Common use of Form of Joinder Clause in Contracts

Form of Joinder. JOINDER Dated: ______, ____ Reference is made to that certain Second Amendment to Credit Agreement and Reaffirmation of Loan Documents dated as of August 31, 2007 among Xxxxxxx Xxxxxx 2006, LLC, a Delaware limited liability company (“Borrower”), Lenders from time to time party thereto, Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Second Amendment;” the terms defined therein being used herein as therein defined). This Joinder is being delivered pursuant to Section 2(k) of the Second Amendment. (“Lender”), hereby agrees to become a party under the Second Amendment and agrees to be bound by all the terms and conditions of the Second Amendment applicable to a Lender from and after the date hereof as if a signatory to the Second Amendment. The increased amount of Commitments agreed to by Lender hereunder is $_________________. The undersigned hereby consent to the undersigned Lender becoming a party to the Second Amendment. This Joinder is executed by the parties hereto as of the date first written above. Lender: By: Name: Title: Consented: Borrower: XXXXXXX XXXXXX 2006, LLC, a Delaware limited liability company By: Xxxxxxx Xxxxxx Management, Inc., a Delaware corporation, its Manager By: Name: Xxxxxxx Xxxxx Title: Chief Financial Officer Consented: BANK OF AMERICA, N.A., as Administrative Agent By: Name: Title: Attachment A Form of Agreement Supplementing Deeds of Trust Attachment B Form of Reaffirmation of OP Guaranty Attachment C Form of Reaffirmation of Credit Facility Guaranty Attachment D Form of Reaffirmation of Contribution Agreement Attachment E Form of Reaffirmation of Reimbursement Agreement Attachment F Form of Reaffirmation of Property Manager’s Consent

Form of Joinder. JOINDER Dated: The undersigned is executing and delivering this Joinder Agreement pursuant to that certain Stockholders Agreement, dated as of [●] (as amended, restated, supplemented or otherwise modified in accordance with the terms thereof, the “Stockholders Agreement”), by and among Xxxxxx Private Equity II, LLC, a Delaware limited liability company, and certain other parties named therein, and any Permitted Transferee that becomes a party to the Stockholders Agreement in accordance with the terms thereof. Capitalized terms used but not defined in this Joinder Agreement shall have the respective meanings ascribed to such terms in the Stockholders Agreement. By executing and delivering this Joinder Agreement to the Stockholders Agreement, the undersigned hereby adopts and approves the Stockholders Agreement and agrees, effective commencing on the date hereof and as a condition to the undersigned’s becoming an Initial Other Investor, to become a party to, and to be bound by and comply with the provisions of, the Stockholders Agreement applicable to the Initial Other Investor, in the same manner as if the undersigned were an original signatory to the Stockholders Agreement as an Initial Other Investor. The undersigned hereby represents and warrants that, pursuant to this Joinder Agreement and the Stockholders Agreement, it is a Permitted Transferee of [Insert Name of the Transferring Initial Other Investor]. The undersigned acknowledges and agrees that the provisions of the Stockholders Agreement are incorporated herein by reference, mutatis mutandis. Accordingly, the undersigned have executed and delivered this Joinder Agreement as of the ___ day of ___________, ____ Reference is made to that certain Second Amendment to Credit Agreement and Reaffirmation of Loan Documents dated _. TRANSFEREE Name: Notice Information Address: Email: AGREED AND ACCEPTED as of August 31, 2007 among Xxxxxxx Xxxxxx 2006, LLC, a Delaware limited liability company (“Borrower”), Lenders from time to time party thereto, Bank the ____ day of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Second Amendment;” the terms defined therein being used herein as therein defined). This Joinder is being delivered pursuant to Section 2(k) of the Second Amendment. (“Lender”), hereby agrees to become a party under the Second Amendment and agrees to be bound by all the terms and conditions of the Second Amendment applicable to a Lender from and after the date hereof as if a signatory to the Second Amendment. The increased amount of Commitments agreed to by Lender hereunder is $_______________, _______. The undersigned hereby consent to the undersigned Lender becoming a party to the Second Amendment. This Joinder is executed by the parties hereto as of the date first written above. LenderXXXXXX PRIVATE EQUITY II, LLC, By: Name: Xxxx Xxxxxx Title: Managing Member [TRANSFEROR] By: Name: Title: Consented: Borrower: XXXXXXX XXXXXX 2006, LLC, a Delaware limited liability company By: Xxxxxxx Xxxxxx Management, Inc., a Delaware corporation, its Manager By: Name: Xxxxxxx Xxxxx Title: Chief Financial Officer Consented: BANK OF AMERICA, N.A., as Administrative Agent By: Name: Title: Attachment A Form of Agreement Supplementing Deeds of Trust Attachment B Form of Reaffirmation of OP Guaranty Attachment C Form of Reaffirmation of Credit Facility Guaranty Attachment D Form of Reaffirmation of Contribution Agreement Attachment E Form of Reaffirmation of Reimbursement Agreement Attachment F Form of Reaffirmation of Property Manager’s Consent:

Form of Joinder. JOINDER Dated: ______, ____ Reference is made to that certain Second Amendment to Credit Agreement the Distribution Agreement, dated August 6, 2021 (the “Distribution Agreement”), by and Reaffirmation of Loan Documents dated as of August 31among DiamondRock Hospitality Company (the “Company”), 2007 among Xxxxxxx Xxxxxx 2006, LLCDiamondRock Hospitality Limited Partnership, a Delaware limited liability company (“Borrower”)partnership, Lenders from time to time and each of the Agents, Forward Sellers and Forward Purchasers party thereto. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Distribution Agreement. This joinder letter (this “Joinder”) is the joinder agreement described in Section 21 of the Distribution Agreement and sets forth the understanding of the parties hereto regarding the participation of the undersigned (the “Additional Agent”) in the transactions described in the Distribution Agreement. In accordance with Section 21 of the Agreement, Bank of America, N.A., as Administrative the Additional Agent, Swing Line Lender the Company and L/C Issuer the Partnership hereby acknowledge, agree and confirm that, (as amended, restated, extended, supplemented or otherwise modified in writing from time to timei) by such Additional Agent’s execution of this Joinder, the Additional Agent hereby joins the Distribution Agreement as an [Agent] [Forward Seller] [Forward Purchaser], (ii) the Additional Agent shall be deemed to be [an Agent] [Forward Seller] [Forward Purchaser], and each reference to [“Second Amendment;” Agent”] [“Forward Seller”] [“Forward Purchaser”] in the terms defined therein being used herein as therein defined). This Joinder is being delivered pursuant Agreement shall be deemed to Section 2(kinclude a reference to the Additional Agent mutatis mutandis, (iii) of the Second Amendment. (“Lender”), hereby agrees to become a party under the Second Amendment and agrees to Additional Agent shall be bound by all the terms and conditions of the Second Amendment Agreement applicable to [an Agent] [a Lender from Forward Seller] [a Forward Purchaser], and after (iv) the date hereof as if Additional Agent shall be a signatory beneficiary of all representations and warranties made by, and agreements and obligations of, the Company and the Partnership in the Distribution Agreement to the Second Amendment. The increased amount of Commitments agreed same extent as the same are applicable to by Lender hereunder is $_________________. The undersigned hereby consent to the undersigned Lender becoming [an Agent] [a party to the Second AmendmentForward Seller] [a Forward Purchaser] thereunder. This Joinder is executed shall become effective upon the execution by the Additional Agent, the Company and the Partnership and delivery of a copy of this Joinder to each Agent, Forward Seller and Forward Purchaser under the Distribution Agreement. This Joinder may not be amended or modified unless in writing by all of the parties hereto as and each other Agent, Forward Seller and Forward Purchaser under the Distribution Agreement. This Joinder and any claim, controversy or dispute arising under or related thereto, shall be governed by and construed in accordance with the internal laws of the date first written aboveState of New York applicable to agreements made and to be performed in such state. Lender: By: Name: Title: Consented: Borrower: XXXXXXX XXXXXX 2006Any legal suit, LLCaction or proceeding arising out of or based upon this Joinder shall be instituted in the federal courts of the United States of America located in the Borough of Manhattan in the City of New York or the courts of the State of New York in each case located in the Borough of Manhattan in the City of New York (collectively, the “Specified Courts”), and each party irrevocably submits to the exclusive jurisdiction (except for proceedings instituted in regard to the enforcement of a Delaware limited liability company By: Xxxxxxx Xxxxxx Management, Inc., a Delaware corporation, its Manager By: