0001421102-13-000073 Sample Contracts

RESTRICTED SHARE UNIT AGREEMENT
Restricted Share Unit Agreement • November 20th, 2013 • Meritor Inc • Motor vehicle parts & accessories • Indiana

In accordance with Section 11 of the 2010 Long-Term Incentive Plan, as amended and restated (the “Plan”) of Meritor, Inc. (the “Company”), the number of restricted share units specified above have been granted to you as of the date listed above (“Grant Date”) as restricted share units (“Restricted Share Units”). By accepting such award (the “Award”), you agree to the terms and conditions of this restricted share unit agreement (the “Agreement”). Each Restricted Share Unit represents a right to receive one share of common stock, par value $1.00 per share, of the Company (the "Common Stock") or its cash equivalent in the future. All capitalized terms used herein and not otherwise defined will have the meanings set forth in the Plan.

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PERFORMANCE SHARE UNIT AGREEMENT
Performance Share Unit Agreement • November 20th, 2013 • Meritor Inc • Motor vehicle parts & accessories • Indiana

In accordance with Section 11 of the 2010 Long-Term Incentive Plan, as amended and restated (the “Plan”) of Meritor, Inc. (the “Company”), the number of Performance Share Units specified above have been granted to you as of the date listed above (“Grant Date”) as Performance Share Units (“Performance Shares”). By accepting such award (the “Award”), you agree to the terms and conditions of this performance share agreement (the “Agreement”). Each Performance Share represents a right to receive one share of common stock, par value $1.00 per share, of the Company (the "Common Stock") or its cash equivalent in the future upon achievement of certain performance and time-based vesting criteria. All capitalized terms used herein and not otherwise defined will have the meanings set forth in the Plan.

THIRD AMENDMENT TO THE RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • November 20th, 2013 • Meritor Inc • Motor vehicle parts & accessories

This THIRD AMENDMENT TO THE RECEIVABLES PURCHASE AGREEMENT (this “Amendment”), dated as of October 11, 2013, is entered into by and among the following parties:

MERITOR, INC. STOCK OPTION AGREEMENT
Term Incentive Plan • November 20th, 2013 • Meritor Inc • Motor vehicle parts & accessories • Indiana

THIS AGREEMENT, is made effective as of September 11, 2013 (the “Date of Grant”), between Meritor, Inc. an Indiana corporation (“Meritor” or the “Corporation”) and Ivor J. Evans (the “Participant”).

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