Common use of Joinder of Additional Guarantors Clause in Contracts

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Agent, execute and deliver such documentation as the Administrative Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "Guarantor" and a "Pledgor" for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Second Lien Term Loan Agreement, (a) to execute and deliver to the Administrative Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Agent, execute and deliver such documentation as the Administrative Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "Guarantor" and a "Pledgor" for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created A to the Guaranty and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Agent, to execute and deliver to the Administrative Agent such documentation as the Administrative Agent shall reasonably request and, in each case with respect to clauses (a) and (b) above and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Restricted Subsidiary (other than Non-Guarantor Subsidiaries) of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit AgreementAgreement and the Guaranty, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Collateral Agent, to execute and deliver to the Collateral Agent such documentation as the Administrative Collateral Agent shall reasonably request and, in each casecase with respect to clauses (a) and (b) above, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Issuer which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit AgreementIndenture, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty forty-five (3045) Business Days days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets or, prior to the Administrative AgentDischarge of First Lien Obligations, execute and deliver such documentation later date as the Administrative First-Priority Collateral Agent shall reasonably request may specify under a provision that exists in substantially the same form under the First-Priority Obligations Documents) and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation whichBorrower that, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in within 30 days after the form of Exhibit 3 annexed hereto within thirty (30) Business Days date on which it was acquired or created and (ii) a Perfection Certificate, in each case, Certificate within thirty (30) Business Days of 30 days after the date on which it was acquired or created or and/or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Collateral Agent, execute and deliver such documentation as the Administrative Collateral Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this AgreementAgreement or any other Loan Document.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties pursuant to the provisions Section 6.12 of the Credit Agreement, (a) to execute and deliver to the Administrative Agent (i) a Joinder Agreement substantially in the form of attached as Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created A to the Guaranty and (ii) a Perfection CertificateCertificate with respect to such Subsidiary, in each case, within thirty (30) Business Days (or such later date as may be agreed by the Administrative Agent in its sole discretion) of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Agent, execute and deliver such documentation as the Administrative Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days of the date on which it such Subsidiary was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative AgentCollateral Agent in accordance with the terms and conditions of the Credit Agreement, to execute and deliver such documentation as the Administrative Collateral Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "Guarantor" and a "Pledgor" for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and or Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Company which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit AgreementIndenture, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Collateral Agent, to execute and deliver to the Collateral Agent such documentation as the Administrative Collateral Agent shall reasonably request and, in each casecase with respect to clauses (a) and (b) above, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative AgentCollateral Agent pursuant to the Credit Agreement, execute and deliver such documentation as the Administrative Collateral Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "Guarantor" and a "Pledgor" for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Issuer which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit any Secured Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Collateral Agent, to execute and deliver to the Collateral Agent such documentation as the Administrative Collateral Agent shall reasonably request and, in each casecase with respect to clauses (a) and (b) above, upon such execution and delivery, such Subsidiary shall constitute a "Guarantor" and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Third Lien Term Loan Agreement, (a) to execute and deliver to the Administrative Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Agent, execute and deliver such documentation as the Administrative Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "Guarantor" and a "Pledgor" for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created by the applicable date specified in Section 6.12 of the Credit Agreement and (ii) at such time a Perfection Certificate, in each case, within thirty (30) Business Days of the date on which it was acquired or created Certificate or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Collateral Agent, to execute and deliver to the Collateral Agent such documentation as the Administrative Collateral Agent shall reasonably request and, in each casecase with respect to clauses (a) and (b) above, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof Original Closing Date shall be required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties pursuant to the provisions Section 6.12 of the Credit Agreement, (a) to execute and deliver to the Administrative Agent (i) a Joinder Agreement substantially in the form of attached as Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created A to the Guaranty and (ii) a Perfection CertificateCertificate with respect to such Subsidiary, in each case, within thirty ninety (3090) Business Days days (or such later date as may be agreed by the Administrative Agent in writing in its sole discretion) of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Agent, execute and deliver