Name: Xxxxxxx Xxxxx Title: Chief Financial Officer Consented: BANK OF AMERICA, N.A.judgment of any such court, as Administrative to which such jurisdiction is non-exclusive) of such courts in any such suit, action or proceeding. Service of any process, summons, notice or document by mail to such party’s address set forth above shall be effective service of process for any suit, action or other proceeding brought in any such court. The parties irrevocably and unconditionally waive any objection to the laying of venue of any suit, action or other proceeding in the Specified Courts and irrevocably and unconditionally waive and agree not to plead or claim in any such court that any such suit, action or other proceeding brought in any such court has been brought in an inconvenient forum. Notwithstanding the foregoing, this Joinder does not prohibit or restrict the Company from filing an arbitration claim in the FINRA arbitration forum as specified in FINRA rules. The Company and the Additional Agent By: Name: Title: Attachment A Form each hereby irrevocably waive any right it may have to a trial by jury in respect of Agreement Supplementing Deeds any claim based upon or arising out of Trust Attachment B Form this Joinder. This Joinder may be executed in two or more counterparts, each of Reaffirmation which shall be deemed an original, but all of OP Guaranty Attachment C Form which together shall constitute one and the same instrument. Any signature to this Joinder may be delivered by facsimile, electronic mail (including pdf) or any electronic signature complying with the U.S. federal ESIGN Act of Reaffirmation of Credit Facility Guaranty Attachment D Form of Reaffirmation of Contribution Agreement Attachment E Form of Reaffirmation of Reimbursement Agreement Attachment F Form of Reaffirmation of Property Manager’s Consent2000 or other transmission method and any counterpart so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes to the fullest extent permitted by applicable law.

Form of Joinder. See attached. JOINDER DatedAGREEMENT This Joinder Agreement (this “Joinder Agreement”) is made as of the date written below (the “Effective Date”) by the undersigned (the “Joining Party”). Capitalized terms used, but not defined, herein shall have the meaning ascribed to such terms in the relevant Transaction Document (defined below). The Joining Party hereby acknowledges and agrees that, by its execution of this Joinder Agreement, the Joining Party agrees to be bound by the terms and conditions of (i) the Investor Rights Agreement to be entered into by and among Fathom Digital Manufacturing Corporation (“Fathom”) and the other parties thereto (the “Investor Rights Agreement”), effective as of the effective date of the Investor Rights Agreement, (ii) the Second Amended and Restated Limited Liability Company Agreement of Fathom Holdco, LLC (“Fathom OpCo”) by and among Fathom OpCo and the other parties thereto (the “Fathom Operating Agreement”), effective as of the effective date of the Fathom Operating Agreement, (iii) the Tax Receivable Agreement by and among Fathom, Fathom OpCo and the other parties thereto (the “ Tax Receivable Agreement”), effective as of the effective date of the Tax Receivable Agreement, and (iv) the Registration Rights Agreement by and among Fathom and the other parties thereto (the “Registration Rights Agreement” and together with the Investor Rights Agreement, the Fathom Operating Agreement and the Tax Receivable Agreement, the “Transaction Documents”), effective as of the effective date of the Registration Rights Agreement. The Joining Party hereby ratifies, as of the date hereof, and agrees to be bound by, all of the terms, provisions and conditions contained in each of the Transaction Documents. In witness whereof, the undersigned has executed this Joinder Agreement as of the date written below. Date: __December ____, ____ Reference is made to that certain Second Amendment to Credit Agreement and Reaffirmation of Loan Documents dated as of August 31, 2007 among Xxxxxxx Xxxxxx 2006, LLC, a Delaware limited liability company (“Borrower”), Lenders from time to time party thereto, Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Second Amendment;” the terms defined therein being used herein as therein defined). This Joinder is being delivered pursuant to Section 2(k) of the Second Amendment. (“Lender”), hereby agrees to become a party under the Second Amendment and agrees to be bound by all the terms and conditions of the Second Amendment applicable to a Lender from and after the date hereof as if a signatory to the Second Amendment. The increased amount of Commitments agreed to by Lender