FAQS FOR TRANSITIONING EMPLOYEES

2 May 2018

Over the past week, we have been working to clarify your questions regarding the transition.
Below are updates to previous FAQs and new FAQs. Please note that we are working through
your questions during this period and are hoping to refine various parts of the process. We will
update you if any of the below changes. Please also feel free to reach out to us directly if you
have a specific question or something you think should be added to this FAQ.

EMPLOYMENT

How long will this transition process take?

Grab has committed to on-boarding people as fast as they can. Offers are expected to be
extended by Grab within three (3) months from the date of the announcement (March 26, 2018).
Depending on work permits and visas, on-boarding will happen as soon as possible after offers
have been accepted. You will continue to receive your current salary and medical benefits and
coverage and continue to vest in Uber equity while you remain an Uber employee.

Under the agreement, Uber and Grab have agreed to complete the transition of employees
within six (6) months of the announcement for Singapore, Malaysia and the Philippines and four
(4) months of the announcement for all other countries.

Why is the offer only “substantially similar”? What if I don’t like the role?
Grab has agreed to make substantially similar offers to Uber employees as part of the transition.
Substantially similar is defined as:
● Compensation - ​The offer will have base salary and bonus that are no less favorable in
the aggregate than your current overall compensation. Your compensation includes any
increase in base salary and bonus target that you may have received as part of the
annual compensation process completed in March 2018;
● Benefits - ​Grab will provide, in the aggregate, substantially similar benefits to your
existing Uber benefits for twelve months from ​25 March 2018. ​As both companies have
different benefits, these benefits may be delivered to you in different ways;
● Equity - you will keep any vested Uber ​equity. The exercise of any vested options will be
subject to an extension of the earlier of (i) 7 years from March 2018 or (ii) the option
expiration date. Your unvested Uber equity will be converted into Grab equity on
substantially similar terms (including the same vesting terms and at the ​equivalent value)
as your current grant. Holders of unvested SARs will be assumed and converted into
Grab options at an equivalent value; and

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 ● Location - it will be in the same city as you are currently based, or if Grab does not have
operations in that city, in the closest possible location.

Uber is a special company and there are very few places that will have the breadth and scope of
roles that exist at Uber. In order to make it possible for employees to be able to transition, Grab
asked that offers be pegged to clear, objective criteria such as compensation, equity value and
location. This also means that transitioning employees were not financially impacted by the
transition as any offer they received from Grab should, at a minimum, meet the above criteria.

What if I don’t get an offer from Grab?

While Grab is hoping to offer roles to as many people as possible, some individuals may not
receive an offer from Grab.

If you do not receive an offer from Grab, your employment with Uber will end and, subject to you
signing our exit letter, you will be paid the greater of:

● Statutory severance in your location, along with an ex-gratia payment. This amount is
exclusive of notice; and

● Deal severance​, which is calculated at a minimum of four (4) months’ pay, plus one (1)
month per year of completed service (capped at a maximum of eight (8) months). This is
inclusive of notice.

See the indicative severance summary for your country in the Share Drive for more information
on severance entitlements.

You will also be able to apply back to roles at Uber (outside SEA) immediately via the standard
process. See the FAQs we sent out on 16 April 2018 for more information about applying for
roles back at Uber.

TRANSITION TEAM

I am on the transition team - what does that mean?

As part of the deal, Uber had two weeks to transition drivers from the Uber App to the Grab App.
For Uber Eats, a longer transition of approximately 6 weeks has been planned to transfer
delivery-partners and restaurant-partners to the Grab Food App. During and beyond this period
of time, there is going to be a limited need for the transition team to continue to work as the
Apps would have been fully deprecated from SEA (subject to ongoing discussions with
regulators).

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In order to assist with this transition, a group of employees were asked to continue work
post-deal close to assist communications between Grab and Uber.