such documentation as the Administrative Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) 30 Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) 30 Business Days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Collateral Agent, execute and deliver such documentation as the Administrative Collateral Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "Guarantor" and a "Pledgor" for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors Pledgros shall cause each Subsidiary of Quest Resource Corporation a Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days days of the date on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Collateral Agent, to execute and deliver to the Collateral Agent such documentation as the Administrative Collateral Agent shall reasonably request and, in each casecase with respect to clauses (a) and (b) above, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Issuers which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit AgreementIndentures, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement joinder agreement substantially in the form of Exhibit 3 annexed hereto within thirty a commercially reasonable period of time (30not to exceed 30 days) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Agent, execute and deliver such documentation as the Administrative Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "Guarantor" and a "Pledgor" for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor hereinhereunder. The execution and delivery of such Joinder Agreement joinder agreement shall not require the consent of any Pledgor hereunder. Additionally, each Pledgor (including any additional Pledgor) hereby agrees to promptly update, or in the case of any new Pledgor, deliver, the Perfection Certificate at any time upon the request of the Collateral Agent. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each new Subsidiary of Quest Resource Corporation the Issuer (other than a Foreign Subsidiary) which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Purchase Agreement, (a) to execute and deliver to the Administrative Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days of the date on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Agent, execute and deliver such documentation as the Administrative Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Collateral Agent, execute and deliver such documentation as the Administrative Collateral Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "Guarantor" and a "Pledgor" for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors No new Subsidiary of any Pledgor, direct or indirect, shall be created, nor shall any Inactive Subsidiary cease to be an Inactive Subsidiary, unless (a) the Borrower has given the Agent not less than 10 Business Days’ prior written notice of the same and (b) the Borrower shall have taken, prior to the creation of such Subsidiary or an Inactive Subsidiary ceasing to be an Inactive Subsidiary, such actions as the Agent may reasonably request. If any such Subsidiary is required to pledge its assets hereunder by the Agent, the Borrower shall cause each Subsidiary of Quest Resource Corporation which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed 2 hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty immediately (30) Business Days of or such later date to which the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Agent, execute and deliver such documentation as the Administrative Agent shall reasonably request in its sole discretion, may agree) and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors Grantors shall cause each Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties Agent and the Lenders pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed 1 hereto within thirty (30) Business Days days of the date on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Agent, to execute and deliver to the Agent such documentation as the Administrative Agent shall reasonably request and, in each casecase with respect to clauses (a) and (b) above, upon such execution and delivery, such Subsidiary shall constitute a "Guarantor" and a "Pledgor" “Grantor” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor Grantor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor Grantor hereunder. The rights and obligations of each Pledgor Grantor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor Grantor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation its Subsidiaries which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, subject to the proviso in Section 5.11 of the Credit Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Collateral Agent, execute and deliver such documentation as the Administrative Collateral Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each U.S. Subsidiary of Quest Resource Corporation Ryerson which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Agent (ia) a Joinder Agreement substantially in the form of Exhibit 3 annexed 2 hereto within thirty (30) Business Days on which it was acquired or created and (iib) a Perfection Certificate, in each case, within thirty (30) Business Days days of the date date, such time to be extended in the Administrative Agent’s sole discretion, not to be unreasonably withheld, on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Agentcreated, execute and deliver such documentation as the Administrative Agent shall reasonably request and, in each case, upon such execution and delivery, such U.S. Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of Section 5.10(b) of the Credit Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days of the date on which it was acquired or created Certificate or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Collateral Agent, to execute and deliver to the Collateral Agent such documentation as the Administrative Collateral Agent shall reasonably request and, in each casecase with respect to clauses (a) and (b) above, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Parent which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties pursuant to the provisions Section 8.1.11 of the Credit Agreement, (a) to execute and deliver to the Administrative Agent (ia) a Joinder Security Agreement Supplement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (iib) upon the request of the Administrative Agent, a Perfection Certificate, in each case, within thirty (30) Business Days days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Agent, execute and deliver such documentation later date as the Administrative Agent shall reasonably request