hereunder is $_________________. The undersigned hereby consent to the undersigned Lender becoming a party to the Second Amendment. This Joinder is executed by the parties hereto as of the date first written above. Lender: 2021 JOINING PARTY By: Name: Title: ConsentedAddress: Borrower: XXXXXXX XXXXXX 2006, LLC, a Delaware limited liability company By: Xxxxxxx Xxxxxx Management, Inc., a Delaware corporation, its Manager By: Name: Xxxxxxx Xxxxx Title: Chief Financial Officer Consented: BANK OF AMERICA, N.A., as Administrative Agent By: Name: Title: Attachment A Form of Agreement Supplementing Deeds of Trust Attachment B Form of Reaffirmation of OP Guaranty Attachment C Form of Reaffirmation of Credit Facility Guaranty Attachment D Form of Reaffirmation of Contribution Agreement Attachment E Form of Reaffirmation of Reimbursement Agreement Attachment F Form of Reaffirmation of Property Manager’s ConsentANNEX A

Form of Joinder. JOINDER Dated: ______This Joinder Agreement (this “Joinder Agreement”) is a joinder to the Registration Rights and Lock-Up Agreement, ____ Reference is made to that certain Second Amendment to Credit Agreement and Reaffirmation of Loan Documents dated as of August 31July 1, 2007 2024 (the “Agreement”), by and among Xxxxxxx Xxxxxx 2006(a) Blue Owl Capital Inc., a Delaware corporation (“PubCo”), and (b) Makena Strategic Opportunities Fund – KH, LLC, a Delaware limited liability company (“BorrowerMakena Direct Seller”), Lenders from time KIS Holdings Ltd. and KIS Participation LP (together with, solely to time party thereto, Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer the extent following the Restructuring (as amendeddefined in the Purchase Agreement (as defined below)), restated, extended, supplemented or otherwise modified in writing from time to timethe Makena Direct Seller, the “Second Amendment;” the terms defined therein being used herein as therein defined). This Joinder is being delivered pursuant to Section 2(k) of the Second Amendment. (“LenderCompany Sellers”), hereby agrees to become a party under the Second Amendment and agrees to be bound by all the terms and conditions of the Second Amendment applicable to a Lender from and after the date hereof as if a signatory to the Second Amendment. The increased amount of Commitments agreed to by Lender hereunder is $_________________. The undersigned hereby consent to the undersigned Lender becoming a party to the Second Amendment. This Joinder is executed by the parties hereto as of the date first written above. Lender: By: Name: Title: Consented: Borrower: XXXXXXX XXXXXX 2006, Kuvare Insurance Services LLC, a Delaware limited liability company By: Xxxxxxx Xxxxxx Management(the “GP Interest Seller”), Inc.the Persons set forth on Annex B to the Purchase Agreement under the heading “Blocker Sellers” (together with the Company Sellers, a Delaware corporationthe GP Interest Seller and Makena Direct Seller, its Manager By: Name: Xxxxxxx Xxxxx Title: Chief Financial Officer Consented: BANK OF AMERICAthe “Sellers”), N.A.and the other parties thereto from time to time, as Administrative Agent By: Name: Title: Attachment A Form amended from time to time. Capitalized terms used but not defined in this Joinder Agreement shall have the meanings given to them in the Agreement. This Joinder Agreement shall be governed by, and construed in accordance with, the laws of the State of Delaware, without regard to its conflict-of-law principles that would cause the application of the laws of another jurisdiction. If there is a conflict between this Joinder Agreement Supplementing Deeds and the Agreement, the terms of Trust Attachment B Form this Joinder Agreement shall control. The undersigned hereby joins and enters into the Agreement having acquired Lock-Up Shares or Registrable Securities (as applicable). By signing and returning this Joinder Agreement to PubCo, the undersigned accepts and agrees to be bound by and subject to the terms and conditions of Reaffirmation the Agreement, with all attendant rights, duties and obligations of OP Guaranty Attachment C Form a Holder thereunder. The parties to the Agreement shall treat the execution and delivery hereof by the undersigned as the execution and delivery of Reaffirmation the Agreement by the undersigned and, upon receipt of Credit Facility Guaranty Attachment D Form this Joinder Agreement by PubCo, the signature of Reaffirmation the undersigned set forth below shall constitute a counterpart signature to the signature page of Contribution Agreement Attachment E Form of Reaffirmation of Reimbursement Agreement Attachment F Form of Reaffirmation of Property Manager’s Consentthe Agreement.

