THL BUILDCO, INC.



                       A DELAWARE CORPORATION THAT WILL BE

                         MERGED ULTIMATELY WITH AND INTO



                                  NORTEK, INC.



             $625,000,000 8 1/2% SENIOR SUBORDINATED NOTES DUE 2014



                               PURCHASE AGREEMENT



                                                                 August 12, 2004

                                                              New York, New York



UBS Securities LLC

Credit Suisse First Boston LLC

Banc of America Securities LLC

Bear, Stearns & Co. Inc.

Sovereign Securities Corporation, LLC

     c/o UBS Securities LLC

     299 Park Avenue

     New York, New York 10171



Ladies and Gentlemen:



            THL Buildco, Inc., a Delaware corporation (the "INITIAL ISSUER"),

agrees with you as follows:



            1. Issuance of Notes. The Initial Issuer proposes, subject to and

upon the terms and conditions set forth below, to issue and sell to UBS

Securities LLC (the "REPRESENTATIVE") and the several parties named on Schedule

I hereto (together with the Representative, the "INITIAL PURCHASERS")

$625,000,000 aggregate principal amount of 8 1/2% Senior Subordinated Notes due

2014 (the "ORIGINAL NOTES").



            As part of the Transactions (as defined below), which are more fully

described under the heading "The Transactions" in the Offering Memorandum (as

defined below), the Original Notes are being offered and sold by the Initial

Issuer in connection with the purchase (the "STOCK PURCHASE") by the Initial

Issuer of all of the capital stock of Nortek Holdings, Inc., a Delaware

corporation ("PARENT"), pursuant to that certain Stock Purchase Agreement, dated

as of July 15, 2004, by and among Kelso Investment Associates VI, L.P., the

other sellers named therein, THL Buildco Holdings, Inc. and the Initial Issuer

(as amended, the "STOCK PURCHASE AGREEMENT"). On the date hereof, Parent is the

sole stockholder of Nortek, Inc., a Delaware corporation (the "COMPANY"). On the

Closing Date (as defined below), immediately following the issuance and sale of

the Original Notes to the Initial Purchasers and the Stock Purchase, the Initial

Issuer will be merged (the "FIRST MERGER") with and





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into Parent, with Parent continuing as the surviving corporation of the First

Merger, and, immediately following the First Merger, Parent will be merged (the

"SECOND MERGER") with and into the Company, with the Company continuing as the

surviving corporation (the "SURVIVING CORPORATION") of the Second Merger (the

First Merger and the Second Merger being collectively referred to herein as the

"MERGERS" and, together with the Stock Purchase, as the "ACQUISITION"; and the

agreements and other documents governing the Mergers, together with the Stock

Purchase Agreement, being collectively referred to herein, as the "ACQUISITION

DOCUMENTS"). In addition, on the Closing Date and in connection with the

Acquisition, (i) an investor group led by affiliates of Thomas H. Lee Partners,

L.P. will make cash equity investments in entities that will beneficially own,

after the Acquisition, all of the capital stock of the Surviving Corporation

(the "EQUITY FINANCING"), (ii) the Initial Issuer will enter into a new

$800,000,000 senior secured credit facility (together with all other documents

related to such facility, the "CREDIT DOCUMENTS") with UBS AG, Stamford Branch,

as administrative agent, and the lenders party thereto and (iii) notes

representing certain existing indebtedness of Parent and the Company will have

been accepted for purchase in tender offers of Parent and the Company, as

applicable, relating to such notes (the "REFINANCING"), all as more fully

described in the Offering Memorandum.



            On the Closing Date, immediately after giving effect to the

Acquisition, the Surviving Corporation shall execute and deliver a joinder

agreement (the "JOINDER AGREEMENT") substantially in the form of Exhibit C

hereto, and each of the subsidiaries of the Company listed on Schedule II hereto

(collectively, the "GUARANTORS") shall become parties hereto by executing and

delivering the Joinder Agreement. In addition, on the Closing Date, immediately

after giving effect to the Acquisition, (i) the Surviving Corporation will

execute the Original Notes and each of the Guarantors will execute a notation of

guarantee set forth thereon and (ii) the Initial Issuer, the Surviving

Corporation and the Guarantors will execute and deliver the Indenture (as

defined below) and the Registration Rights Agreement (as defined below). Upon

execution and delivery of the Original Notes and the Indenture by the

Guarantors, the Surviving Corporation's obligations under the Original Notes and

the Indenture will be, jointly and severally, unconditionally guaranteed (the

"ORIGINAL GUARANTEES"), on an unsecured senior subordinated basis, by each of

the Guarantors.



            References herein to the "ISSUERS" refer (i) prior to the

Acquisition, solely to the Initial Issuer and (ii) following the Acquisition, to

the Surviving Corporation and the Guarantors.



