0000801898-13-000013 Sample Contracts

RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • May 31st, 2013 • Joy Global Inc • Mining machinery & equip (no oil & gas field mach & equip) • Delaware

THIS AGREEMENT is entered into as of November 1, 2012, between Joy Global Inc., a Delaware Corporation, (the “Company”) and (the “Employee”). In consideration of the mutual promises and covenants made in this Agreement and the mutual benefits to be derived from this Agreement, the Company and the Employee agree as follows:

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NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • May 31st, 2013 • Joy Global Inc • Mining machinery & equip (no oil & gas field mach & equip) • Delaware

THIS AGREEMENT is entered into as of March 16, 2013, between Joy Global Inc., a Delaware Corporation, (the “Company”) and (the “Employee”). In consideration of the mutual promises and covenants made in this Agreement and the mutual benefits to be derived from this Agreement, the Company and the Employee agree as follows:

RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • May 31st, 2013 • Joy Global Inc • Mining machinery & equip (no oil & gas field mach & equip) • Delaware

THIS AGREEMENT is entered into as of March 5, 2013, between Joy Global Inc. (the “Company”) and _________________ (the “Grantee”). In consideration of the mutual promises and covenants made in this Agreement and the mutual benefits to be derived from this Agreement, the Company and the Grantee agree as follows:

PERFORMANCE SHARE AGREEMENT
Performance Share Agreement • May 31st, 2013 • Joy Global Inc • Mining machinery & equip (no oil & gas field mach & equip) • Delaware

THIS AGREEMENT is entered into as of March 16, 2013, between Joy Global Inc., a Delaware Corporation, (the “Company”) and (the “Participant”).

FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • May 31st, 2013 • Joy Global Inc • Mining machinery & equip (no oil & gas field mach & equip) • New York

THIS FIRST AMENDMENT TO CREDIT AGREEMENT dated as of January 9, 2013 (the “Agreement”) is entered into among Joy Global Inc., a Delaware corporation (the “Borrower”), the Guarantors, the Lenders party hereto and Bank of America, N.A., as Administrative Agent. All capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in the Credit Agreement (as defined below).

SECOND AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • May 31st, 2013 • Joy Global Inc • Mining machinery & equip (no oil & gas field mach & equip) • New York

THIS SECOND AMENDMENT TO CREDIT AGREEMENT dated as of March 13, 2013 (the “Agreement”) is entered into among Joy Global Inc., a Delaware corporation (the “Borrower”), the Guarantors, the Lenders party hereto and Bank of America, N.A., as Administrative Agent. All capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in the Credit Agreement (as defined below).

FIRST AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • May 31st, 2013 • Joy Global Inc • Mining machinery & equip (no oil & gas field mach & equip) • New York

THIS FIRST AMENDMENT TO CREDIT AGREEMENT dated as of March 13, 2013 (the “Agreement”) is entered into among Joy Global Inc., a Delaware corporation (the “Borrower”), the Guarantors, the Lenders party hereto and Bank of America, N.A., as Administrative Agent. All capitalized terms used herein and not otherwise defined herein shall have the meanings given to such terms in the Credit Agreement (as defined below).

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