0001166003-22-000059 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • November 2nd, 2022 • XPO Logistics, Inc. • Transportation services • Delaware

This Employment Agreement (this “Agreement”), effective as of the date set forth on Exhibit A (the “Promotion Date”), by and between XPO Logistics, Inc., a Delaware corporation (together with its successors and assigns, the “Company”), and the individual named on Exhibit A (“Employee”).

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CHANGE IN CONTROL AND SEVERANCE AGREEMENT
Change in Control and Severance Agreement • November 2nd, 2022 • XPO Logistics, Inc. • Transportation services • Delaware

This CHANGE IN CONTROL AND SEVERANCE AGREEMENT (this “Agreement”) is made and entered into by and between XPO LOGISTICS, INC., a Delaware corporation (the “Company”), and Carl Anderson (“Employee”). Certain capitalized terms used in this Agreement are defined in Section 7 below.

SIGN-ON RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER THE XPO LOGISTICS, INC. 2016 OMNIBUS INCENTIVE COMPENSATION PLAN, dated as of November 8, 2022 (the “Grant Date”) between XPO LOGISTICS, INC., a Delaware corporation (the “Company” or “XPO”), and...
Restricted Stock Unit Award Agreement • November 2nd, 2022 • XPO Logistics, Inc. • Transportation services • Delaware

This Sign On Restricted Stock Unit Award Agreement (this “Award Agreement”) sets forth the terms and conditions of an award of [●] restricted stock units (this “Award”) that are subject to the terms and conditions specified herein (each such restricted stock unit, an “RSU”) and that are granted to you under the XPO Logistics, Inc. 2016 Omnibus Incentive Compensation Plan (the “Plan”). This Award provides you with the opportunity to earn, subject to the terms of this Award Agreement, shares of the Company’s Common Stock, $0.001 par value (each, a “Share”), or cash, as set forth in Section 3 of this Award Agreement.

EMPLOYMENT AGREEMENT
Employment Agreement • November 2nd, 2022 • XPO Logistics, Inc. • Transportation services • Delaware

This Employment Agreement (this “Agreement”), effective as of the date set forth on Exhibit A (the “Start Date”), by and between XPO Logistics, Inc., a Delaware corporation (together with its successors and assigns, the “Company”), and the individual named on Exhibit A (“Employee”).

PROMOTION PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER THE XPO LOGISTICS, INC. 2016 OMNIBUS INCENTIVE COMPENSATION PLAN, dated as of [DATE] (the “Grant Date”) between XPO LOGISTICS, INC., a Delaware corporation (the “Company”), and [NAME]
Promotion Performance-Based Restricted Stock Unit Award Agreement • November 2nd, 2022 • XPO Logistics, Inc. • Transportation services • Delaware

This Promotion Performance-Based Restricted Stock Unit Award Agreement (this “Award Agreement”) sets forth the terms and conditions of an award of performance-based restricted stock units with respect to a target number of shares (the “Target Amount”) of the Company’s Common Stock, $0.001 par value (“Share”) equal to [TOTAL AWARDS] restricted stock units (this “Award”), that is subject to the terms and conditions specified herein (each such restricted stock unit, an “RSU”) and that are granted to you under the XPO Logistics, Inc. 2016 Omnibus Incentive Compensation Plan (the “Plan”). This Award provides you with the opportunity to earn, subject to the terms of this Award Agreement, Shares or cash, as set forth in Section 3 of this Award Agreement which in connection with the NAT Spinoff (as defined herein) shall be adjusted and concentrated solely into Shares of the Company pursuant to the terms of an employee matters agreement entered into by the Company in connection with such NAT Sp

SIGN-ON PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER THE XPO LOGISTICS, INC. 2016 OMNIBUS INCENTIVE COMPENSATION PLAN, dated as of November 8, 2022 (the “Grant Date”) between XPO LOGISTICS, INC., a Delaware corporation (the...
Restricted Stock Unit Award Agreement • November 2nd, 2022 • XPO Logistics, Inc. • Transportation services • Delaware

This Sign-On Performance-Based Restricted Stock Unit Award Agreement (this “Award Agreement”) sets forth the terms and conditions of an award of performance-based restricted stock units with respect to a target number of shares (the “Target Amount”) of the Company’s Common Stock, $0.001 par value (“Share”) equal to [●] restricted stock units (this “Award”), that is subject to the terms and conditions specified herein (each such restricted stock unit, an “RSU”) and that are granted to you under the XPO Logistics, Inc. 2016 Omnibus Incentive Compensation Plan (the “Plan”). This Award provides you with the opportunity to earn, subject to the terms of this Award Agreement, Shares or cash, as set forth in Section 3 of this Award Agreement.

TRANSITION AGREEMENT
Transition Agreement • November 2nd, 2022 • XPO Logistics, Inc. • Transportation services • Delaware

This TRANSITION AGREEMENT (this “Agreement”) is made and entered into by and between XPO LOGISTICS, INC., a Delaware corporation (the “Company”), and Ravi Tulsyan (“Employee”). Capitalized terms used in this Agreement but not defined herein shall have the meanings ascribed to them in the Severance Agreement (as defined herein).

September 01, 2022 Troy A. Cooper c/o XPO Logistics, Inc. Five American Lane Greenwich, CT 06831 Dear Troy,
Consulting Services Amendment • November 2nd, 2022 • XPO Logistics, Inc. • Transportation services

This amendment letter (this “Amendment Letter”) formalizes our discussions regarding the terms and conditions of the extension of the term of your consulting services engagement as provided in your separation agreement dated December 28, 2021 (the “Separation Agreement”) with XPO Logistics, Inc. (the “Company”). All capitalized terms used and not otherwise defined herein shall have the meanings given to such terms in the Separation Agreement.

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