0000912728-09-000009 Sample Contracts

FORWARD AIR CORPORATION AMENDED AND RESTATED STOCK OPTION AND INCENTIVE PLAN (as further amended and restated December 17, 2008)
Stock Option and Incentive Plan • February 26th, 2009 • Forward Air Corp • Arrangement of transportation of freight & cargo • Tennessee
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Date] Incentive Stock Option Agreement
Incentive Stock Option Agreement • February 26th, 2009 • Forward Air Corp • Arrangement of transportation of freight & cargo

This Agreement sets forth the terms under which Forward Air Corporation, a Tennessee corporation (the "Company"), has awarded you an option to purchase shares of the $0.01 par value common stock of the Company (the "Common Stock"). This Agreement, along with the Company’s Amended and Restated Stock Option and Incentive Plan (the "Plan"), as amended, which is incorporated herein by reference, Plan Prospectus, Insider Trading Policy and such additional documents as are furnished by the Company with this Agreement, constitute the terms and conditions governing the grant of options hereunder. Terms not otherwise defined herein shall have the meanings set forth in the Plan.

SECOND AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • February 26th, 2009 • Forward Air Corp • Arrangement of transportation of freight & cargo

This SECOND AMENDMENT TO EMPLOYMENT AGREEMENT (this “Second Amendment”) is made and entered into effective as of February 24, 2009, by and between Forward Air Corporation, a corporation organized under the laws of the State of Tennessee (the “Company”), and Bruce A. Campbell (the “Executive”).

AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • February 26th, 2009 • Forward Air Corp • Arrangement of transportation of freight & cargo

This AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into effective as of December 30, 2008, by and between Forward Air Corporation, a corporation organized under the laws of the State of Tennessee (the “Company”), and Bruce A. Campbell (the “Executive”).

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