0001405086-13-000441 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 24th, 2013 • Avenue Capital Management II, L.P. • Trucking (no local) • New York

This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 22, 2013, by and among YRC Worldwide Inc., a Delaware corporation (the “Company”), and each of the investors listed on the Purchasers’ signature page hereto (each a “Purchaser”, and collectively, the “Purchasers”). The Company and the Purchasers are sometimes referred to herein collectively as the “Parties” and each of them individually, as a “Party”).

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STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • December 24th, 2013 • Avenue Capital Management II, L.P. • Trucking (no local) • New York

This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of December 22, 2013, is by and among YRC Worldwide Inc., a Delaware corporation with its principal executive offices currently located at 10990 Roe Avenue, Overland Park, Kansas 66211 (the “Company”), and each entity or account listed on Annex I hereto (each a “Buyer,” and solely for ease of reference, collectively, the “Buyers”). The Company and the Buyers are sometimes referred to herein collectively as the “Parties” and each of them, individually, as a “Party.”

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