Form of Joinder. JOINDER Dated: ______, ____ Reference The undersigned is made executing and delivering this Joinder Agreement pursuant to that certain Second Amendment to Credit Agreement and Reaffirmation of Loan Documents Voting Agreement, dated as of August 31May 7, 2007 among Xxxxxxx Xxxxxx 2006, LLC, a Delaware limited liability company (“Borrower”), Lenders from time to time party thereto, Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer 2018 (as amended, restated, extended, supplemented or otherwise modified in writing from time to timeaccordance with the terms thereof, the “Second Amendment;” Voting Agreement”) by and among International Flavors & Fragrances Inc., a New York corporation, the terms defined therein being used herein as therein defined). This Joinder is being delivered pursuant to Section 2(k) shareholder of Frutarom Industries Ltd. listed on the Second Amendment. signature page thereto (the “LenderShareholder”), and any Permitted Transferee that becomes a party to the Voting Agreement in accordance with the terms thereof. Capitalized terms used but not defined in this Joinder Agreement shall have the respective meanings ascribed to such terms in the Voting Agreement. By executing and delivering this Joinder Agreement to the Voting Agreement, the undersigned hereby (i) adopts and approves the Voting Agreement, (ii) assumes and agrees to comply with all of the Shareholder’s obligations under the Voting Agreement in respect of the securities subject to the applicable Transfer and (iii) agrees, effective commencing on the date hereof and as a condition to the Transfer, to become a party under the Second Amendment to, and agrees to be bound by all and comply with the terms and conditions of provisions of, the Second Amendment Voting Agreement applicable to a Lender from and after the date hereof Shareholder, in the same manner as if a the undersigned were an original signatory to the Second Amendment. The increased amount of Commitments agreed to by Lender hereunder is $_________________Voting Agreement. The undersigned hereby consent represents and warrants that, pursuant to this Joinder Agreement and the Voting Agreement, it is a Permitted Transferee under the Voting Agreement. The undersigned acknowledges and agrees that the provisions of Article 6 of the Voting Agreement are incorporated herein by reference, mutatis mutandis. Accordingly, the undersigned Lender becoming a party to the Second Amendment. This have executed and delivered this Joinder is executed by the parties hereto Agreement as of the date first written aboveday of , . Lender: By: PERMITTED TRANSFEREE Name: TitleNotice Information Address: ConsentedPhone: BorrowerEmail: XXXXXXX XXXXXX 2006EXHIBIT B EXISTING SHARES ICC Chemical Corporation: 2,130,686 ordinary shares, LLCpar value one New Israeli Shekel (NIS 1.00) per share. ICC Handels A.G.: 19,227,348 ordinary shares, a Delaware limited liability company By: Xxxxxxx Xxxxxx Management, Inc., a Delaware corporation, its Manager By: Name: Xxxxxxx Xxxxx Title: Chief Financial Officer Consented: BANK OF AMERICA, N.A., as Administrative Agent By: Name: Title: Attachment A Form of Agreement Supplementing Deeds of Trust Attachment B Form of Reaffirmation of OP Guaranty Attachment C Form of Reaffirmation of Credit Facility Guaranty Attachment D Form of Reaffirmation of Contribution Agreement Attachment E Form of Reaffirmation of Reimbursement Agreement Attachment F Form of Reaffirmation of Property Manager’s Consentpar value one New Israeli Shekel (NIS 1.00) per share.

Form of Joinder. JOINDER Dated: ______TO GUARANTY The undersigned, ____ Reference is made to a , hereby joins in the execution of that certain Second Amendment to Credit Guaranty Agreement and Reaffirmation of Loan Documents dated as of August 31June 25, 2007 among Xxxxxxx Xxxxxx 2006, LLC, a Delaware limited liability company 2010 (the “BorrowerGuaranty”), Lenders from time by Gasco Production Company, Riverbend Gas Gathering, LLC and Myton Oilfield Rentals, LLC and each other Person that becomes a Guarantor thereunder after the date and pursuant to time party theretothe terms thereof, Bank to and in favor of AmericaXXXXX FARGO BANK, N.A.NATIONAL ASSOCIATION, as Administrative AgentTrustee under the Indenture referred to therein, Swing Line Lender together with its successors and L/C Issuer assigns in such capacity, for the benefit of the Guaranteed Parties (as amended, restated, extended, supplemented or otherwise modified defined in writing from time such Indenture). By executing this Joinder to timeGuaranty, the “Second Amendment;” the terms defined therein being used herein as therein defined). This Joinder is being delivered pursuant to Section 2(k) of the Second Amendment. (“Lender”), undersigned hereby agrees to become that it is a party under Guarantor thereunder with the Second Amendment same force and effect as if originally named therein as a Guarantor. The undersigned agrees to be bound by all of the terms and conditions provisions of the Second Amendment applicable Guaranty and represents and warrants that the representations and warranties set forth in the Guaranty are, with respect to the undersigned, true and correct as of the date hereof. Each