreement • August 8th, 2011 • YRC Worldwide Inc. • Trucking (no local) • New York
This Amended and Restated Intercreditor Agreement (this “Agreement”), dated as of July 22, 2011, is among JPMorgan Chase Bank, National Association, as Administrative Agent (in such capacity, with its successors and assigns, and as more specifically defined below, the “Bank Group Representative”) for the Bank Group Secured Parties (as defined below), Wilmington Trust Company, as Agent (in such capacity, with its successors and permitted assigns, and as more specifically defined below, the “Pension Fund Representative”) for the Pension Fund Secured Parties (as defined below), U.S. Bank National Association, as Collateral Trustee (not individually, but solely in such capacity, with its successors and permitted assigns, and as more specifically defined below, the “Convertible Note Representative”) for the Convertible Note Secured Parties (as defined below), solely for the purposes of Sections 3.1(c) and 11.3, JPMorgan Chase Bank, N.A., as Administrative Agent (in such capacity, with its s
SERIES B NOTES REGISTRATION RIGHTS AGREEMENTSeries B Notes Registration Rights Agreement • August 8th, 2011 • YRC Worldwide Inc. • Trucking (no local) • New York
AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • August 8th, 2011 • YRC Worldwide Inc. • Trucking (no local) • New York
THIS AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Security Agreement”) is entered into as of July 22, 2011 by and among YRC Worldwide Inc., a Delaware corporation (the “Borrower”), the Subsidiaries of the Borrower listed on the signature pages hereto (together with the Borrower, the “Initial Grantors,” and together with any additional Subsidiaries, whether now existing or hereafter acquired or formed, which become parties to this Security Agreement by executing a Security Agreement Supplement hereto in substantially the form of Annex I, the “Grantors”), and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, a national banking association, in its capacity as administrative agent (the “Administrative Agent”) and as collateral agent (the “Collateral Agent”) for itself and for the Holders of Secured Obligations.
SERIES A NOTES REGISTRATION RIGHTS AGREEMENTSeries a Notes Registration Rights Agreement • August 8th, 2011 • YRC Worldwide Inc. • Trucking (no local) • New York
COLLATERAL TRUST AGREEMENT Dated as of July 22, 2011 among YRC WORLDWIDE INC., CERTAIN OF ITS SUBSIDIARIES PARTIES HERETO, U.S. BANK NATIONAL ASSOCIATION, as Restructuring Note Indenture Trustee U.S. BANK NATIONAL ASSOCIATION, as New Money Note...Collateral Trust Agreement • August 8th, 2011 • YRC Worldwide Inc. • Trucking (no local) • New York
This COLLATERAL TRUST AGREEMENT, dated as of July 22, 2011 (this “Agreement”), among YRC Worldwide Inc., a Delaware corporation (the “Company”), the subsidiaries of the Company from time to time parties hereto (together with the Company, the “Grantors”), U.S. Bank National Association, as Restructuring Note Indenture Trustee, U.S. Bank National Association, as New Money Note Indenture Trustee and U.S. Bank National Association, as Collateral Trustee.