We understand that there has been significant confusion about the transition team and what
was required of them and for that we’re sorry. We have now clearly identified POCs and the
scope of work for these teams. If you have any questions, please contact:

● Rides: Andrew Brinson (​ab@uber.com​) and Mariana Serrano

(mariana.serrano@uber.com)
● Eats: Shri Chakravarthy Gopalakrishnan (​shri@uber.com​) and Matt Jones
(​matt.jones@uber.com​)
● CommOps: Alvin Ching (​alvin.ching@uber.com​)
● G&A: Rob Lamb (​rob.lamb@uber.com​)

Only those individuals who have been approved by Grab to work during the transition period will
be eligible to receive a transition incentive bonus. Please note: Grab will highlight a start date for
your work to commence on the transition team. It does not automatically begin from 26 March
2018.

If you have any questions about the transition team, please contact the relevant POC so they
can speak to their Grab counterpart.

I was told I was part of the Transition Team to work with Grab from Day 1 but nobody
contacted me. Will I still receive the transition incentive bonus?
We apologise for the confusion during this time. We understand that Grab wanted to approve
anyone who they think is required to work during the transition period while they close down the
Uber App and Uber Eats App and get up to speed on our HR and finance practices with the help
of G&A employees.

If you were on standby to work during the week immediately after 26 March 2018 week, Uber
will ensure that you receive double your salary for that week.

How much is the transition incentive bonus and when do I receive it?
Grab has agreed to pay a minimum of one month’s double salary for anyone who works as part
of the Transition team. If you worked for longer than one month, you will receive double salary
for that period of time (e.g. if you worked 6 weeks, you will receive double salary for 6 weeks).

This amount will be paid out to you upon termination of your employment from Uber or when
your transition period ends, whichever occurs later.

EXTS
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What happens with EXTs?
Under the deal, Uber’s contracts with staffing agencies (e.g. Recruit First, Manpower, Kelly
Services etc.) in the SEA countries will be transferred to Grab. From the day of announcement,
Grab has assumed responsibility for these contracts and there will be a period of time after the
announcement that the teams from both Uber and Grab will work together to identify which
contracts will be transferred to Grab and which will be wound-down. This will inevitably require
discussions with the staffing agencies involved. Grab will be responsible for deciding what their
business needs are going-forward.

We have worked with Grab to identify the staffing agencies, number of EXTs and location of
EXTs and Grab have already assessed the suitability of a majority of these agencies in line with
their future business needs. The first batch of agencies Grab have decided to terminate or retain
arrangements with have already been informed of this last Friday 20 April and the remainder will
be informed this Friday 27 April. We understand that this is very disruptive for the EXTs involved
and therefore we are expediting this work stream with Grab so that they can come to decision
as quickly as possible and expect this to be resolved by Friday 27 April.

Are EXTs getting paid?

Yes, EXTs should have been paid as per their usual schedule (regular hourly/monthly wages
exclusive of overtime and bonuses) from the time of the announcement until notice of their
termination (either April 20 or April 27 depending on Grab’s assessment) or when they started
working with Grab (whichever is earlier).

Are they now working with Grab?

Some EXTs have already begun working with Grab. In accordance with Grab’s assessment ,
the staffing agency contracts they wish to retain are in the process of being transitioned to Grab
and the ones they wish to terminate are being terminated with a final decision expected this
Friday 27 April on all staffing agency contracts. It is at Grab’s discretion if they want to continue
to use that staffing agency and those EXTs assigned by that staffing agency.

Can they be part of the employment offer process with Grab?

EXTs will not be part of the same offer process as Uber employees. If they are interested in
roles at Grab, they should apply separately through Grab’s usual recruitment process. If you
know of any EXTs who are looking for permanent roles, we suggest you speak to Grab HR or
the Grab recruiter assigned to you.

