0001193125-10-137442 Sample Contracts

Form of Restricted Stock Unit Award Agreement Pursuant to the Pacer International, Inc. 2006 Long-Term Incentive Plan PACER INTERNATIONAL, INC. RESTRICTED STOCK UNIT AWARD

Restricted Stock Unit Award Agreement • June 11th, 2010 • Pacer International Inc • Arrangement of transportation of freight & cargo • Tennessee

• Contract Type
  Restricted Stock Unit Award Agreement
• Filed
  June 11th, 2010
• Company
  Pacer International Inc
• Industry
  Arrangement of transportation of freight & cargo
• Jurisdiction
  Tennessee

This RESTRICTED STOCK UNIT AWARD AGREEMENT (the “Agreement”) is made and entered into as of the day of , 20 by and between Pacer International, Inc. (the “Company”), a Tennessee corporation, and (the “Grantee”).

Form of Performance Stock Unit Award Agreement Pursuant to the Pacer International, Inc. 2006 Long-Term Incentive Plan PACER INTERNATIONAL, INC. PERFORMANCE STOCK UNIT AWARD

Unit Award Agreement • June 11th, 2010 • Pacer International Inc • Arrangement of transportation of freight & cargo • Tennessee

• Contract Type
  Unit Award Agreement
• Filed
  June 11th, 2010
• Company
  Pacer International Inc
• Industry
  Arrangement of transportation of freight & cargo
• Jurisdiction
  Tennessee

This PERFORMANCE STOCK UNIT AWARD AGREEMENT (the “Agreement”) is made and entered into as of the day of , 20 by and between Pacer International, Inc. (the “Company”), a Tennessee corporation, and (the “Grantee”).