0001047469-19-005843 Sample Contracts

INVESTOR RIGHTS AGREEMENT GFL ENVIRONMENTAL INC., PATRICK DOVIGI, SEJOSA HOLDINGS INC., JOSAUD HOLDINGS INC. and BC PARTNERS ADVISORS L.P. (solely for purposes of Article 2 and Article 7)
Investor Rights Agreement • October 23rd, 2019 • GFL Environmental Holdings Inc. • Refuse systems • Ontario

Patrick Dovigi, Sejosa Holdings Inc., a company continued under the laws of the Cayman Islands, Josaud Holdings Inc., a company continued under the laws of the British Virgin Islands

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THIRD AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT GFL ENVIRONMENTAL INC.
Registration Rights Agreement • October 23rd, 2019 • GFL Environmental Holdings Inc. • Refuse systems • Ontario

This THIRD AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), is made as of ·, 2019, by and among GFL Environmental Inc., a corporation amalgamated under the laws of Ontario (together with its successors, the “Corporation”), and each of the Persons set forth on the signature pages hereto and identified as a “Holder” hereto, each of which, together with each other person who holds Registrable Securities who may from time to time become bound hereby in accordance with the terms hereof, is referred to in this Agreement as a “Holder”.

EMPLOYMENT AGREEMENT
Employment Agreement • October 23rd, 2019 • GFL Environmental Holdings Inc. • Refuse systems • Ontario

Employment Agreement made as of the · day of ·, 2019 (the “Effective Date”), between GFL Environmental Inc. (the “Company”) and Lucas Pelosi (the “Executive”).

CONFIDENTIAL EMPLOYMENT AGREEMENT
Confidential Employment Agreement • October 23rd, 2019 • GFL Environmental Holdings Inc. • Refuse systems • Ontario

This CONFIDENTIAL EMPLOYMENT AGREEMENT (“Agreement”), dated as of, · is entered into between GFL ENVIRONMENTAL INC. (the “Company”), and PATRICK DOVIGI (the “Executive”).

Underwriting Agreement
Underwriting Agreement • October 23rd, 2019 • GFL Environmental Holdings Inc. • Refuse systems • New York

GFL Environmental Inc., a corporation organized under the laws of the Province of Ontario (the “Issuer”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, an aggregate of [·] subordinate voting shares, no par value, of the Issuer (the “SV Shares”),

INDEMNIFICATION AGREEMENT
Indemnification Agreement • October 23rd, 2019 • GFL Environmental Holdings Inc. • Refuse systems • Ontario

NOW THEREFORE, IN CONSIDERATION OF the premises and mutual covenants herein contained, and in consideration of the Indemnified Party’s service or continued service as Director and/or Officer of the Corporation, the receipt and sufficiency of which consideration is hereby acknowledged, the Corporation and the Indemnified Party do hereby covenant and agree as follows:

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