Can we use them during the transition period for Grab transition work (i.e.
greylist/whitelist activities)?
No. Except for LCR and some COE EXTs, we should not be using EXTs for any Grab transition
work unless specifically requested by Grab. Since Grab has assumed responsibility for the

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staffing agency contracts, Uber does not have control over the work they perform from deal
close.

The EXTs are pinging me. Who do they contact if they have any questions?
We should direct EXTs to their employing agency. Grab and Uber are communicating with
staffing agencies to clarify the transition plans. It is easier for everyone if there are only a few
POCs so please ask them to contact their agency for more information.

Within the Transitions team, please feel free to contact Brett Klinker (​bklinker@uber.com​),
Candice Leung (​cleung1@ext.uber.com​) or Rebecca Gee (​rgee@ext.uber.com​) with any
questions.

EQUITY

How is the equity rollover calculated?

If you accept an offer and move to Grab, at a minimum you will receive Grab equity at the same
value as your unvested Uber equity (comprising of your new hire and other grants awarded by
Uber Technologies, Inc).

The unvested Uber equity will be converted at Uber and Grab’s preferred price (not 409A
valuation) which means you will not be impacted by the recent drop in Uber’s 409A valuation.
The ratio for the conversion has been determined as 1 Uber unit to 8.8 Grab units.

If you have SARs, they will be converted to Grab Options at the substantially equivalent
economic value.

If you have any questions about Grab equity, please email ​ama@grab.com​.

Why am I getting options at Grab when I was getting SARs at Uber?

Grab currently only issues Options and RSUs to its employees, and does not issue SARs. As
such, Grab will convert your SARs into Grab Options with substantially equivalent economic
value.

I haven’t reached my 1 year cliff - will I get my Uber equity?

Yes. If you are a transitioning employee who has been employed by Uber for less than one (1)
year (including any employees on a probation period), we will waive the one year vesting cliff
and your Uber equity from your new hire grant will vest based on the number of months you
worked at Uber.

For example, if at the time your employment with Uber ends, you have worked at Uber for six (6)
months, then six (6) months worth of your new hire grant will vest.

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This applies to all transitioning employee, regardless of whether you resign from Uber (at any
time), refuse a Grab offer and are made redundant from Uber or if you leave Uber to join Grab.

If I have less than 1 year service at Uber when I start at Grab, will I still have to meet the
Grab 1 year cliff?

Yes. The one (1) year cliff will remain on any Grab equity that you receive in connection with
your transition to Grab. For example, if you were employed by Uber for 7 months and then start
at Grab, you will be required to complete 5 months of service with Grab before your Grab equity
starts vesting (with monthly vesting thereafter). Note that you will still hold your seven (7)
months’ worth of Uber equity.

However, if Grab terminates your employment without cause before you complete this one (1)
year period, your Grab equity from your new grant will vest based on the number of months you
worked at Grab. Based on the example above, if you worked at Grab for 2 months and are
terminated without cause, you would receive 2 months of vested Grab equity (in addition to the
seven (7) months of vested Uber equity that you would have retained as part of the deal).

What will happen if I have referral grant?

Provided that the person you referred commenced employment with Uber, subject to Board
approval we will fully accelerate the vesting of your referral grant. In the event we are unable to
accelerate the grant prior to your employment with Uber ending, again subject to Board
approval, we will cash out the referral grant.

OFFERS

What happens if I accept an offer with Grab?

Great! We are excited that you are able to continue your career with Grab. Grab will let us
know that you have accepted a role and we will send you a letter to close out your employment
with Uber. You will need to sign this letter before you start with Grab.

What if I don’t accept the offer that Grab made me?

Grab has committed to making offers which are substantially similar to your Uber arrangement.

If you are made a substantially similar offer and choose not to accept it, you will no longer have
a role at Uber so your employment will end by way of redundancy and (subject to you signing
our exit letter) you will receive an enhanced severance payment, as set out in the indicative
severance summary for your country in the Share Drive.

