Amendment No. 2 to the Transition Services Agreement, made and entered into effective as of December 18, 2018, between NACCO Industries, Inc. and Hamilton Beach Brands Holding Company

THIS AMENDMENT NO. 2 to the Transition Services Agreement, dated as of September 29, 2017 (“Agreement”), is made and entered into effective as of December 18, 2018, by and between NACCO Industries, Inc. (“NACCO”) and Hamilton Beach Brands Holding Company (“HBBHC”). Capitalized words not defined herein have the meaning assigned to them in the Agreement.

WHEREAS, NACCO and HBBHC are parties to the Agreement, as amended by Amendment No. 1 to the Agreement, made and entered into effective as of September 28, 2018, pursuant to which NACCO and its Subsidiaries provide Transition Services upon the terms and conditions set forth in the Agreement; and

WHEREAS, NACCO and HBBHC desire for NACCO and its Subsidiaries to continue to provide certain Transition Services during the Subsequent Transition Period.

NOW, THEREFORE, in consideration of the foregoing and the covenants and agreements set forth herein, NACCO and HBBHC hereby agree as follows:

2.    The Transition Period for each Transition Service set forth in the Schedule A added to the Agreement pursuant to this Amendment shall commence on and expire as of the respective dates set forth in such Schedule A.

3.    Except as amended by this Amendment, all terms and conditions of the Agreement shall remain in full force and effect.

IN WITNESS WHEREOF, each of the signatories hereto has caused this Agreement to be signed by its duly authorized officer as of the date first above written.