0001650962-16-000059 Sample Contracts

EMPLOYMENT AGREEMENT
Employment Agreement • March 30th, 2016 • Manitowoc Foodservice, Inc. • Refrigeration & service industry machinery • Wisconsin

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is agreed upon and entered into this 15th day of January, 2016 by and between ANDREAS WEISHAAR, an adult individual (the “Employee”) and THE MANITOWOC COMPANY, INC., a Wisconsin corporation, together with its successors and assigns (the “Company”).

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MANITOWOC FOODSERVICE, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT (Employee)
Restricted Stock Unit Award Agreement • March 30th, 2016 • Manitowoc Foodservice, Inc. • Refrigeration & service industry machinery • Florida

THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated the _____ day of _________, 20__ (the “Grant Date”), is granted by MANITOWOC FOODSERVICE, INC. (the “Company”) to [Name of Employee], an employee of the Company or one of its Affiliates (the “Employee”) pursuant to the Company’s 2016 Omnibus Incentive Plan (the “Plan”).

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MANITOWOC FOODSERVICE, INC. RESTRICTED STOCK AWARD AGREEMENT
Restricted Stock Award Agreement • March 30th, 2016 • Manitowoc Foodservice, Inc. • Refrigeration & service industry machinery • Florida

THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), dated the _____ day of _________, 20__ (the “Grant Date”), is granted by MANITOWOC FOODSERVICE, INC. (the “Company”) to [Name of Employee], an employee of the Company or one of its Affiliates (the “Employee”) pursuant to the Company’s 2016 Omnibus Incentive Plan (the “Plan”).

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MANITOWOC FOODSERVICE, INC. INCENTIVE STOCK OPTION AGREEMENT WITH VESTING PROVISIONS
Incentive Stock Option Agreement • March 30th, 2016 • Manitowoc Foodservice, Inc. • Refrigeration & service industry machinery • Florida

THIS INCENTIVE STOCK OPTION AGREEMENT (this “Agreement”), dated the _____ day of _____________ (the “Grant Date”), is granted by Manitowoc Foodservice, Inc. (the “Company”) to [______________________] (the “Optionee”) pursuant to the Company’s 2016 Omnibus Incentive Plan (the “Plan”).

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MANITOWOC FOODSERVICE, INC.PERFORMANCE SHARE AWARD AGREEMENT
Performance Share Award Agreement • March 30th, 2016 • Manitowoc Foodservice, Inc. • Refrigeration & service industry machinery • Florida

THIS PERFORMANCE SHARE AWARD AGREEMENT (this “Agreement”), dated the _____ day of _________, 20__ (the “Grant Date”), is granted by MANITOWOC FOODSERVICE, INC. (the “Company”) to [Name of Employee], an employee of the Company or one of its Affiliates (the “Employee”) pursuant to the Company’s 2016 Omnibus Incentive Plan (the “Plan”).

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MANITOWOC FOODSERVICE, INC. RESTRICTED STOCK AWARD AGREEMENT (Director)
Restricted Stock Award Agreement • March 30th, 2016 • Manitowoc Foodservice, Inc. • Refrigeration & service industry machinery • Florida

THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”), dated the _____ day of _________, 20__ (the “Grant Date”), is granted by MANITOWOC FOODSERVICE, INC. (the “Company”) to [Name of Director], a non-employee director of the Company (the “Director”), pursuant to the Company’s 2016 Omnibus Incentive Plan (the “Plan”).

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MANITOWOC FOODSERVICE, INC. NON-QUALIFIED STOCK OPTION AGREEMENT WITH VESTING PROVISIONS
Non-Qualified Stock Option Agreement • March 30th, 2016 • Manitowoc Foodservice, Inc. • Refrigeration & service industry machinery • Florida

THIS NON-QUALIFIED STOCK OPTION AGREEMENT (this “Agreement”), dated the _____ day of _____________ (the “Grant Date”), is granted by Manitowoc Foodservice, Inc. (the “Company”) to [______________________] (the “Optionee”) pursuant to the Company’s 2016 Omnibus Incentive Plan (the “Plan”).

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MANITOWOC FOODSERVICE, INC. RESTRICTED STOCK UNIT AWARD AGREEMENT (Director)
Restricted Stock Unit Award Agreement • March 30th, 2016 • Manitowoc Foodservice, Inc. • Refrigeration & service industry machinery • Florida

THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated the _____ day of _________, 20__ (the “Grant Date”), is granted by MANITOWOC FOODSERVICE, INC. (the “Company”) to [Name of Director], a non-employee director of the Company (the “Director”), pursuant to the Company’s 2016 Omnibus Incentive Plan (the “Plan”).

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ASSIGNMENT AND ASSUMPTION AGREEMENT
Assignment and Assumption Agreement • March 30th, 2016 • Manitowoc Foodservice, Inc. • Refrigeration & service industry machinery • Wisconsin

THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”) is made and entered into effective as of March 4, 2016 (the “Effective Date”), by and among The Manitowoc Company, Inc., a Wisconsin corporation (“Manitowoc ParentCo”), and Manitowoc Foodservice, Inc., a Delaware corporation and wholly-owned subsidiary of Manitowoc ParentCo (“SpinCo”).

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JOINDER AGREEMENT
Joinder Agreement • March 30th, 2016 • Manitowoc Foodservice, Inc. • Refrigeration & service industry machinery

WHEREAS, The Manitowoc Company, Inc. (the “Company”) has entered into that certain Settlement Agreement by and among the parties listed on Exhibit A thereto (the “Shareholders”) and the Company (the “Settlement Agreement”), dated February 6, 2015, a copy of which is attached hereto; and

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