Werner Enterprises Inc Sample Contracts
OPERATING AGREEMENT OF TRANSPLACE.COM, LLCOperating Agreement • July 17th, 2000 • Werner Enterprises Inc • Trucking (no local) • Nevada
January 15, 2008Separation Agreement • May 5th, 2008 • Werner Enterprises Inc • Trucking (no local)
EXHIBIT 10.5 LEASE AGREEMENT THIS LEASE AGREEMENT ("Lease") made and entered into effective as of the 21st day of May, 2002, as revised on the 8 day of February, 2007, by and between CLARENCE L. WERNER, TRUSTEE OF THE CLARENCE L. WERNER REVOCABLE...Lease Agreement • February 14th, 2007 • Werner Enterprises Inc • Trucking (no local) • Nebraska
Exhibit 10.1 [LOGO OF WERNER ENTERPRISES, INC.] RESTRICTED STOCK AWARD AGREEMENT THIS RESTRICTED STOCK AWARD AGREEMENT (this "Agreement") is made and entered into as of the [_____] day of [__________] 20[___] (the "Grant Date"), by and between Werner...Restricted Stock Award Agreement • December 4th, 2009 • Werner Enterprises Inc • Trucking (no local) • Nebraska
RECITALSLicense Agreement • February 14th, 2007 • Werner Enterprises Inc • Trucking (no local) • Nebraska
WERNER ENTERPRISES, INC. 12,845,930 Shares of Common Stock, Par Value $0.01 per Share Underwriting AgreementUnderwriting Agreement • June 8th, 2020 • Werner Enterprises Inc • Trucking (no local) • New York
INITIAL SUBSCRIPTION AGREEMENT OF TRANSPLACE.COM, LLCInitial Subscription Agreement • July 17th, 2000 • Werner Enterprises Inc • Trucking (no local) • Nevada
LOAN AND SECURITY AGREEMENT Dated as of March 27, 2025 by and among WERNER RECEIVABLES COMPANY, LLC, as Borrower, THE PERSONS FROM TIME TO TIME PARTY HERETO, as Lenders and as Group Agents, THE TORONTO-DOMINION BANK, as Administrative Agent, and...Loan and Security Agreement • April 2nd, 2025 • Werner Enterprises Inc • Trucking (no local) • New York
Page ARTICLE I DEFINITIONS 1 SECTION 1.01. Certain Defined Terms 1 SECTION 1.02. Other Interpretative Matters 35 ARTICLE II TERMS OF THE LOANS 36 SECTION 2.01. Loan Facility 36 SECTION 2.02. Making Loans; Repayment of Loans 37 SECTION 2.03. Interest and Fees 40 SECTION 2.04. Records of Loans 40 ARTICLE III [RESERVED] 41 ARTICLE IV SETTLEMENT PROCEDURES AND PAYMENT PROVISIONS 41 SECTION 4.01. Settlement Procedures 41 SECTION 4.02. Payments and Computations, Etc. 43 ARTICLE V INCREASED COSTS; FUNDING LOSSES; TAXES; ILLEGALITY AND SECURITY INTEREST 44 SECTION 5.01. Increased Costs. 44 SECTION 5.02. Funding Losses. 45 SECTION 5.03. Taxes. 45 SECTION 5.04. Inability to Determine Rates 49 SECTION 5.05. Security Interest 50 SECTION 5.06. Benchmark Replacement Setting. 50 SECTION 5.07. Mitigation Obligations 55 SECTION 5.08. Illegality 55 ARTICLE VI CONDITIONS TO EFFECTIVENESS AND CREDIT EXTENSIONS 56 SECTION 6.01. Conditions Precedent to Effectiveness and the Initial Credit Extension 56 SECTI
CREDIT AGREEMENTCredit Agreement • May 9th, 2022 • Werner Enterprises Inc • Trucking (no local) • Nebraska
THIS CREDIT AGREEMENT (this “Agreement”) dated as of March 25, 2022, is by and between WERNER ENTERPRISES, INC., a Nebraska corporation (“Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”).
