0000059255-07-000075 Sample Contracts

CONTRAN AMENDED AND RESTATED DEFERRED COMPENSATION TRUST (Amending, Restating and Consolidating Trust No. 1 Originally Established February 11, 1994 and Trust No. 2 Originally Established October 1, 1995) AMENDED AND RESTATED As OF JANUARY 1, 2006
Deferred Compensation Trust • August 28th, 2007 • Contran Corp • Personal credit institutions • Minnesota

This Amended and Restated Agreement (“Trust Agreement”) is made effective as of the 1st day of January, 2006 by and between Contran Corporation, a Delaware corporation (“Company”) and U.S. Bank National Association (“Trustee”);

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PLEDGE AGREEMENT
Pledge Agreement • August 28th, 2007 • Contran Corp • Personal credit institutions • Oregon

This Pledge Agreement is entered into as of October 28, 2005, by Valhi Holding Company (“VHC”) for the benefit of U.S. Bank National Association (“U.S. Bank”).

EXTENSION AND AMENDMENT AGREEMENT (2006)
Extension and Amendment Agreement • August 28th, 2007 • Contran Corp • Personal credit institutions

This Extension and Amendment Agreement (2006) (the “Agreement”) is entered into as of October 27, 2006, among CONTRAN CORPORATION (“Contran”), VALHI HOLDING COMPANY (“VHC”) (collectively, the “Contran Companies”), and U.S. BANK NATIONAL ASSOCIATION (“U.S. Bank”).

GUARANTY
Guaranty • August 28th, 2007 • Contran Corp • Personal credit institutions • Oregon

For valuable consideration, Valhi Holding Company (“VHC”) hereby unconditionally guarantees payment and performance of all obligations of Contran Corporation (“Contran”) to U.S. Bank National Association (“U.S. Bank”) under that certain Loan Agreement dated as of September 3, 1998 (as it has been modified and amended) executed by Contran in favor of U.S. Bank. That loan agreement, as previously or hereafter modified or amended, is referred to herein as the “Loan Agreement.” Capitalized terms used in this guaranty (this “Guaranty”) have the meanings assigned to those terms in the Loan Agreement, unless otherwise specified herein.

EXTENSION AND AMENDMENT AGREEMENT (2005)
Extension and Amendment Agreement • August 28th, 2007 • Contran Corp • Personal credit institutions

This Extension and Amendment Agreement (2005) (the “Agreement”) is entered into as of October 28, 2005, among CONTRAN CORPORATION (“Contran”), NATIONAL CITY LINES, INC. (“NCL”), VALHI HOLDING COMPANY (“VHC”) (collectively, the “Contran Companies”), and U.S. BANK NATIONAL ASSOCIATION (“U.S. Bank”).

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