0000277638-19-000009 Sample Contracts

Contract
Performance Restricted Stock Unit Agreement • March 11th, 2019 • Davey Tree Expert Co • Agricultural services • Ohio

On the Date of Grant set forth below, The Davey Tree Expert Company (the “Company”) grants to the Grantee named below, in accordance with the terms of The Davey Tree Expert Company 2014 Omnibus Stock Plan and any rules promulgated by the Committee from time to time for the administration of such plan (the “Plan”) and this Performance Restricted Stock Unit Agreement (the “Agreement”), Performance Restricted Stock Units with respect to the number of Shares set forth below (the “PRSUs”). Capitalized terms used in this Agreement without definition shall have the meanings assigned to them in the Plan.

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Contract
Non-Qualified Stock Option Agreement • March 11th, 2019 • Davey Tree Expert Co • Agricultural services • Ohio

On the Date of Grant set forth below, The Davey Tree Expert Company (the “Company”) grants to the Grantee named below, in accordance with the terms of The Davey Tree Expert Company 2014 Omnibus Stock Plan and any rules promulgated by the Committee from time to time for the administration of such plan (the “Plan”) and this Stock Option Agreement (the “Agreement”), a Stock Option to purchase the number of Shares set forth below (the “Option”). Capitalized terms used in this Agreement without definition shall have the meanings assigned to them in the Plan.

RECEIVABLES FINANCING AGREEMENT AMENDMENT NO. 4
Receivables Financing Agreement • March 11th, 2019 • Davey Tree Expert Co • Agricultural services

This Receivables Financing Agreement Amendment No. 4 (this “Amendment”), dated as of August 23, 2018, among DAVEY RECEIVABLES LLC, an Ohio limited liability company, as Borrower (together with its successors and assigns, the “Borrower”); THE DAVEY TREE EXPERT COMPANY, an Ohio corporation, in its individual capacity (“Davey Tree”) and as initial Servicer (in such capacity, together with its successors and assigns in such capacity, the “Servicer”); PNC BANK, NATIONAL ASSOCIATION, as LC Bank (in such capacity, together with its successors and assigns in such capacity, the “LC Bank”); and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as Administrative Agent (in such capacity together with its successors and assigns in such capacity, the “Administrative Agent”).

RECEIVABLES FINANCING AGREEMENT AMENDMENT NO. 5
Receivables Financing Agreement • March 11th, 2019 • Davey Tree Expert Co • Agricultural services

This Receivables Financing Agreement Amendment No. 5 (this “Amendment”), dated as of January 24, 2019, among DAVEY RECEIVABLES LLC, an Ohio limited liability company, as Borrower (together with its successors and assigns, the “Borrower”); THE DAVEY TREE EXPERT COMPANY, an Ohio corporation, in its individual capacity (“Davey Tree”) and as initial Servicer (in such capacity, together with its successors and assigns in such capacity, the “Servicer”); PNC BANK, NATIONAL ASSOCIATION, as LC Bank (in such capacity, together with its successors and assigns in such capacity, the “LC Bank”); and PNC BANK, NATIONAL ASSOCIATION (“PNC”), as Administrative Agent (in such capacity together with its successors and assigns in such capacity, the “Administrative Agent”).

RECEIVABLES FINANCING AGREEMENT AMENDMENT No. 1
Receivables Financing Agreement • March 11th, 2019 • Davey Tree Expert Co • Agricultural services

This Receivables Financing Agreement Amendment No. 1 (this “Amendment”), dated as of March 27, 2017, but effective as of February 25, 2017, among DAVEY RECEIVABLES LLC an Ohio limited liability company, as Borrower (together with its successors and assigns, the “Borrower”); THE DAVEY TREE EXPERT COMPANY, an Ohio corporation, in its individual capacity (“Davey Tree”) and as initial Servicer (in such capacity, together with its successors and assigns in such capacity, the “Servicer”); PNC BANK NATIONAL ASSOCIATION, as LC BANK (in such capacity, together with its successors and assigns in such capacity, the “LC Bank”); and PNC BANK NATIONAL ASSOCIATION (“PNC”), as Administrative Agent (in such capacity together with its successors and assigns in such capacity, the “Administrative Agent”).

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