            The Securities (as defined below) will be offered and sold to the

Initial Purchasers pursuant to an exemption from the registration requirements

under the Securities Act of 1933, as amended (the "ACT"). The Initial Issuer has

prepared a preliminary offering memorandum, dated as of August 5, 2004 (as

amended or supplemented at the date hereof, including all exhibits thereto and

all documents incorporated by reference therein which have been prepared by

Parent and filed with the Securities and Exchange Commission (the "COMMISSION")

at the date hereof, the "PRELIMINARY OFFERING MEMORANDUM"), and a final offering

memorandum dated as of and available for distribution on the date hereof (as

amended or supplemented at the date hereof, including any and all exhibits

thereto and all documents incorporated by reference therein which have been

prepared by Parent and filed with the Commission at the date hereof, the

"OFFERING MEMORANDUM"), each relating to the Company, Parent, the Initial

Issuer, the Surviving Corporation and the Guarantors, the offering of the

Securities and the Securities.





                                     - 3 -



            Subject to the foregoing paragraph, any references herein to the

terms "AMEND," "AMENDMENT" or "SUPPLEMENT" with respect to the Offering

Memorandum shall be deemed to refer to and include any document filed under the

Securities Exchange Act of 1934, as amended (the "EXCHANGE ACT"), subsequent to

the date hereof that is incorporated by reference therein; and all references in

this Agreement to financial statements and schedules and other information which

are "CONTAINED," "INCLUDED," "STATED" or "DESCRIBED" in the Offering Memorandum

(or other references of like import) shall be deemed to mean and include all

such financial statements and schedules and other information which are included

in any document filed under the Exchange Act and incorporated by reference in

the Offering Memorandum.



            The Initial Purchasers have advised the Initial Issuer and the

Company that the Initial Purchasers intend, as soon as they deem practicable

after this Purchase Agreement (this "AGREEMENT") has been executed and

delivered, to resell (the "EXEMPT RESALES") the Securities in private sales

exempt from registration under the Act on the terms set forth in the Offering

Memorandum, as amended or supplemented, solely to (i) persons whom the Initial

Purchasers reasonably believe to be "qualified institutional buyers" ("QIBS"),

as defined in Rule 144A under the Act ("RULE 144A"), in accordance with Rule

144A and (ii) other eligible purchasers pursuant to offers and sales that occur

outside the United States within the meaning of Regulation S under the Act

("REGULATION S") in accordance with Regulation S (the persons specified in

clauses (i) and (ii), the "ELIGIBLE PURCHASERS").



            Holders (including subsequent transferees) of the Securities will

have the registration rights under the registration rights agreement (the

"REGISTRATION RIGHTS AGREEMENT"), among the Issuers and the Initial Purchasers,

to be dated the Closing Date, substantially in the form attached hereto as

Exhibit A. Under the Registration Rights Agreement, the Issuers will agree to

(i) file with the Securities and Exchange Commission (the "COMMISSION") (a) a

registration statement under the Act (the "EXCHANGE OFFER REGISTRATION

STATEMENT") relating to a new issue of debt securities (collectively with the

Private Exchange Notes (as defined in the Registration Rights Agreement), the

"EXCHANGE NOTES" and, together with the Original Notes, the "NOTES"), guaranteed

by the guarantors under the Indenture (the "EXCHANGE GUARANTEES" and, together

with the Original Guarantees, the "GUARANTEES"), to be offered in exchange for

the Original Notes and the Original Guarantees (the "EXCHANGE OFFER") and issued

under the Indenture or an indenture substantially identical to the Indenture

and/or (b) under certain circumstances set forth in the Registration Rights

Agreement, a shelf registration statement pursuant to Rule 415 under the Act

(the "SHELF REGISTRATION STATEMENT") relating to the resale by certain holders

of the Original Notes and the Original Guarantees, (ii) to use its reasonable

best efforts to cause the Exchange Offer Registration Statement and, if

applicable, the Shelf Registration Statement to be declared effective and (iii)

to use their reasonable best efforts to consummate the Exchange Offer, all

within the time periods specified in the Registration Rights Agreement.



            References herein to the "SECURITIES" refer (i) prior to the

Acquisition, solely to the Notes, and (ii) upon the consummation of the

Acquisition and after giving effect thereto, to the Notes and the Guarantees.

The Securities will be issued pursuant to an indenture (the "INDENTURE"), to be

dated the Closing Date (as defined herein), among the Issuers and U.S. Bank

National Association, as trustee (the "TRUSTEE").



            This Agreement, the Notes, the Guarantees, the Indenture, the

Registration Rights Agreement and the Joinder Agreement are hereinafter

sometimes referred to collectively as the "NOTE





                                     - 4 -



DOCUMENTS." The Note Documents, the Acquisition Documents and the Credit

Documents are hereinafter sometimes referred to collectively as the "TRANSACTION

DOCUMENTS." The issuance and sale of the Securities, the Acquisition, the Equity

Financing, the effectiveness of the Credit Documents and the initial borrowings

thereunder and the Refinancing are collectively referred to as the

"TRANSACTIONS."



