0001193125-05-102668 Sample Contracts

JOINDER AGREEMENT
Joinder Agreement • May 10th, 2005 • Syntroleum Corp • Crude petroleum & natural gas • Texas

This Joinder Agreement (this “Joinder”) is made as of the 20th day of April, 2005 (the “Effective Date”), by and between Ernest Williams II Q-TIP TUA dated 01/25/2002 (the “Additional Participant”) and Syntroleum International Corporation, a Delaware corporation, in its capacity as Operator under that certain Participation Agreement (as it may be amended, modified, restated or supplemented from time to time, the “Participation Agreement”), dated as of April 11, 2005, by and between Syntroleum International Corporation (the “Operator” or “Syntroleum”) and Dorset Group Corporation (the “Initial Participant”). The Additional Participant and the Operator are each individually referred to herein as a “Party” and collectively referred to herein as the “Parties”. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Participation Agreement.

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PARTICIPATION AGREEMENT BY AND BETWEEN SYNTROLEUM INTERNATIONAL CORPORATION AND DORSET GROUP CORPORATION
Participation Agreement • May 10th, 2005 • Syntroleum Corp • Crude petroleum & natural gas • Texas

This Participation Agreement (this “Agreement”) is made as of the 11th day of April, 2005 (the “Effective Date”) by and between Syntroleum International Corporation (“Operator” or “Syntroleum”), a Delaware corporation, and Dorset Group Corporation (“Dorset Group”), a corporation existing under the laws of Panama (the “Initial Participant”). Syntroleum and the Initial Participant, along with any Additional Participants who join this Agreement in accordance with Section 13.9, are each individually referred to as a “Party” and collectively referred to as the “Parties”.

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