CONSENT, AGREEMENT AND AFFIRMATION OF GUARANTY

Exhibit 10.2

CONSENT, AGREEMENT AND AFFIRMATION OF GUARANTY

Each of the undersigned Guarantors hereby consents to the terms of the foregoing Amendment and agrees that the terms of the Amendment shall not affect in any way its obligations and liabilities under any Loan Document (as such Loan Documents are amended or otherwise expressly modified by the Amendment), all of which obligations and liabilities shall remain in full force and effect and each of which is hereby reaffirmed (as amended or otherwise expressly modified by the Amendment). The Guarantors hereby confirm that the security interests and Liens granted pursuant to the Loan Documents continue to secure the Obligations including the Local Credit Facility Obligations and that such security interests and Liens remain in full force and effect.

ALLTRISTA PLASTICS CORPORATION AMERICAN HOUSEHOLD, INC. AUSTRALIAN XXXXXXX, INC. BICYCLE HOLDING, INC. BRK BRANDS, INC. CC OUTLET, INC. XXXXXXX INTERNATIONAL HOLDINGS, LLC XXXXXXX WORLDWIDE CORPORATION FIRST ALERT, INC. FISHING SPIRIT, INC. HEARTHMARK, LLC XXXXXX MOTOR CORPORATION JARDEN ACQUISITION I, INC. JARDEN ZINC PRODUCTS, INC. KANSAS ACQUISITION CORP. L.A. SERVICES, INC. LASER ACQUISITION CORP. LEHIGH CONSUMER PRODUCTS CORPORATION XXXX-XXXXXXX, INC. NIPPON XXXXXXX, INC. OUTDOOR TECHNOLOGIES CORPORATION PINE MOUNTAIN CORPORATION PURE FISHING, INC. QUOIN, LLC SI II, INC. SUNBEAM AMERICAS HOLDINGS, LLC SUNBEAM PRODUCTS, INC. THE XXXXXXX COMPANY, INC. THE UNITED STATES PLAYING CARD COMPANY USPC HOLDING, INC.
By:		/s/ Xxxx X. Xxxxx
		Name:  Xxxx X. Xxxxx Title:    Vice President