and, in each casemay approve, upon such execution and delivery, such Subsidiary shall constitute a "Guarantor" and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein; provided that, no such Foreign Subsidiary shall be required to become a party to this Agreement (but without limiting such obligations as may exist under the Loan Documents for such Foreign Subsidiary to become a party to other Collateral Documents). The execution and delivery of such Joinder Security Agreement Supplement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Agent (i) a Joinder Agreement substantially in the form of attached as Exhibit 3 annexed 2 hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection CertificateCertificate with respect to such Subsidiary, in each case, promptly after (but in any event within thirty (3090 days of) Business Days of the date on which (i) it was acquired or created or (bii) in the case of it became a Material Subsidiary organized outside of the United States that is required to pledge any assets to the Administrative AgentAgent for the benefit of the Security Parties pursuant to the provisions of the Credit Agreement, execute and deliver such documentation as the Administrative Agent shall reasonably request andor, in each case, such longer period as may be agreed to in writing by the Administrative Agent in its sole discretion, and, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder and under the other Loan Documents with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunderhereunder or any other Loan Party. The rights and obligations of each Pledgor hereunder and each other Loan Party under the other Loan Documents shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement and the Credit Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each new Subsidiary of Quest Resource Corporation the Issuer (other than a Foreign Subsidiary) which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Purchase Agreement, (a) to execute and deliver to the Administrative Agent (i) a Joinder Agreement substantially in the form of Exhibit EXHIBIT 3 annexed hereto within thirty (30) Business Days of the date on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Agent, execute and deliver such documentation as the Administrative Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "Guarantor" and a "Pledgor" for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative AgentCollateral Agent pursuant to the Credit Agreement, execute and deliver such documentation as the Administrative Collateral Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall shall, to the extent required by the Credit Agreement, constitute a "Guarantor" and a "Pledgor" for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) 30 Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) 30 Business Days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Collateral Agent, execute and deliver such documentation as the Administrative Collateral Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation that is organized or existing under any Canadian jurisdiction which, from time to time, after the date hereof hereof, the Borrower shall be required designate as an additional Subsidiary Guarantor pursuant to Section 5.10(d) of the ABL Credit Agreement, to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of Section 5.10(b) of the ABL Credit Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed 1 hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Agent, execute Certificate and deliver such documentation as the Administrative Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement. For the avoidance of doubt, no Excluded Subsidiary shall be required to become a Pledgor hereunder.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation Guarantor which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in within 30 days after the form of Exhibit 3 annexed hereto within thirty (30) Business Days date on which it was acquired or created (unless such Subsidiary shall have been designated an Unrestricted Subsidiary in accordance with Section 6.14 of the Credit Agreement) and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days of 30 days after the date on which it was acquired or created or (unless such Subsidiary shall have been designated an Unrestricted Subsidiary in accordance with Section 6.14 of the Credit Agreement) and/or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Collateral Agent, to execute and deliver such documentation as the Administrative Collateral Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this AgreementAgreement or any other Loan Document.

Joinder of Additional Guarantors. The Pledgors shall cause each wholly-owned Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created A to the Guaranty and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Agent, to execute and deliver to the Administrative Agent such documentation as the Administrative Agent shall reasonably request and, in each case with respect to clauses (a) and (b) above and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties pursuant to the provisions Section 6.12 of the Credit Agreement, (a) to execute and deliver to the Administrative Agent (i) a Joinder Agreement substantially in the form of attached as Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created A to the Guaranty and (ii) a Perfection CertificateCertificate with respect to such Subsidiary, in each case, within thirty ninety (3090) Business Days days (or such later date as may be agreed by the Administrative Agent in writing in its sole discretion) of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Agent, execute and deliver such documentation as the Administrative Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days days of the date on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days days of the date on which it was acquired or created or or, (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Collateral Agent, execute and deliver such documentation as the Administrative Collateral Agent shall reasonably request and, in each casecase with respect to clauses (a) and (b) above, upon such execution and delivery, such Subsidiary shall constitute a "Guarantor" and a "Pledgor" for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Issuer which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit any Secured Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days of the date on which it was acquired or created Certificate or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Collateral Agent, to execute and deliver