Exhibit 10.3
SECOND AMENDMENT TO AMENDED AND RESTATED
INDUSTRIAL REAL PROPERTY LEASE
THIS SECOND AMENDMENT TO AMENDED AND
RESTATED INDUSTRIAL REAL PROPERTY LEASE (the “ Second
Amendment ”) made as of August 1, 2007, 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
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I T N E S S E T H:
WHEREAS, the Original Landlord and
Tenant entered into that Amended and Restated Industrial Real
Property Lease dated as of August 11, 1988, as amended by a
First Amendment to Amended and Restated Industrial Real Property
Lease by and between the Original Landlord and Tenant dated as of
January 11, 1989 (together, the “ Lease ”),
covering the entire building (consisting of approximately 156,200
square feet of rentable space) located at 82 Benning Street, West
Lebanon, New Hampshire, together with the parcels on which the
building is located; and
WHEREAS, the Lease is evidenced by a
Memorandum of Lease dated June 6, 1988 and recorded in the
Official Records of Grafton County, New Hampshire at Book 1743,
Page 486; and
WHEREAS, the property leased to
Tenant pursuant to the Lease was purchased by Landlord as of
December 30, 2003 and Landlord is now the Landlord under the
Lease; and
WHEREAS, Tenant extended the Lease
Term in accordance with the applicable provisions of the Lease for
an initial five (5) year Extension Period ending on
June 30, 2008; and
WHEREAS, Landlord and Tenant have
agreed to (a) provide for a second extension period of three
(3) years commencing as July 1, 2008 at an agreed-upon
Base Monthly Rent; (b) provide for two (2) additional
five (5) year Extension Periods under the Lease and
(c) to make certain other revisions to the Lease.
NOW, THEREFORE, in consideration of
the agreements contained herein and for other good and valuable
consideration, the receipt and sufficiency of which are hereby
acknowledged, Landlord and Tenant agree as follows:
1. Landlord Party.
Tenant acknowledges and agrees that as of December 30, 2003
all references to Landlord in the Lease refer to Benning Street,
LLC, a Delaware limited liability company, whose address is care of
First American Realty, Inc., 100 Central Street, P.O. Box 646,
Worcester, Massachusetts 01613-0646.
2. Notice Addresses. It
is acknowledged and agreed that the addresses of Landlord and
Tenant for the giving of notices pursuant to Section 16.7 of
the Lease shall be, until a further change in address by written
notice of a party, as follows:
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Landlord: |
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Benning Street, LLC |
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c/o First American Realty, Inc. |
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100 Central Street, P.O. Box 646 |
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Worcester, MA 01613-0646 |
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[Phone:(508) 798-8844] |
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[Fax: (508) 756-4080] |
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Tenant: |
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Thermal Dynamics Corporation |
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c/o Thermadyne Holdings
Corporation |
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Attn: General Counsel |
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16052 Swingley Ridge Road,
Suite 300 |
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St. Louis, MO 63017 |
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[Phone:(636)728-3133] |
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[Fax: 636-728-3010] |
3. Exercise of Second
Extension Period. Tenant hereby irrevocably exercises its
option to extend the Lease Term for the Second Extension Period and
Landlord acknowledges that the Lease Term is hereby extended for
the Second Extension Period.
4. Amendment of Certain
Lease Provisions. The Lease is amended as follows:
(a) Section 1 .l(c) of the
Lease is amended to read in its entirety as follows:
“CPI Adjustment Date.
The term “CPI Adjustment Date” shall mean the following
dates: (a) that date 121 months after the first day of
the first full calendar month following the Commencement Date;
(b) the first day of the First Extension Period; (c) the
first day of the Third Exten
