0001104659-05-049009 Sample Contracts

THIRD AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT DATED AS OF October 14, 2005
Loan and Security Agreement • October 18th, 2005 • Beacon Roofing Supply Inc • Wholesale-lumber & other construction materials • Ontario

This THIRD AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT is dated as of October 14, 2005 and entered into among BEACON ROOFING SUPPLY CANADA COMPANY, a Nova Scotia unlimited liability company (“Borrower”), the financial institution(s) listed on the signature pages hereof, and their respective successors and Eligible Assignees (each, individually, a “Lender”, and, collectively, “Lenders”), and GE CANADA FINANCE HOLDING COMPANY (in its individual capacity, “GE Canada Finance”), for itself as a Lender and as Agent.

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THIRD AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • October 18th, 2005 • Beacon Roofing Supply Inc • Wholesale-lumber & other construction materials • Illinois

This AGREEMENT is dated as of October 14, 2005 and entered into among BEACON SALES ACQUISITION, INC., a Delaware corporation (“Borrower”); each of QUALITY ROOFING SUPPLY COMPANY, INC., a Delaware corporation (“Quality”), BEACON CANADA, INC., a Delaware corporation (“Beacon Canada Holdings”), BEST DISTRIBUTING CO., a North Carolina corporation (“Best Distribution”), THE ROOF CENTER, INC., a Delaware corporation (“RFC”), WEST END LUMBER COMPANY, INC., a Delaware corporation (“West End”), J.G.A. BEACON, INC., a Delaware corporation (“JGA”), SDI HOLDING, INC., a Delaware corporation (“SDI Holding”), SDI ACQUISITION GUARANTOR, INC., a Delaware corporation (“SDI Guarantor”) and SHELTER DISTRIBUTION, INC., a Delaware corporation (“Shelter”) (each individually a “Domestic Subsidiary Guarantor” and collectively “Domestic Subsidiary Guarantors” and, together with Borrower and each other domestic Subsidiary of Borrower which hereafter becomes a party to this Agreement with the consent of Agent, e

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