0001104659-18-000709 Sample Contracts

REGISTRATION RIGHTS AGREEMENT of BEACON ROOFING SUPPLY, INC. dated as of January 2, 2018
Registration Rights Agreement • January 4th, 2018 • CD&R Boulder Holdings, L.P. • Wholesale-lumber & other construction materials • New York

This REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of January 2, 2018, by and among Beacon Roofing Supply, Inc., a Delaware corporation (the “Company”), CD&R Boulder Holdings, L.P., a Cayman Islands exempted limited partnership (“CD&R Investor”), and any Person who becomes a party hereto pursuant to Section 8(d) (each such party and CD&R Investor, a “CD&R Stockholder” and collectively, the “CD&R Stockholders”). Capitalized terms used herein shall have the meaning assigned to such terms in the text of this Agreement or in Section 1.

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JOINT FILING AGREEMENT
Joint Filing Agreement • January 4th, 2018 • CD&R Boulder Holdings, L.P. • Wholesale-lumber & other construction materials

Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree that the Statement on Schedule 13D to which this exhibit is attached is filed on behalf of each of them in the capacities set forth below.

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