to the Collateral Agent such documentation as the Administrative Collateral Agent shall reasonably request (it being understood that the documentation required by the First Lien Collateral Agent shall be deemed sufficient by the Collateral Agent) and, in each casecase with respect to clauses (a) and (b) above, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the US Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days days of the date on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Collateral Agent, to execute and deliver to the Collateral Agent such documentation as the Administrative Collateral Agent shall reasonably request and, in each casecase with respect to clauses (a) and (b) above, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Parent Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Collateral Agent, to execute and deliver to the Collateral Agent such documentation as the Administrative Collateral Agent shall reasonably request and, in each casecase with respect to clauses (a) and (b) above, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors -------------------------------- shall cause each Restricted Subsidiary of Quest Resource Corporation the Issuer which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Agent Trustee for the benefit of the Secured Parties pursuant to the provisions of the Credit AgreementIndenture, (a) to execute and deliver to the Administrative Agent Trustee (i) a Joinder Agreement joinder agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each --------- case, within thirty ten (3010) Business Days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Agent, execute and deliver such documentation as the Administrative Agent shall reasonably request and, in each case, upon such execution and delivery, such Restricted Subsidiary shall constitute a "Guarantor" and a "Pledgor" for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement joinder agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each U.S. Subsidiary of Quest Resource Corporation the U.S. Borrowers which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties hereunder pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Agent, execute and deliver such documentation as the Administrative Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "“U.S. Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a U.S. Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new U.S. Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Collateral Agent, to execute and deliver to the Collateral Agent such documentation as the Administrative Collateral Agent shall reasonably request and, in each casecase with respect to clauses (a) and (b) above, upon such execution and delivery, such Subsidiary shall constitute a "Guarantor" and a "Pledgor" for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Agent (i) a Joinder Agreement substantially in the form of attached as Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection CertificateCertificate with respect to such Subsidiary, in each case, promptly after (but in any event within thirty (3090 days after being required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement or such longer period as may be agreed to in writing by the Administrative Agent in its sole discretion) Business Days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Agent, execute and deliver such documentation as the Administrative Agent shall reasonably request and, in each case, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection CertificateCertifi- cate, in each case, within thirty (30) Business Days days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Agent, to execute and deliver to the Administrative Agent such documentation as the Administrative Agent shall reasonably request and, in each casecase with respect to clauses (a) and (b) above, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Agent (i) a Joinder Agreement substantially in the form of attached as Exhibit 3 annexed 2 hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection CertificateCertificate with respect to such Subsidiary, in each case, promptly after (but in any event within thirty (3090 days of) Business Days of the date on which (i) it was acquired or created or (b) in the case of ii)it became a Material Subsidiary organized outside of the United States that is required to pledge any assets to the Administrative AgentAgent for the benefit of the Security Parties pursuant to the provisions of the Credit Agreement, execute and deliver such documentation as the Administrative Agent shall reasonably request andor, in each case, such longer period as may be agreed to in writing by the Administrative Agent in its sole discretion, and, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder and under the other Loan Documents with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunderhereunder or any other Loan Party. The rights and obligations of each Pledgor hereunder and each other Loan Party under the other Loan Documents shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement and the Credit Agreement.

Joinder of Additional Guarantors. The Pledgors shall cause each Subsidiary of Quest Resource Corporation the Borrower which, from time to time, after the date hereof shall be required to pledge any assets to the Administrative Collateral Agent for the benefit of the Secured Parties pursuant to the provisions of the Credit Agreement, (a) to execute and deliver to the Administrative Collateral Agent (i) a Joinder Agreement substantially in the form of Exhibit 3 annexed hereto within thirty (30) Business Days on which it was acquired or created and (ii) a Perfection Certificate, in each case, within thirty (30) Business Days days of the date on which it was acquired or created or (b) in the case of a Subsidiary organized outside of the United States required to pledge any assets to the Administrative Collateral Agent, to execute and deliver to the Collateral Agent such documentation as the Administrative Collateral Agent shall reasonably request and, in each casecase with respect to clauses (a) and (b) above, upon such execution and delivery, such Subsidiary shall constitute a "“Guarantor" ” and a "“Pledgor" ” for all purposes hereunder with the same force and effect as if originally named as a Guarantor and Pledgor herein. The execution and delivery of such Joinder Agreement shall not require the consent of any Pledgor hereunder. The rights and obligations of each Pledgor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor and Pledgor as a party to this Agreement.