0001628280-25-007082 Sample Contracts

AMENDMENT NO. 6 TO CREDIT AGREEMENT
Credit Agreement • February 21st, 2025 • B. Riley Financial, Inc. • Investment advice • New York

CREDIT AGREEMENT, dated as of August 21, 2023 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), among B. Riley Financial, Inc., a Delaware corporation (“Ultimate Parent”), BR Financial Holdings, LLC, a Delaware limited liability company (the “Borrower”), each of the lenders from time to time parties hereto (the “Lenders”), Nomura Corporate Funding Americas, LLC, as administrative agent for the Lenders (in such capacity, together with its successors and permitted assigns in such capacity, the “Administrative Agent”), and Computershare Trust Company, N.A., as collateral agent for the Secured Parties (in such capacity, together with its successors and permitted assigns in such capacity, the “Collateral Agent”).

EIGHTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • February 21st, 2025 • B. Riley Financial, Inc. • Investment advice • California

THIS EIGHTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of September 6, 2024 (the “Eighth Amendment Effective Date”), is entered into by and among BRPI Acquisition Co LLC, a Delaware limited liability company, United Online, Inc., a Delaware corporation, YMax Corporation, a Delaware corporation (collectively, the “Borrowers”), the Affiliates of the Borrowers identified on the signature pages hereto (collectively, the “Secured Guarantors”), the financial institutions identified on the signature pages hereto (collectively, the “Lenders”), and Banc of California, as successor-in-interest to Banc of California, N.A., as Administrative Agent (the “Administrative Agent”), with reference to the following facts:

TENTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • February 21st, 2025 • B. Riley Financial, Inc. • Investment advice • California

THIS TENTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of September 20, 2024, is entered into by and among LINGO MANAGEMENT, LLC, a Delaware limited liability company (“Borrower”), the Affiliates of the Borrower identified on the signature pages hereto (collectively, the “Secured Guarantors”), the financial institutions identified on the signature pages hereto (collectively, the “Lenders”), and Banc of California, as successor-in-interest to Banc of California, N.A., as Administrative Agent, with reference to the following facts:

SECOND AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • February 21st, 2025 • B. Riley Financial, Inc. • Investment advice • Massachusetts

SECOND AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated as of August 19, 2024, is entered into by and among

FIFTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT
Fifth Amendment to Third Amended and Restated Credit Agreement • February 21st, 2025 • B. Riley Financial, Inc. • Investment advice • Massachusetts

FIFTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated as of September 27, 2024, is entered into by and among

ELEVENTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • February 21st, 2025 • B. Riley Financial, Inc. • Investment advice • California

THIS ELEVENTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of September 30, 2024 (the “Eleventh Amendment Effective Date”), is entered into by and among BRPI Acquisition Co LLC, a Delaware limited liability company, United Online, Inc., a Delaware corporation, YMax Corporation, a Delaware corporation (collectively, the “Borrowers”), the Affiliates of the Borrowers identified on the signature pages hereto (collectively, the “Secured Guarantors”), the financial institutions identified on the signature pages hereto (collectively, the “Lenders”), and Banc of California, as successor-in-interest to Banc of California, N.A., as Administrative Agent (the “Administrative Agent”), with reference to the following facts:

EIGHTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • February 21st, 2025 • B. Riley Financial, Inc. • Investment advice • California

THIS EIGHTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of August 22, 2024, is entered into by and among LINGO MANAGEMENT, LLC, a Delaware limited liability company (“Borrower”), the Affiliates of the Borrower identified on the signature pages hereto (collectively, the “Secured Guarantors”), the financial institutions identified on the signature pages hereto (collectively, the “Lenders”), and Banc of California, as successor-in-interest to Banc of California, N.A., as Administrative Agent, with reference to the following facts:

THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT
Third Amendment to Third Amended and Restated Credit Agreement • February 21st, 2025 • B. Riley Financial, Inc. • Investment advice • Massachusetts

THIRD AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated as of September 3, 2024, is entered into by and among

FOURTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT
Fourth Amendment to Third Amended and Restated Credit Agreement • February 21st, 2025 • B. Riley Financial, Inc. • Investment advice • Massachusetts

FOURTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated as of September 13, 2024, is entered into by and among

CONSULTING SERVICES AGREEMENT
Consulting Services Agreement • February 21st, 2025 • B. Riley Financial, Inc. • Investment advice • California

This CONSULTING SERVICES AGREEMENT (“Agreement”) entered into as of September 20, 2024 (the “Effective Date”) between B. Riley Financial, Inc., a Delaware corporation (the “Company”), and Kenny Young (“Consultant”).