0001047469-13-002036 Sample Contracts

NON-QUALIFIED STOCK OPTION AGREEMENT
Non-Qualified Stock Option Agreement • March 1st, 2013 • Walter Energy, Inc. • Bituminous coal & lignite mining • Delaware

THIS AGREEMENT (the “Agreement”), effective as of DATE (the “Grant Date”), is made by and between Walter Energy, Inc., a Delaware corporation (the “Company”), and Employee Name, an Employee of the Company (or one of its Subsidiaries, as defined herein), hereinafter referred to as the “Optionee”.

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This document constitutes port of the prospectus covering securities that have been registered under the Securities Act of 1933. Walter Energy, Inc. Long-Term Incentive Award Plan Amended and Restated Restricted Stock Unit Award Agreement (2-Year...
Restricted Stock Unit Award Agreement • March 1st, 2013 • Walter Energy, Inc. • Bituminous coal & lignite mining • Delaware

THIS AMENDED AND RESTATED AGREEMENT, effective as of June 26, 2011 (the “Agreement”), represents a grant of restricted stock units (“RSUs”) by Walter Energy, Inc., a Delaware corporation (the “Company”), to the Participant named below, pursuant and subject to the provisions of the Amended and Restated 2002 Long-Term Incentive Award Plan of Walter Energy, Inc., as it may be amended from time to time (the “Plan”) and the additional revised terms set forth in this Agreement.

This document constitutes part of the prospectus covering securities that have been registered under the Securities Act of 1933. Walter Energy, Inc. Long-Term Incentive Award Plan Restricted Stock Unit Award Agreement (Performance Vesting Award – 3...
Restricted Stock Unit Award Agreement • March 1st, 2013 • Walter Energy, Inc. • Bituminous coal & lignite mining

THIS AGREEMENT, effective as of the Date of Grant set forth below, represents a grant of restricted stock units (“RSUs”) by Walter Energy, Inc., a Delaware corporation (the “Company”), to the Participant named below, pursuant and subject to the provisions of the Amended and Restated 2002 Long-Term Incentive Award Plan of Walter Energy, Inc., as it may be amended from time to time (the “Plan”), and the additional terms set forth in this Agreement. The Participant has been selected to receive a grant of RSUs pursuant to the Plan, as specified below; provided that such grant shall be forfeited in the event the Participant does not execute this Agreement within the time period specified by the Company.

Walter Energy, Inc. Management Change-in-Control Severance Agreement For: Robert Kerley Adopted: June, 2012
Management Change-in-Control Severance Agreement • March 1st, 2013 • Walter Energy, Inc. • Bituminous coal & lignite mining

THIS MANAGEMENT CHANGE-IN-CONTROL SEVERANCE AGREEMENT is made and entered into this day of June 2012, by and between Walter Energy, Inc. (the “Company”), a Delaware corporation, and (Name) (the “Employee”).

This document constitutes part of the prospectus covering securities that have been registered under the Securities Act of 1933. Walter Energy, Inc. Long-Term Incentive Award Plan Restricted Stock Unit Award Agreement
Restricted Stock Unit Award Agreement • March 1st, 2013 • Walter Energy, Inc. • Bituminous coal & lignite mining

THIS AGREEMENT, effective as of the Date of Grant set forth below, represents a grant of restricted stock units (“RSUs”) by Walter Energy, Inc., a Delaware corporation (the “Company”), to the Participant named below, pursuant and subject to the provisions of the Amended and Restated 2002 Long-Term Incentive Award Plan of Walter Energy, Inc., as it may be amended from time to time (the “Plan”), and the additional terms set forth in this Agreement. The Participant has been selected to receive a grant of RSUs pursuant to the Plan, as specified below; provided that such grant shall be forfeited in the event the Participant does not execute this Agreement within the time period specified by the Company.

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