FORM OF PERFORMANCE STOCK AWARD AGREEMENTPerformance Stock Award Agreement • February 15th, 2024 • Werner Enterprises Inc • Trucking (no local) • Nebraska
THIS PERFORMANCE STOCK AWARD AGREEMENT (this “Agreement”) is made and entered into as of the ______ day of _________________20__ (the “Grant Date”), by and between Werner Enterprises, Inc., a Nebraska corporation (the “Company”), and ________, an eligible participant and recipient (“Participant”) under the Werner Enterprises, Inc. 2023 Long-Term Incentive Plan (as defined and described below). As set forth herein, this Agreement is subject to the terms and conditions of the Werner Enterprises, Inc. 2023 Long-Term Incentive Plan.
PERFORMANCE-BASED RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • February 14th, 2014 • Werner Enterprises Inc • Trucking (no local) • Nebraska
This performance-based Restricted Stock Award Agreement (this “Agreement”) is made and entered into as of the ______ day of ____________ 20__ (the “Grant Date”), by and between Werner Enterprises, Inc., a Nebraska corporation (the “Company”), and __________________, an eligible participant and recipient (“Participant”) under the Werner Enterprises, Inc. Amended and Restated Equity Plan (as defined and described below). As set forth herein, this Agreement is subject to the terms and conditions of the Werner Enterprises, Inc. Amended and Restated Equity Plan, as may be amended from time to time.
AMENDMENT NO. 2 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • November 7th, 2025 • Werner Enterprises Inc • Trucking (no local) • New York
This AMENDMENT NO. 2 TO LOAN AND SECURITY AGREEMENT, dated as of October 7, 2025 (this “Amendment”), is among WERNER RECEIVABLES COMPANY, LLC, as Borrower (in such capacity, the “Borrower”), WERNER ENTERPRISES, INC. (“Werner”), as initial Servicer (in such capacity, the “Servicer”), WELLS FARGO BANK, NATIONAL ASSOCIATION, as a Committed Lender and as a Group Agent, GTA FUNDING LLC, as a Conduit Lender, and THE TORONTO-DOMINION BANK (“TD Bank”), as a Related Committed Lender, as a Group Agent and as Administrative Agent (in such capacity, the “Administrative Agent”).
Exhibit 10.3 THE EXECUTIVE NONQUALIFIED EXCESS PLAN SM PLAN DOCUMENT TABLE OF CONTENTS THE EXECUTIVE NONQUALIFIED EXCESS PLAN SMExecutive Nonqualified Excess Plan • February 14th, 2007 • Werner Enterprises Inc • Trucking (no local)
June 30, 2021Term Loan Facility Agreement • August 5th, 2021 • Werner Enterprises Inc • Trucking (no local) • Illinois
First Amendment to Term Loan Facility LetterTerm Loan Facility Letter • February 27th, 2023 • Werner Enterprises Inc • Trucking (no local)
This First Amendment to Term Loan Facility Letter (herein, the “Amendment”) is entered into as of December 20, 2022, between Werner Enterprises, Inc., a Nebraska corporation (the “Borrower”), and BMO Harris Bank N.A. (the “Bank”).
SEVERANCE AGREEMENT AND RELEASESeverance Agreement • November 2nd, 2015 • Werner Enterprises Inc • Trucking (no local) • Nebraska
This Severance Agreement and Release (this “Agreement”) is entered into by and between Greg Werner (“Executive”) and Werner Enterprises, Inc. (the “Company”), on August 27, 2015. Executive and the Company are sometimes collectively referred to as the “Parties” and singularly as “Party.”
TERM NOTETerm Note • May 9th, 2022 • Werner Enterprises Inc • Trucking (no local) • Nebraska
FOR VALUE RECEIVED, the undersigned, WERNER ENTERPRISES, INC., a Nebraska corporation (“Borrower”), promises to pay to the order of WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”) at its office at 13625 California St., Suite 200, Omaha, Nebraska 68154, or at such other place as the holder hereof may designate, in lawful money of the United States of America and in immediately available funds, the principal sum of One Hundred Million and No/100 Dollars ($100,000,000.00), or so much thereof as may be advanced and be outstanding pursuant to the terms of the Credit Agreement, as defined herein, with interest thereon, to be computed on each advance from the date of its disbursement as set forth herein.
