0000950153-07-000845 Sample Contracts

CITIZENS BANK OF MASSACHUSETTS LOAN AND SECURITY AGREEMENT (ALL ASSETS)
Loan and Security Agreement • April 24th, 2007 • Smith & Wesson Holding Corp • Ordnance & accessories, (no vehicles/guided missiles) • Massachusetts

THIS LOAN AND SECURITY AGREEMENT (the “Loan Agreement”) is made as of this 18th day of April, 2007 by and between Thompson Center Holding Corporation, a Delaware corporation (“Thompson Center”), Bear Lake Holdings, Inc., a Delaware corporation (“Bear Lake”), O.L. Development, Inc., a New Hampshire corporation, K.W. Thompson Tool Company, Inc., a New Hampshire corporation, Thompson/Center Arms Company, Inc., a New Hampshire corporation, and Fox Ridge Outfitters, Inc., a New Hampshire corporation, all having a mailing address of 2100 Roosevelt Avenue, Springfield, Massachusetts (hereinafter referred to as the “Borrowers”), and Citizens Bank of Massachusetts, a Massachusetts bank, having its principal place of business at 53 State Street, Boston, Massachusetts (the “Bank”).

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PATENT SECURITY AGREEMENT
Patent Security Agreement • April 24th, 2007 • Smith & Wesson Holding Corp • Ordnance & accessories, (no vehicles/guided missiles) • Massachusetts

THIS PATENT SECURITY AGREEMENT (the “Agreement”), is made as of this 18th day of April, 2007 by and between Bear Lake Holdings, Inc., a Delaware corporation, having a mailing address of 2100 Roosevelt Avenue, Springfield, Massachusetts 01102-2208 and Thompson/Center Arms Company, Inc., a New Hampshire corporation, having a mailing address of 2100 Roosevelt Avenue, Springfield, Massachusetts 01102-2208 (collectively, the “Debtor”), and Citizens Bank of Massachusetts, having its principal place of business at 53 State Street, Boston, Massachusetts (the “Secured Party”).

TRADEMARK SECURITY AGREEMENT
Trademark Security Agreement • April 24th, 2007 • Smith & Wesson Holding Corp • Ordnance & accessories, (no vehicles/guided missiles) • Massachusetts

THIS TRADEMARK SECURITY AGREEMENT (the “Agreement”), is made as of this 18th day of April, 2007 by and between Bear Lake Holdings, Inc., a Delaware corporation, having a mailing address of 2100 Roosevelt Avenue, Springfield, Massachusetts 01102-2208 and Thompson/Center Arms Company, Inc., a New Hampshire corporation, having a mailing address of 2100 Roosevelt Avenue, Springfield, Massachusetts 01102-2208 (collectively, the “Debtor”), and Citizens Bank of Massachusetts, having its principal place of business at 53 State Street, Boston, Massachusetts (the “Secured Party”).

COPYRIGHT SECURITY AGREEMENT
Copyright Security Agreement • April 24th, 2007 • Smith & Wesson Holding Corp • Ordnance & accessories, (no vehicles/guided missiles) • Massachusetts

THIS COPYRIGHT SECURITY AGREEMENT (the “Agreement”), is made as of this 18th day of April, 2007 by and between K.W. Thompson Tool Company, Inc., a New Hampshire corporation, having a mailing address of 2100 Roosevelt Avenue, Springfield, Massachusetts 01102-2208 (the “Debtor”), and Citizens Bank of Massachusetts, having its principal place of business at 53 State Street, Boston, Massachusetts (the “Secured Party”).

CITIZENS BANK OF MASSACHUSETTS REVOLVING NOTE
Revolving Note • April 24th, 2007 • Smith & Wesson Holding Corp • Ordnance & accessories, (no vehicles/guided missiles)

This Note is issued pursuant, and is subject, to the Loan Agreement, which provides, among other things, for acceleration hereof. This Note is the “Revolving Note” referred to in the Loan Agreement.

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