0000950123-05-009406 Sample Contracts

BUILDERS FIRSTSOURCE, INC.
Non-Qualified Stock Option Agreement • August 4th, 2005 • Builders FirstSource, Inc. • Retail-lumber & other building materials dealers • Delaware

THIS NON-QUALIFIED STOCK OPTION AGREEMENT (the “Agreement”), dated as of [ ], 20[___], is made by and between Builders FirstSource, Inc., a Delaware corporation (the “Company”), and [ ] (the “Optionee”).

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SECOND AMENDED AND RESTATED STOCKHOLDERS AGREEMENT
Stockholders Agreement • August 4th, 2005 • Builders FirstSource, Inc. • Retail-lumber & other building materials dealers • Delaware

This SECOND AMENDED AND RESTATED STOCKHOLDERS AGREEMENT (“Agreement”), dated as of June 2, 2005, among JLL Building Products, LLC, a Delaware limited liability company that was formerly know as Stonegate Resources Holdings, LLC, Builders FirstSource, Inc., a Delaware corporation and majority owned subsidiary of JLL Building Products (the “Company”), Floyd F. Sherman (“Sherman”), Charles L. Horn (“Horn”), Kevin P. O’Meara (“O’Meara”), and Donald F. McAleenan (“McAleenan”), shall be effective upon consummation of the Company’s Initial Public Offering (as defined herein).

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