LIMITED WAIVER AND SECOND AMENDMENT TO THIRD AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENTReceivables Purchase Agreement • January 22nd, 2009 • Yrc Worldwide Inc • Trucking (no local) • New York
LIMITED WAIVER AND SECOND AMENDMENT TO THIRD AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT (this “Waiver and Amendment”) is entered into as of January 15, 2009, with respect to that certain Third Amended and Restated Receivables Purchase Agreement, dated as of April 18, 2008 (as heretofore amended, modified or supplemented, the “RPA”), by and among (i) Yellow Roadway Receivables Funding Corporation, a Delaware corporation (the “Seller”), (ii) YRC Worldwide Inc., a Delaware corporation (the “Performance Guarantor”), (iii) JPMorgan Chase Bank, N.A., SunTrust Bank, Wachovia Bank, National Association, and The Royal Bank of Scotland plc as successor to ABN AMRO Bank, N.V. (each of the foregoing a “Committed Purchaser”), (iv) Falcon Asset Securitization Company LLC, Three Pillars Funding LLC and Amsterdam Funding Corporation (each of the foregoing, a “Conduit”), (v) YRC Assurance Co. Ltd., an exempted company incorporated with limited liability under the laws of Bermuda, individually
WAIVER NO. 1 Dated as of January 15, 2009 to CREDIT AGREEMENT Dated as of August 17, 2007Waiver • January 22nd, 2009 • Yrc Worldwide Inc • Trucking (no local) • New York
THIS WAIVER NO. 1 (“Waiver”) is made as of January 15, 2009 by and among YRC Worldwide Inc. (the “Company”), the Canadian Borrower and the UK Borrower (together with the Company, the “Borrowers”), the financial institutions listed on the signature pages hereof and JPMorgan Chase Bank, National Association, as Administrative Agent (the “Administrative Agent”), under that certain Credit Agreement dated as of August 17, 2007 by and among the Borrowers from time to time party thereto, the Lenders and the Administrative Agent (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Credit Agreement.