reference to a Lender from and after Guarantor in the date hereof as if a signatory Guaranty shall be deemed to include the Second Amendmentundersigned. The increased amount of Commitments agreed In Witness Whereof, the undersigned has executed this Joinder to by Lender hereunder is $Guaranty this ______________ day of , ____. The undersigned hereby consent to the undersigned Lender becoming a party to the Second Amendment. This Joinder is executed by the parties hereto as of the date first written above. Lender: [NEW GUARANTOR] By: NameIts: TitleAcknowledged: Consented: Borrower: XXXXXXX XXXXXX 2006XXXXX FARGO BANK, LLCNATIONAL ASSOCIATION, a Delaware limited liability company as Trustee By: Xxxxxxx Xxxxxx Management, Inc., a Delaware corporation, its Manager By: Name: Xxxxxxx Xxxxx Title: Chief Financial Officer Consented: BANK OF AMERICA, N.A., as Administrative Agent By: Name: Title: Attachment A Form of Agreement Supplementing Deeds of Trust Attachment B Form of Reaffirmation of OP Guaranty Attachment C Form of Reaffirmation of Credit Facility Guaranty Attachment D Form of Reaffirmation of Contribution Agreement Attachment E Form of Reaffirmation of Reimbursement Agreement Attachment F Form of Reaffirmation of Property Manager’s ConsentIts:

Form of Joinder. JOINDER Dated: ______The undersigned (the “Joinder Party”) hereby acknowledges that it has read and understands the Transaction Support Agreement, ____ Reference is made to that certain Second Amendment to Credit Agreement and Reaffirmation of Loan Documents dated as of August 31March 15, 2007 2024 (the “Agreement”)1 by and among Xxxxxxx Xxxxxx 2006, LLC, a Delaware limited liability company XXXXX Inc. (“BorrowerXXXXX”), Lenders from time to time party thereto, Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer (as amended, restated, extended, supplemented or otherwise modified in writing from time to timethe other Company Parties, the “Second Amendment;” Consenting Stakeholders, and the terms defined therein being used herein as therein defined). This Joinder is being delivered pursuant to Section 2(k) of the Second Amendment. (“Lender”), hereby agrees to become a party under the Second Amendment Additional Financing Parties and agrees to be bound by all provide certain financial accommodations in support of the Transactions contemplated thereby. The Joinder Party specifically agrees to use commercially reasonable efforts to support and not oppose the Transactions on the terms contemplated in the Agreement, the Transaction Term Sheet, and the Definitive Documents, and, without limiting the foregoing, in each case to the extent applicable, to provide the commitments set forth in Section 5 of the Agreement. The Joinder Party further agrees, upon entry of the Interim DIP/Cash Collateral Order, to fund $10,000,000 of DIP Term Loans subject to the terms and conditions of the Second Amendment applicable Agreement, the Transaction Term Sheet, and the DIP Facility Documents. The Joinder Party is agreeing to a Lender from enter into this Joinder and after fund such amount in exchange for (a) an additional $2,000,000 of DIP Term Loans payable in kind, subject to entry of the date hereof Interim DIP/Cash Collateral Order, (b) 7.9% of the New Equity Interests (subject to dilution by the MIP (as if a signatory defined in the Transaction Term Sheet)), subject to entry of the Final DIP/Cash Collateral Order, (c) the right to appoint one director to the Second Amendment. The increased New Board (as defined in the Transaction Term Sheet), (d) payment of a fee in the amount of Commitments $100,000 to Xxxxxxx Xxxx, advisor to the Joinder Party, on the Closing Date (as defined in the DIP Credit Agreement), (e) payment and/or reimbursement of reasonable and documented fees and expenses of one counsel, and (f) upon execution of this Joinder, XXXXX has agreed to by Lender hereunder is $_________________. The undersigned hereby consent fund a retainer to counsel to the undersigned Lender becoming a party to Joinder Party in the Second Amendmentamount of $50,000 (with any excess retainer being refunded on the Plan Effective Date and any additional reasonable and documented fees and expenses of such counsel being paid on the Plan Effective Date in the event that such retainer is exhausted). This Joinder is executed shall be governed by the parties hereto as of governing law set forth in the date first written aboveAgreement. Lender: By: Name: Title: Consented: Borrower: XXXXXXX XXXXXX 2006, LLC, a Delaware limited liability company By: Xxxxxxx Xxxxxx Management, Inc., a Delaware corporation, its Manager By: Name: Xxxxxxx Xxxxx Title: Chief Financial Officer Consented: BANK OF AMERICA, N.A., as Administrative Agent By: Name: Title: Attachment A Form of Agreement Supplementing Deeds of Trust Attachment B Form of Reaffirmation of OP Guaranty Attachment C Form of Reaffirmation of Credit Facility Guaranty Attachment D Form of Reaffirmation of Contribution Agreement Attachment E Form of Reaffirmation of Reimbursement Agreement Attachment F Form of Reaffirmation of Property Manager’s Consent1 Capitalized terms not used but not otherwise defined in this joinder shall have the meanings ascribed to such terms in the Agreement.

