CONSENT
Each of the undersigned has executed a Guaranty of Payment (each, a
"Guaranty") dated November 14, 1996, pursuant to which it has guaranteed
certain obligations of Armor Holdings, Inc. (the "Borrower") to Xxxxxxx Bank,
N.A. (the "Bank"). Each of the undersigned hereby consents to the
Borrower's execution of: (i) an Amended and Restated Loan Agreement (as
amended or restated from time to time, the "Restated Loan Agreement") of even
date herewith by and between the Borrower and the Bank; and (ii) a Renewal
Promissory Note (as amended, extended or renewed from time to time, the
"Renewal Note") of even date herewith in favor of the Bank in the principal
amount of $20,000,000. Each of the undersigned reaffirms its obligations under
the Guaranty executed by it, and each agrees that: (i) its obligations under
the Guaranty executed by it shall not be discharged or otherwise impaired as a
result of the Borrower's execution of the Restated Loan Agreement or the
Renewal Note; (ii) all references in each Guaranty to the "Loan Agreement"
shall mean the Restated Loan Agreement; (iii) all references in each Guaranty
to the "Note" shall mean the Renewal Note; and (iv) the obligations covered
under the Guaranty include, without limitation, all amounts now or hereafter
due under the Renewal Note (as the same may be amended, extended or renewed
from time to time) together with all other Obligations as defined in the
Guaranty (subject only to the specific limitations set forth in paragraph 23 of
each Guaranty).
Dated as of March 26, 1997.
NIK PUBLIC SAFETY, INC.
By:__________________________________
Its:______________________________
ARMOR HOLDINGS PROPERTIES, INC.
By:__________________________________
Its:______________________________
DEFENSE TECHNOLOGY CORPORATION OF
AMERICA
By:__________________________________
Its:______________________________
ACCEPTED:
XXXXXXX BANK, N.A.
By:______________________________
Its:__________________________
STATE OF GEORGIA
COUNTY OF CAMDEN
The foregoing instrument was executed, acknowledged and delivered
before me this _____ day of March, 1997, by ________________________ the
_____________________ of Nik Public Safety, Inc., on behalf of the corporation,
in Camden County,
Georgia.
------------------------------
Notary Public, State and County
aforesaid
Print Name: __________________
My Commission Expires:
[Notary Seal]
STATE OF GEORGIA
COUNTY OF CAMDEN
The foregoing instrument was executed, acknowledged and delivered
before me this _____ day of March, 1997, by ________________________ the
_____________________ of Armor Holdings Properties, Inc., on behalf of the
corporation, in Camden
County, Georgia.
------------------------------
Notary Public, State and County
aforesaid
Print Name: __________________
My Commission Expires:
[Notary Seal]
STATE OF GEORGIA
COUNTY OF CAMDEN
The foregoing instrument was executed, acknowledged and delivered
before me this _____ day of March, 1997, by ________________________ the
_____________________ of Defense Technology Corporation of America, on behalf
of the corporation, in
Camden County, Georgia.
------------------------------
Notary Public, State and County
aforesaid
Print Name: __________________
My Commission Expires:
[Notary Seal]
STATE OF GEORGIA
COUNTY OF CAMDEN
The foregoing instrument was executed, acknowledged and delivered
before me this _____ day of March, 1997, by ________________________ the
_____________________ of Xxxxxxx Bank, N.A., on behalf of the bank, in Camden
County, Georgia.
------------------------------
Notary Public, State and County
aforesaid
Print Name: __________________
My Commission Expires:
[Notary Seal]
ah1-cg
