Second Amendment to Lease Agreement, dated as of January 31, 2019, by and among Ryan Boone County, LLC , American Outdoor Brands Sales Company (f/k/a Smith & Wesson Corp.) and American Outdoor Brands Corporation
Exhibit 10.4
SECOND AMENDMENT TO LEASE AGREEMENT
THIS SECOND AMENDMENT TO LEASE AGREEMENT (this "Amendment") is made and entered into effective as of the 31st day of January, 2019 (the "Amendment Date") by and between RYAN BOONE COUNTY, LLC ("Landlord"), AMERICAN OUTDOOR BRANDS SALES COMPANY, formerly known as SMITH & WESSON CORP. ("Tenant") and AMERICAN OUTDOOR BRANDS CORPORATION ("Guarantor").
RECITALS
WHEREAS, Landlord and Tenant entered into that certain Lease Agreement, dated as of October 26, 2017, as amended by that certain First Amendment to Lease Agreement dated October 25, 2018 (collectively the "Lease"), pursuant to which Tenant agreed to lease an approximately 632,774 square foot office and warehouse facility constructed by Landlord in Boone County, Missouri (the "Project"); and
WHEREAS, Guarantor executed that certain Guaranty, dated October 26, 2017 (the "Guaranty"),
WHEREAS, Landlord and Tenant desire to amend the Lease as set forth below; and
WHEREAS, Guarantor has agreed to enter into this Amendment for purposes of consenting to the terms hereof.
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:
"Incentive Agreements" means the final document and other agreements as executed by the applicable parties in connection with the issuance of the $44,000,000 Taxable Industrial Development Revenue Bonds (Smith & Wesson Corp. Project), Series 2017, as set forth on Exhibit N, attached to the Second Amendment of this Lease and incorporated herein by reference.
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"(ii) property insurance on Tenant's Alterations;"
", unless Tenant is maintaining the same pursuant to Section 11.01"
"All Leasehold mortgages shall be automatically subordinate to any mortgages entered into by Landlord, and Tenant, upon Landlord's request, shall deliver a subordination agreement from its lender in favor of Landlord's lender."
"Notwithstanding anything herein to the contrary. Tenant specifically agrees to look solely to Landlord's interest in the Premises for the recovery of any judgment from Landlord, it being agreed that Landlord (and any officers, shareholders, partners, members, managers, directors, employees, affiliates, subsidiaries or parents of Landlord) shall never be personally liable for any such judgment. Landlord shall have the right to transfer and assign, in whole or in part, all its rights and obligations hereunder and in the Premises, and in such event and upon such transfer, Landlord shall be released from any further obligations hereunder, and Tenant shall look solely to such successor in interest of Landlord for the performance of such obligations."
[SIGNATURES ON THE FOLLOWING PAGE]
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IN WITNESS WHEREOF, the undersigned have executed this Amendment as of the date first above written.
TENANT: | ||
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AMERICAN OUTDOOR BRANDS SALES COMPANY, formerly known as SMITH & WESSON CORP. | ||
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By: | /s/ Robert J. Cicero | |
Name: | Robert J. Cicero | |
Title: | SVP, GC, CCO & Secretary | |
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GUARANTOR: | ||
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AMERICAN OUTDOOR BRANDS | ||
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By: | /s/ Robert J. Cicero | |
Name: | Robert J. Cicero | |
Title: | SVP, GC, CCO & Secretary |
LANDLORD: | ||
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RYAN BOONE COUNTY, LLC | ||
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By: | /s/ Timothy M Gray | |
Name: | Timothy M Gray | |
Title: | Manager |
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