Effective as of immediately prior to the Distribution (the “Effective Time”), Manitowoc ParentCo hereby assigns, transfers and conveys to SpinCo all of Manitowoc ParentCo’s rights, title and interest in, to and under the Employment Agreements; and SpinCo hereby accepts the assignment from Manitowoc ParentCo and agrees to assume expressly and perform from and after the Effective Time all of the terms, conditions and obligations imposed by the Employment Agreements. SpinCo shall be substituted for Manitowoc ParentCo under all provisions of the Employment Agreements with effect from and after the Effective Time.