Form of Joinder. JOINDER Dated: The undersigned is executing and delivering this Joinder Agreement pursuant to that certain Stockholders Agreement, dated as of June 6, 2024 (as amended, restated, supplemented or otherwise modified in accordance with the terms thereof, the “Stockholders Agreement”), by and among Xxxxxx Private Equity II, LLC, a Delaware limited liability company, QXO, Inc., a Delaware corporation, and certain other parties named therein, and any Permitted Transferee that becomes a party to the Stockholders Agreement in accordance with the terms thereof. Capitalized terms used but not defined in this Joinder Agreement shall have the respective meanings ascribed to such terms in the Stockholders Agreement. By executing and delivering this Joinder Agreement to the Stockholders Agreement, the undersigned hereby adopts and approves the Stockholders Agreement and agrees, effective commencing on the date hereof and as a condition to the undersigned’s becoming an Initial Other Investor, to become a party to, and to be bound by and comply with the provisions of, the Stockholders Agreement applicable to the Initial Other Investor, in the same manner as if the undersigned were an original signatory to the Stockholders Agreement as an Initial Other Investor. The undersigned hereby represents and warrants that, pursuant to this Joinder Agreement and the Stockholders Agreement, it is a Permitted Transferee of [Insert Name of the Transferring Initial Other Investor]. The undersigned acknowledges and agrees that the provisions of the Stockholders Agreement are incorporated herein by reference, mutatis mutandis. Accordingly, the undersigned have executed and delivered this Joinder Agreement as of the ___ day of ___________, ____ Reference is made to that certain Second Amendment to Credit Agreement and Reaffirmation of Loan Documents dated _. TRANSFEREE Name: Notice Information Address: Email: AGREED AND ACCEPTED as of August 31, 2007 among Xxxxxxx Xxxxxx 2006, LLC, a Delaware limited liability company (“Borrower”), Lenders from time to time party thereto, Bank the ____ day of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Second Amendment;” the terms defined therein being used herein as therein defined). This Joinder is being delivered pursuant to Section 2(k) of the Second Amendment. (“Lender”), hereby agrees to become a party under the Second Amendment and agrees to be bound by all the terms and conditions of the Second Amendment applicable to a Lender from and after the date hereof as if a signatory to the Second Amendment. The increased amount of Commitments agreed to by Lender hereunder is $_______________, _______. The undersigned hereby consent to the undersigned Lender becoming a party to the Second AmendmentXXXXXX PRIVATE EQUITY II, LLC By: Name: Xxxx Xxxxxx Title: Managing Member QXO, INC. This Joinder is executed by the parties hereto as of the date first written above. LenderBy: Name: Xxxxx Xxxxxxxxxx Title: Chief Legal Officer [TRANSFEROR] By: Name: Title: Consented: Borrower: XXXXXXX XXXXXX 2006, LLC, a Delaware limited liability company By: Xxxxxxx Xxxxxx Management, Inc., a Delaware corporation, its Manager By: Name: Xxxxxxx Xxxxx Title: Chief Financial Officer Consented: BANK OF AMERICA, N.A., as Administrative Agent By: Name: Title: Attachment A Form of Agreement Supplementing Deeds of Trust Attachment B Form of Reaffirmation of OP Guaranty Attachment C Form of Reaffirmation of Credit Facility Guaranty Attachment D Form of Reaffirmation of Contribution Agreement Attachment E Form of Reaffirmation of Reimbursement Agreement Attachment F Form of Reaffirmation of Property Manager’s Consent: