LEASE MODIFICATION AND EXTENSION
AGREEMENT
THIS LEASE
MODIFICATION AND EXTENSION AGREEMENT (the “Lease
Extension”) is made effective October 1, 2009, by and
among the BOWLING GREEN AREA ECONOMIC DEVELOPMENT AUTHORITY,
INC ., Successor by Merger to BOWLING GREEN-WARREN COUNTY
INDUSTRIAL PARK AUTHORITY, INC ., a Kentucky non-profit
corporation, 710 College Street, Bowling Green, KY 42102 (the
“Lessor”), STOODY COMPANY , a Delaware
corporation, f/k/a Stoody Deloro Stellite, Inc. (the
“Lessee”) and THERMADYNE INDUSTRIES, INC ., a
Delaware corporation, and THERMADYNE HOLDINGS CORPORATION ,
a Delaware corporation (collectively the
“Guarantor”).
A. Lessor and
Lessee are parties to that certain Lease dated October 10,
1990 (the “Original Lease”) with respect to Lot 2 in
South Central Kentucky Industrial Park, consisting of approximately
thirty-seven (37) acres together with all improvements thereon
(the “Premises”). (The Original Lease together with
this Lease Extension, collectively referred to herein as the
“Lease”)
B. Lessor and
Lessee desire to enter into this Lease Extension.
NOW THEREFORE, for
and in consideration of the mutual promises, covenants, and
conditions contained in the original Lease and this Lease Extension
and the mutual benefits to be derived by Lessor and Lessee, they
agree as follows:
1.
Extension of Term; Option to Renew . Article VI
of the Original Lease is hereby amended by amending and restating
the third, fourth and fifth sentences thereof to read in its
entirety as follows:
“The term
of Lessee’s tenancy under the Original Lease is extended by
this Lease Extension for a period of ten (10) years, beginning
October 1, 2009, and ending September 30, 2019 (the
“Extension Term”). At the conclusion of the Extension
Term, Lessee shall have an option to renew its tenancy for an
additional period of five (5) years (the “Renewal
Term”). This option to renew shall be available to Lessee
provided that Lessee is not then in default under the Lease and
provided that Lessee shall have exercised its option to renew, in
writing, no later than One Hundred Eighty (180) Days prior to
September 30, 2019. To exercise this option, Lessee shall give
Lessor written notice in accordance with Article
XVI.”
2.
Rent . Article VII, paragraph (b), is hereby
amended by adding the following subparagraph at the end
thereof:
“Rent for
the Extension Term shall be at the annual rate of $669,700.00. Rent
shall be payable by Lessee to Lessor in equal monthly installments
of $55,808.33, on the first day of each month in advance, beginning
October 1, 2009. In addition to the Rent, Lessee shall pay
Lessor during the Term, including the Extension Term and any
Renewal Term, the sum of $150.00 on the first day of each month
(the “Additional Rent”). In the event Lessee
exer
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