Exhibit 10.13
NORCRAFT HOLDINGS,
L.P.
3020
Denmark Ave. Suite 100
Eagan,
Minnesota 55121
October 4, 2006
Mr. Mark Buller
Buller Norcraft Holdings, L.L.C.
3020 Denmark Ave., Suite 100
Eagan, MN 55121
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Re:
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Second
Amendment to Contribution Agreement
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Dear Mark:
Reference is made to the
Contribution Agreement, dated as of October 21, 2003 (as
amended August 17, 2004, the “ Contribution
Agreement ”), by and among Norcraft Holdings, L.P, a
Delaware limited partnership (“ Holdings ”),
Norcraft Companies, L.P., a Delaware limited partnership, Buller
Norcraft Holdings, L.L.C., a Delaware limited liability company
(the “ Buller Investor ”), and Mark Buller,
David Buller, James Buller, Phil Buller, Herb Buller and Erna
Buller. Capitalized terms used herein and not otherwise defined
shall have the meanings assigned to them in the Contribution
Agreement.
This letter, when countersigned by
the Buller Investor, confirms our agreement that the Contribution
Agreement is hereby amended as set forth in this letter pursuant to
Section