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • May 9th, 2025 • Werner Enterprises Inc • Trucking (no local) • New York
THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) dated as of March 21, 2025 is by and among WERNER ENTERPRISES, INC., a Nebraska corporation (the “Borrower”), the Lenders party hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, in its capacities as the Administrative Agent, the Swingline Lender and an Issuing Lender.
WERNER ENTERPRISES, INC. SEPARATION AGREEMENTSeparation Agreement • February 23rd, 2017 • Werner Enterprises Inc • Trucking (no local) • Nebraska
This letter describes the terms of your separation from Werner Enterprises, Inc. (“Werner”). Any references to “Werner” or “Werner Enterprises” in this Letter Agreement (“Agreement”) shall include Werner Enterprises, Inc., and/or its parents, affiliates and subsidiaries, as the context may require. If you agree to the terms of this Agreement, you will receive the benefits described below.
Second Amendment to Facility LetterFacility Letter • May 9th, 2022 • Werner Enterprises Inc • Trucking (no local) • Illinois
This Second Amendment to Facility Letter (herein, the “Amendment”) is entered into as of March 25, 2022, between Werner Enterprises, Inc., a Nebraska corporation (the “Borrower”), and BMO Harris Bank N.A. (the “Bank”).
FIRST AMENDMENT TO FACILITY LETTERFacility Letter • August 5th, 2021 • Werner Enterprises Inc • Trucking (no local) • Illinois
This First Amendment to Facility Letter (herein, the “Amendment”) is entered into as of June 30, 2021, between Werner Enterprises, Inc., a Nebraska corporation (the “Borrower”), and BMO Harris Bank N.A. (the “Bank”).
CONSULTING SERVICES AGREEMENTConsulting Services Agreement • July 7th, 2023 • Werner Enterprises Inc • Trucking (no local) • Nebraska
This Consulting Services Agreement (this “Agreement”) is made and entered into as of July 1, 2023 (the “Effective Date”), by and between Werner Enterprises, Inc., a Nebraska corporation located at 14507 Frontier Road, Omaha, Nebraska 68138 (“Company”) and John J. Steele, with an address of ********* (“Consultant”). Company and Consultant may be referred to herein individually as a “Party” and collectively, as the “Parties.”
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 24th, 2021 • Werner Enterprises Inc • Trucking (no local)
THIS AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) dated October 20, 2020, is entered into by and between WERNER ENTERPRISES, INC., a Nebraska corporation (“Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”).
PERFORMANCE-BASED RESTRICTED STOCK AWARD AGREEMENTPerformance-Based Restricted Stock Award Agreement • February 11th, 2022 • Werner Enterprises Inc • Trucking (no local) • Nebraska
THIS PERFORMANCE-BASED RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”) is made and entered into as of the ____ day of ________ 20__ (the “Grant Date”), by and between Werner Enterprises, Inc., a Nebraska corporation (the “Company”), and ___________, an eligible participant and recipient (“Participant”) under the Werner Enterprises, Inc. Amended and Restated Equity Plan (as defined and described below). As set forth herein, this Agreement is subject to the terms and conditions of the Werner Enterprises, Inc. Amended and Restated Equity Plan, as may be amended from time to time.
FORM OF RFRESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • August 8th, 2023 • Werner Enterprises Inc • Trucking (no local) • Nebraska
THIS RESTRICTED STOCK AWARD AGREEMENT (this “Agreement”) is made and entered into as of the ____ day of ___________, 20__ (the “Grant Date”), by and between Werner Enterprises, Inc., a Nebraska corporation (the “Company”), and___________, an eligible participant and recipient (“Participant”) under the Werner Enterprises, Inc. 2023 Long-Term Incentive Plan (as defined and described below). As set forth herein, this Agreement is subject to the terms and conditions of the Werner Enterprises, Inc. 2023 Long-Term Incentive Plan.
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • August 5th, 2021 • Werner Enterprises Inc • Trucking (no local)
THIS AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) dated June 29, 2021, is entered into by and between WERNER ENTERPRISES, INC., a Nebraska corporation (“Borrower”), and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Bank”).
May 14, 2019Credit Facility Agreement • August 7th, 2019 • Werner Enterprises Inc • Trucking (no local) • Illinois