            2. Agreements to Sell and Purchase. On the basis of the

representations, warranties and covenants contained in this Agreement, and

subject to the terms and conditions contained in this Agreement, the Initial

Issuer agrees to issue and sell to the Initial Purchasers, and each of the

Initial Purchasers, severally and not jointly, agrees to purchase from the

Initial Issuer, the aggregate principal amount of Original Notes set forth

opposite its name on Schedule I attached hereto. The purchase price for the

Original Notes shall be 97.25% of their principal amount.



            3. Delivery and Payment. Payment of the purchase price for the

Original Notes and the Original Guarantees shall be made at 9:00 a.m., New York

time, on August 27, 2004 (such date, the "CLOSING DATE") at the offices of Ropes

& Gray LLP, 45 Rockefeller Plaza, New York, New York 10111, against delivery

thereof on the Closing Date. The Closing Date and the location of delivery of

and the form of payment for the Original Notes and the Original Guarantees may

be varied by mutual agreement between the Initial Purchasers and the Initial

Issuer.



            The Original Notes and the Original Guarantees shall be delivered by

the Issuers to the Initial Purchasers (or as the Initial Purchasers direct)

through the facilities of The Depository Trust Company against payment by the

Initial Purchasers of the purchase price therefor by means of wire transfer of

immediately available funds to such account or accounts specified by the Initial

Issuer in accordance with Section 8(h) on or prior to the Closing Date, or by

such means as the parties hereto shall agree prior to the Closing Date. The

Original Notes and the Original Guarantees shall be evidenced by one or more

certificates in global form registered in such names as the Initial Purchasers

may request upon at least one business day's notice prior to the Closing Date

and having an aggregate principal amount corresponding to the aggregate

principal amount of the Original Notes and the Original Guarantees.



            4. Agreements of the Issuers. The Initial Issuer, prior to the

Acquisition, and the Surviving Corporation and the Guarantors, jointly and

severally, following the consummation of the Acquisition, covenant and agree

with the Initial Purchasers as follows:



            (a) To furnish the Initial Purchasers and those persons identified

      by the Initial Purchasers, without charge, with as many copies of the

      Preliminary Offering Memorandum and the Offering Memorandum, and any

      amendments or supplements thereto, as the Initial Purchasers may

      reasonably request. The Issuers consent to the use of the Preliminary

      Offering Memorandum and the Offering Memorandum, and any amendments and

      supplements thereto, by the Initial Purchasers in connection with Exempt

      Resales.



            (b) Not to make any changes or additions to the information

      contained in the Offering Memorandum from the corresponding information

      contained in the Preliminary Offering Memorandum other than (i) changes

      and additions to reflect pricing information with respect to the

      Securities and (ii) such other changes and additions as to which the

      Representative





                                     - 5 -



      shall have consented (such consent not to be unreasonably withheld or

      delayed). Not to amend or supplement the Offering Memorandum prior to the

      Closing Date unless (i) the Initial Purchasers shall previously have been

      advised of such proposed amendment or supplement at least two business

      days prior to the proposed use and (ii) shall not have objected to, or

      shall have consented to (such consent not to be unreasonably withheld or

      delayed), such amendment or supplement.



            (c) If, prior to the time that the Initial Purchasers have completed

      their distribution of the Securities, any event shall occur and, as a

      result thereof, in the judgment of the Issuers or in the judgment of

      counsel to the Initial Purchasers, the Offering Memorandum, as then

      amended or supplemented, would include any untrue statement of a material

      fact or omit to state a material fact necessary in order to make the

      statements in the Offering Memorandum, as then amended or supplemented, in

      the light of the circumstances under which they are made, not misleading,

      or if it is necessary to amend or supplement the Offering Memorandum to

      comply with all applicable laws, the Issuers shall promptly notify the

      Initial Purchasers of such event and (subject to Section 4(b)) prepare an

      appropriate amendment or supplement to the Offering Memorandum so that (i)

      the statements in the Offering Memorandum, as amended or supplemented,

      will not contain any untrue statement of a material fact or omit to state

      any material fact necessary in order to make the statements therein, in

      the light of the circumstances at the time that the Offering Memorandum is

      delivered to prospective Eligible Purchasers, not misleading and (ii) the

      Offering Memorandum will comply with applicable law.



            (d) To qualify or register the Securities under the securities laws

      of such jurisdictions as the Initial Purchasers may request and to

      continue such qualification in effect so long as required for the Exempt

      Resales. Notwithstanding the foregoing, no Issuer shall be required to

      qualify as a foreign corporation in any jurisdiction in which it is not so

      qualified or to execute a general consent to service of process in any

      such jurisdiction or subject itself to taxation in excess of a nominal

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