0001193125-06-057785 Sample Contracts

Severance Agreement
Severance Agreement • March 17th, 2006 • Goodman Global Holdings, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip • Delaware

This Severance Agreement (the “Agreement”), effective as of November 18, 2004, is made by and between (the “Executive”) and Goodman Global Holdings, Inc., a Delaware corporation, formerly known as Frio, Inc. (“Goodman Global”), and any of its subsidiaries and Affiliates as may employ Executive from time to time (collectively, and together with any successor thereto, the “Company”).

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FIRST AMENDMENT TO SEVERANCE AGREEMENT
Severance Agreement • March 17th, 2006 • Goodman Global Holdings, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip

This First Amendment to the Severance Agreement, dated as of February , 2006, and effective only upon the date of the consummation of the first public underwritten offering of equity securities by Goodman Global, Inc., a Delaware corporation (the “Company”), pursuant to an effective registration statement filed by the Company with the United States Securities and Exchange Commission (other than on Forms S-4 or S-8 or successors to such forms), is made by and between Company, and (the “Executive”).

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 17th, 2006 • Goodman Global Holdings, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip

This First Amendment to the Employment Agreement, dated as of February 6, 2006, and effective only upon the date of the consummation of the first public underwritten offering of equity securities by Goodman Global, Inc., a Delaware corporation (the “Company”), pursuant to an effective registration statement filed by the Company with the United States Securities and Exchange Commission (other than on Forms S-4 or S-8 or successors to such forms), is made by and between Company, and Lawrence M. Blackburn (the “Executive”).

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 17th, 2006 • Goodman Global Holdings, Inc. • Air-cond & warm air heatg equip & comm & indl refrig equip

This First Amendment to the Employment Agreement, dated as of March 7, 2006, and effective only upon the date of the consummation of the first public underwritten offering of equity securities by Goodman Global, Inc., a Delaware corporation (the “Company”), pursuant to an effective registration statement filed by the Company with the United States Securities and Exchange Commission (other than on Forms S-4 or S-8 or successors to such forms), is made by and between Company, and Charles A. Carroll (the “Executive”).

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