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What if the offer is ​not​ substantially similar?
If Grab offers you a role that is ​not substantially similar you can choose to accept or reject it. If
you reject the offer,your employment with Uber will end and, subject to you signing our exit
letter, you will be paid the greater of:

● Statutory severance in your location, along with an ex-gratia payment. This amount is
exclusive of notice; and

● Deal severance​, which is calculated at a minimum of four (4) months’ pay, plus one (1)
month per year of completed service (capped at a maximum of eight (8) months). This is
inclusive of notice.

See the indicative severance summary for your country in the Share Drive for more information
on severance entitlements.

What if I resign before I get an offer at Grab?

If you voluntarily resign ​before you receive an offer, you will receive your notice and other
statutory entitlements only (e.g. accrued but unused annual leave) but you will not receive any
severance. You will keep any vested Uber equity. If you have less than 1 year service at Uber
(including any employees on probation period), your Uber equity from your new hire grant will
vest based on the number of months you worked at Uber. For example, if at the time you resign,
you have worked at Uber for six (6) months, then six (6) months worth of your new hire grant will
vest.

Why is there a cooling off period?

The cooling off period (5 or 7 months depending on your location) was part of the deal terms as
Grab wanted to ensure that all employees transitioned over rather than stayed at Uber and
moved into other roles.

If you do not get an offer of employment from Grab, the cooling off period is automatically
waived.

If you reject an offer of employment from Grab, Grab has agreed to consider granting you a
waiver of the cooling off period. At this stage, we have no visibility over how Grab will
administer the waiver process, but we will let you know as soon as we have further information.

IMMIGRATION

Will my employment permit continue to be effective?

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Your employment permit/work visa will continue to be effective for as long as it remains valid
and you remain employed by Uber. If you accept an employment offer with Grab, Grab will
apply for your new employment permit with the relevant authorities. We encourage you to assist
them in the visa process by providing all relevant documents so they can process your visa
application as quickly as possible. If you do not accept an employment offer with Grab, Uber will
need to cancel your employment permit/work visa at the same time your employment ends with
Uber.

How will I get a new employment permit?

As mentioned above, if you accept an employment offer with Grab, Grab will apply for your new
employment permit with the relevant authorities.

My visa is about to expire - what should I do?

Last week, Uber’s immigration team sent Grab a report of employees whose work permits will
expire within the next 6 months. Grab confirmed that they will expedite the recruitment process
for this group.

If you have any questions or concerns, please email ​immigration-apac@uber.com and

ama@grab.com​.

FACILITIES

I still have my laptop - how do I return this to Uber?

Please email ​help@rides-eats-sea.com and provide your name, mailing address and SN of your
laptop. Tech Services will have a box and prepaid label sent to your home so you can ship the
laptop back to Uber.

I was on leave when the announcement was made. How do I get my personal property
back?
Please email ​help@rides-eats-sea.com and provide your name and former office location.
Facilities will be in contact to organise the return.

How do I get deliveries that have been sent there?

We recommend you change the address of any deliveries to the Uber offices as soon as
possible. Uber no longer has access to any premises.

RECRUITMENT

I have a new candidate who has accepted a role but not started. What happens to them?
For candidates who have Accepted and Not Started (commonly referred to as ANS) they will
onboard to Uber as usual. However, they will transition directly to paid leave. Post their start,

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Grab has agreed to extend a substantially similar offer to them within the three (3) month
timeframe.

Should your candidate be part of a non-Singapore entity they will need to consent to sharing
their personal data with Grab. Grab will utilise this information to create a substantially similar
offer for them.

Once this is presented to your candidate they have the option to accept or reject the offer. On
acceptance, Grab will communicate onboarding and take the candidate onwards from this point.
Should the candidate reject the offer, they will receive statutory severance and Uber will waive
the one year cliff on their Uber equity so candidates Uber equity for the number of months
tenure they were at Uber. If they accept an offer, any unvested equity will be rolled over into
Grab equity at an equivalent value.