0001193125-10-038180 Sample Contracts

ESCROW AGREEMENT
Escrow Agreement • February 24th, 2010 • Yrc Worldwide Inc • Trucking (no local) • New York

This Escrow Agreement, dated as of this 23rd 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).

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