0001294606-12-000126 Sample Contracts

BENNING STREET, LLC c/o First American Realty, Inc. Worcester, MA 01613-0626 December 20, 2010
Real Property Lease • March 30th, 2012 • Thermadyne Holdings Corp /De • Machine tools, metal cutting types

This letter is with reference to the Lease, as amended by Third Amendment to Amended and Restated Industrial Real Property Lease ·dated as of December 1, 2010 (the "Third Amendment").

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AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • March 30th, 2012 • Thermadyne Holdings Corp /De • Machine tools, metal cutting types

The Executive Employment Agreement (as amended from time to time the “Agreement”) was entered into on July 14, 2009, by and among Thermadyne Holdings Corporation (“Holdings”), a Delaware corporation, and Nick H. Varsam (“Employee”) and amended as of December 22, 2011. The Agreement is hereby further amended as follows, effective as of the date hereof:

AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • March 30th, 2012 • Thermadyne Holdings Corp /De • Machine tools, metal cutting types

The Executive Employment Agreement (as amended from time to time the “Agreement”) was entered into on July 12, 2007, by and among Thermadyne Holdings Corporation (“Holdings”), a Delaware corporation, and Terry A. Moody (“Employee”), and was previously amended on December 31, 2008, December 3, 2010 and December 15, 2011. The Agreement is hereby further amended as follows, effective as of the date hereof:

SECOND AMENDMENT REGARDING IRC § 409A TO EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • March 30th, 2012 • Thermadyne Holdings Corp /De • Machine tools, metal cutting types

The Executive Employment Agreement (as amended from time to time the “Agreement”) was entered into on July 12, 2007, by and among Thermadyne Holdings Corporation (“Holdings”), a Delaware corporation, and Terry A. Moody (“Employee”), and was previously amended twice. The Agreement is hereby amended as follows, effective as of the date hereof, such that, consistent with the intent of the parties, the Agreement will comply with relevant provisions of Section 409A of the Internal Revenue Code of 1986, as amended:

THIRD AMENDMENT TO AMEDED AND RESTATED INDUSTRIAL REAL PROPERTY LEASE
Industrial Real Property Lease • March 30th, 2012 • Thermadyne Holdings Corp /De • Machine tools, metal cutting types

THIS THIRD AMENDMENT TO AMENDED AND RESTATED INDUSTRIAL REAL PROPERTY LEASE (the “Third Amendment”) made as of December 1, 2010, by and between BENNING STREET, LLC, a Delaware limited liability company (“Landlord”), whose address is care of First American Realty, Inc., 100 Central Street, P.O. Box 646, Worcester, Massachusetts 01613-0646, successor in interest to NATIONAL WAREHOUSE INVESTMENT COMPANY (the “Original Landlord”), and THERMAL DYNAMICS CORPORATION, a Delaware corporation (“Tenant”), whose address is 16052 Swingley Ridge Road, St. Louis, Missouri 63017

AMENDMENT REGARDING IRC § 409A TO AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • March 30th, 2012 • Thermadyne Holdings Corp /De • Machine tools, metal cutting types

The Amended and Restated Executive Employment Agreement entered into as of August 17, 2009 (as amended as of December 3, 2010, the "Agreement") by and among Thermadyne Holdings Corporation ("Holdings"), a Delaware corporation, and the subsidiaries of Holdings (together with Holdings, "Employer"), and Martin Quinn ("Employee"), is hereby amended as follows, effective as of the date hereof, such that, consistent with the intent of the parties, the Agreement will comply with relevant provisions of Section 409A of the Internal Revenue Code of 1986, as amended:

AMENDMENT NO. 1 TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • March 30th, 2012 • Thermadyne Holdings Corp /De • Machine tools, metal cutting types • New York

This AMENDMENT NO. 1 TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”), dated as of September 2, 2011, by and among by and among THERMADYNE HOLDINGS CORPORATION, a Delaware corporation, as a Borrower and as successor by merger to RAZOR MERGER SUB INC. (“Thermadyne Holdings”), THERMADYNE INDUSTRIES, INC., a Delaware corporation (“Thermadyne Industries”), VICTOR EQUIPMENT COMPANY, a Delaware corporation (“Victor”), THERMADYNE INTERNATIONAL CORP., a Delaware corporation (“International”), THERMADYNE DYNAMICS CORPORATION, a Delaware corporation (“Dynamics”) and STOODY COMPANY, a Delaware corporation (“Stoody”, and, together with Thermadyne Holdings, Thermadyne Industries, Victor, International, and Dynamics, collectively the “Borrowers” and each, individually, a “Borrower”), General Electric Capital Corporation, a Delaware corporation (“Agent”), and the Persons signatory hereto as Lenders. Unless otherwise specified herein, capitalized terms used in this Amendment shall ha

AMENDMENT REGARDING IRC § 409A TO EXECUTIVE EMPLOYMENT AGREEMENT
Executive Employment Agreement • March 30th, 2012 • Thermadyne Holdings Corp /De • Machine tools, metal cutting types

The Executive Employment Agreement (as amended from time to time the “Agreement”) was entered into on July 14, 2009, by and among Thermadyne Holdings Corporation (“Holdings”), a Delaware corporation, and Nick H. Varsam (“Employee”). The Agreement is hereby amended as follows, effective as of the date hereof, such that, consistent with the intent of the parties, the Agreement will comply with relevant provisions of Section 409A of the Internal Revenue Code of 1986, as amended:

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