] Shares Advanced Disposal Services, Inc. Common Stock ($0.01 Par Value) EQUITY UNDERWRITING AGREEMENTEquity Underwriting Agreement • February 1st, 2016 • Advanced Disposal Services, Inc. • Refuse systems • New York
Advanced Disposal Services, Inc., a Delaware corporation (the “Company”), OPTrust Infrastructure I Europe Inc., a shareholder of the Company, (the “Selling Shareholder”) propose to sell to the several underwriters (the “Underwriters”) named on Schedule I hereto for whom you are acting as Representatives (the “Representatives”) an aggregate of [ ] shares (the “Firm Shares”) of the Company’s common stock, $0.01 par value (the “Common Stock”), of which [ ] shares will be sold by the Company and [ ] shares will be sold by the Selling Shareholder. The respective amounts of the Firm Shares to be so purchased by the several Underwriters are set forth opposite their names on Schedule I hereto, and the respective amounts to be sold by the Selling Shareholder are set forth opposite its name on Schedule II hereto. The Company and the Selling Shareholder are sometimes referred to herein collectively as the “Sellers”. The Company also proposes to sell at the Underwriters’ option an aggregate of up
ADVANCED DISPOSAL SERVICES, INC. 2016 OMNIBUS EQUITY PLAN FORM OF NON-QUALIFIED STOCK OPTION AWARD AGREEMENT FOR EXECUTIVE OFFICERSNon-Qualified Stock Option Award Agreement • February 1st, 2016 • Advanced Disposal Services, Inc. • Refuse systems • Delaware
THIS OPTION AGREEMENT (the “Agreement”) is made effective as of (the “Date of Grant”) between Advanced Disposal Services, Inc., a Delaware corporation (the “Company”), and (the “Participant”).
ADVANCED DISPOSAL SERVICES, INC. 2016 OMNIBUS EQUITY PLAN FORM OF RESTRICTED SHARE AWARD AGREEMENT FOR EXECUTIVE OFFICERSRestricted Share Award Agreement • February 1st, 2016 • Advanced Disposal Services, Inc. • Refuse systems • Delaware
THIS RESTRICTED SHARE AGREEMENT (the “Agreement”) is made effective as of (the “Date of Grant”) between Advanced Disposal Services, Inc., a Delaware corporation (the “Company”), and (the “Participant”).
ADVANCED DISPOSAL SERVICES, INC. 2016 OMNIBUS EQUITY PLAN FORM OF INCENTIVE STOCK OPTION AWARD AGREEMENT FOR EXECUTIVE OFFICERSIncentive Stock Option Award Agreement • February 1st, 2016 • Advanced Disposal Services, Inc. • Refuse systems • Delaware
THIS OPTION AGREEMENT (the “Agreement”) is made effective as of (the “Date of Grant”) between Advanced Disposal Services, Inc., a Delaware corporation (the “Company”), and (the “Participant”).
AGREEMENT AND PLAN OF MERGERMerger Agreement • February 1st, 2016 • Advanced Disposal Services, Inc. • Refuse systems • Delaware
AGREEMENT AND PLAN OF MERGER (“Agreement”), dated as of [February] [·], 2016, by and between ADVANCED DISPOSAL WASTE HOLDINGS CORP., a Delaware corporation (“Parent”), and ADVANCED DISPOSAL SERVICES, INC., a Delaware corporation (the “Company”).
ADVANCED DISPOSAL SERVICES, INC. 2016 OMNIBUS EQUITY PLAN FORM OF RESTRICTED SHARE UNIT AWARD AGREEMENT FOR EXECUTIVE OFFICERSRestricted Share Unit Award Agreement • February 1st, 2016 • Advanced Disposal Services, Inc. • Refuse systems • Delaware
THIS RESTRICTED SHARE UNIT AGREEMENT (the “Agreement”) is made effective as of (the “Date of Grant”) between Advanced Disposal Services, Inc., a Delaware corporation (the “Company”), and (the “Participant”).
