REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 11th, 2010 • Yrc Worldwide Inc • Trucking (no local)
This Agreement is made pursuant to the Note Purchase Agreement, dated as of the date hereof among the Company, the Purchasers and the Guarantors (the “Purchase Agreement”). The Notes and Guarantees (as defined in the Purchase Agreement) are being issued pursuant to an Indenture to be entered into by and among the Company, the Guarantors party thereto and U.S. Bank National Association, as trustee (the “Trustee”), dated as of the First Closing Date (as defined in the Purchase Agreement) (as amended, supplemented or otherwise modified from time to time, the “Indenture”).
AMENDMENT 3 TO CONTRIBUTION DEFERRAL AGREEMENTContribution Deferral Agreement • February 11th, 2010 • Yrc Worldwide Inc • Trucking (no local) • New York
This Amendment 3 to the Contribution Deferral Agreement (this “Amendment 3”) dated as of February 10, 2010 (the “Amendment Date”), by and among (i) YRC INC., a Delaware corporation (“YRC”), USF HOLLAND, INC., a Michigan corporation (“Holland”), NEW PENN MOTOR EXPRESS INC., a Pennsylvania corporation (“New Penn”), USF REDDAWAY INC., an Oregon corporation (“Reddaway”) (each of YRC, Holland, New Penn and Reddaway a “Primary Obligor”, and collectively, the “Primary Obligors”); (ii) each of the Guarantors a party hereto (the “Guarantors”); (iii) Wilmington Trust Company, as agent (together with its successors and assigns, in such capacity, the “Agent”); and (iv) each of the Funds party hereto. The Primary Obligors, the Guarantors, the Funds, and the Agent are herein individually referred to as a “Party” and together referred to as the “Parties.”
AMENDMENT NO. 15 Dated as of February 10, 2010 to CREDIT AGREEMENT Dated as of August 17, 2007Credit Agreement • February 11th, 2010 • Yrc Worldwide Inc • Trucking (no local) • New York
THIS AMENDMENT NO. 15 (“Amendment”) is made as of February 10, 2010 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, amended and restated, restated, 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.
NOTE PURCHASE AGREEMENTNote Purchase Agreement • February 11th, 2010 • Yrc Worldwide Inc • Trucking (no local) • New York
This NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of February 11, 2010, is by and among YRC Worldwide Inc., a Delaware corporation with its principal executive offices currently located at 10990 Roe Avenue, Overland Park, Kansas 66211 (the “Company”), the investors listed on the Schedule of Buyers attached as Annex I hereto (individually, a “Buyer,” and collectively, the “Buyers”), and the subsidiaries of the Company listed on the Schedule of Guarantors attached as Annex II hereto (individually, a “Guarantor,” and collectively, the “Guarantors”; the Guarantors and the Company are sometimes referred to herein collectively as the “Issuer Parties” and each, an “Issuer Party”). The Company, the Buyers and the Guarantors are sometimes referred to herein collectively as the “Parties” and each of them, individually, as a “Party.”
ESCROW AGREEMENTEscrow Agreement • February 11th, 2010 • Yrc Worldwide Inc • Trucking (no local) • New York
This Escrow Agreement, dated as of this day of [February], 2010 (this “Escrow Agreement”), is entered into by and among YRC Worldwide Inc., a Delaware corporation with its principal executive offices currently located at 10990 Roe Avenue, Overland Park, Kansas 66211 (the “Company”), each of the investors listed under the heading “Buyer” on the signature pages hereto (individually, a “Buyer,” and collectively, the “Buyers,” and together with the Company, the “Parties,” and individually, a “Party”), and [U.S. Bank National Association], as escrow agent (the “Escrow Agent”). Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Purchase Agreement (as defined below).
