0001193125-11-066014 Sample Contracts

AMENDMENT 7 TO CONTRIBUTION DEFERRAL AGREEMENT
Contribution Deferral Agreement • March 14th, 2011 • YRC Worldwide Inc. • Trucking (no local) • New York

This Amendment 7 to the Contribution Deferral Agreement (this “Amendment 7”) is entered into as of December 30, 2010, 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.”

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CONSENT AND AMENDMENT NO. 19 Dated as of December 20, 2010 to CREDIT AGREEMENT Dated as of August 17, 2007
Credit Agreement • March 14th, 2011 • YRC Worldwide Inc. • Trucking (no local) • New York

THIS CONSENT AND AMENDMENT NO. 19 (“Amendment”) is made as of December 20, 2010 by and among YRC Worldwide Inc. (the “Company”) and the Canadian 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.

AMENDMENT NO. 20 TO THIRD AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • March 14th, 2011 • YRC Worldwide Inc. • Trucking (no local) • New York

THIS AMENDMENT NO. 20 TO THIRD AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT (this “Amendment”) is entered into as of November 8, 2010 by and among:

CERTIFICATION AND AMENDMENT TO TNFINC TERM SHEET
Certification and Amendment to Tnfinc Term Sheet • March 14th, 2011 • YRC Worldwide Inc. • Trucking (no local)

WHEREAS, the Teamsters National Freight Industry Negotiating Committee (“TNFINC”) and YRC Worldwide Inc., YRC, Inc., USF Holland, Inc. and New Penn Motor Express, Inc. (collectively “YRCW”), entered into an Agreement for the Restructuring of the YRC Worldwide, Inc. Operating Companies dated September 24, 2010 (“Restructuring Agreement”), which sets forth various modifications to the National Master Freight Agreement (“NMFA”) and related Supplemental Agreements, as they apply to the Employer;

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