hzo-ex1021o_372.htm



Exhibit 10.21 (o)

 

NOTE: PORTIONS OF THIS EXHIBIT INDICATED BY “[****]” ARE SUBJECT TO A CONFIDENTIAL         TREATMENT REQUEST, AND HAVE BEEN OMITTED FROM THIS EXHIBIT.  COMPLETE, UNREDACTED COPIES OF THIS EXHIBIT HAVE BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION AS PART OF THIS COMPANY’S CONFIDENTIAL TREATMENT REQUEST.

 

THIRD AMENDMENT TO SECOND AMENDED AND RESTATED 

INVENTORY FINANCING AGREEMENT [****]

 

THIS AMENDMENT (the “Amendment”), dated this 22nd day of October, 2016, is a Third Amendment to that certain Second Amended and Restated Inventory Financing Agreement dated October 30, 2015, as amended by that certain First Amendment to Second Amended and Restated Inventory Financing Agreement (the “First Amendment”) dated March 31, 2016 and that certain Second Amendment to Second Amended and Restated Inventory Financing Agreement dated June 9, 2016 (as further amended, supplemented or otherwise modified from time to time, the “Financing Agreement”) [****] entered into by and among the undersigned Dealers (each, individually, a “Dealer” and, collectively, “Dealers”), Wells Fargo Commercial Distribution Finance LLC (in its individual capacity, “CDF”) as Agent (CDF, in such capacity as agent, is herein referred to as “Agent”) for the several financial institutions that are parties to the Financing Agreement or may from time to time become a party to the Financing Agreement (collectively, the “Lenders” and individually each a “Lender”) and for itself as a Lender, and such Lenders.

WHEREAS, the parties hereto desire to amend the Financing Agreement [****] in certain respects;

NOW THEREFORE, in consideration of the premises and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by the parties, the parties hereby agree as follows:

1.With respect to [****], Section 2.a. of the First Amendment to the Inventory Financing Agreement is hereby deleted in its entirety and replaced with the following:

“a.The sum of all Outstandings and Open Approvals with respect to [****] shall not at any time exceed [****].”

2.[****]

3.Each reference in the Financing Agreement, [****], the Program Terms Letter, and any other document, instrument or agreement related thereto or executed in connection therewith (collectively, the “Documents”) to the Financing Agreement [****] shall be deemed to refer to the Financing Agreement [****] as amended by this Amendment. Capitalized terms used but not otherwise defined herein shall have the meanings assigned to them in the Financing Agreement.  

4.Each Dealer hereby ratifies and confirms the Financing Agreement [****], as amended hereby, and each other Document executed by such Dealer in all respects.

5.Each Dealer hereby unconditionally releases, acquits, waives, and forever discharges Agent and the Lenders and their successors, assigns, directors, officers, agents, employees, representatives and attorneys from any and all liabilities, claims, causes of action or defenses, if any, and for any action taken or for any failure to take any action, existing at any time prior to the execution of this Amendment.

6.This Amendment shall be binding upon, inure to the benefit of and be enforceable by the parties hereto and their participants, successors and assigns.  

 



NOTE: PORTIONS OF THIS EXHIBIT INDICATED BY “[****]” ARE SUBJECT TO A CONFIDENTIAL TREATMENT REQUEST, AND HAVE BEEN OMITTED FROM THIS EXHIBIT.  COMPLETE, UNREDACTED COPIES OF THIS EXHIBIT HAVE BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION AS PART OF THIS COMPANY’S CONFIDENTIAL TREATMENT REQUEST.

 

7.This Amendment may be executed in any number of counterparts, each of which counterparts, once they are executed and delivered, shall be deemed to be an original and all of which counterparts, taken together, shall constitute but one and the same agreement.  This Amendment may be executed by any party to this Amendment by original signature, facsimile and/or electronic signature. 

 

[Signature Pages Follow]




 



NOTE: PORTIONS OF THIS EXHIBIT INDICATED BY “[****]” ARE SUBJECT TO A CONFIDENTIAL TREATMENT REQUEST, AND HAVE BEEN OMITTED FROM THIS EXHIBIT.  COMPLETE, UNREDACTED COPIES OF THIS EXHIBIT HAVE BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION AS PART OF THIS COMPANY’S CONFIDENTIAL TREATMENT REQUEST.

 

IN WITNESS WHEREOF, the parties hereto have duly executed this Amendment as of the date first above written.  

 


			
	
MARINEMAX, INC.,

a Florida corporation
	
 

	
 

 
	
 

	
By:
	
/s/ Michael H. McLamb
	
 

	
Print Name:
	
Michael H. McLamb
	
 

	
Title:
	
Executive Vice President, Chief Financial Officer, Secretary
	
 

	
Tax ID:
	
59-3496957
	
 

	
Org. ID (if any):   2849981 8100
	
 

	
Chief Executive Office and Principal Place of Business:
	
2600 McCormick Drive

	
 
	
Clearwater, FL 33759

	
 

 

MARINEMAX EAST, INC.,

a Delaware corporation
	
 

	
 

 
	
 

	
By:
	
/s/ Michael H. McLamb
	
 

	
Print Name:
	
Michael H. McLamb
	
 

	
Title:
	
President, Secretary, Treasurer 
	
 

	
Tax ID:
	
94-3382331
	
 

	
Org. ID (if any):   3332179 8100
	
 

	
Chief Executive Office and Principal Place of Business:
	
2600 McCormick Drive

	
 
	
Clearwater, FL 33759

	
 

 

MARINEMAX SERVICES, INC.,

a Delaware corporation
	
 

	
 

 
	
 

	
By:
	
/s/ Michael H. McLamb
	
 

	
Print Name:
	
Michael H. McLamb
	
 

	
Title:
	
Vice President, Secretary, Treasurer 
	
 

	
Tax ID:
	
74-2979572
	
 

	
Org. ID (if any):   3331764 8100
	
 

	
Chief Executive Office and Principal Place of Business:
	
2600 McCormick Drive

	
 
	
Clearwater, FL 33759




 


			
	

MARINEMAX NORTHEAST, LLC,

a Delaware limited liability company
	
 

	
 

 
	
 

	
By:
	
/s/ Michael H. McLamb
	
 

	
Print Name:
	
Michael H. McLamb
	
 

	
Title:
	
President, Secretary, Treasurer 
	
 

	
Tax ID:
	
26-0668571
	
 

	
Org. ID (if any):   4402087 8100
	
 

	
Chief Executive Office and Principal Place of Business:
	
2600 McCormick Drive




 



NOTE: PORTIONS OF THIS EXHIBIT INDICATED BY “[****]” ARE SUBJECT TO A CONFIDENTIAL TREATMENT REQUEST, AND HAVE BEEN OMITTED FROM THIS EXHIBIT.  COMPLETE, UNREDACTED COPIES OF THIS EXHIBIT HAVE BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION AS PART OF THIS COMPANY’S CONFIDENTIAL TREATMENT REQUEST.

 


			
	
 
	
Clearwater, FL 33759

	
 

 

BOATING GEAR CENTER, LLC,

a Delaware limited liability company
	
 

	
By: MARINEMAX EAST, INC.,

      the sole member of Boating Gear Center, LLC
	
 

	
 

 
	
 

	
By:
	
/s/ Michael H. McLamb
	
 

	
Print Name:
	
Michael H. McLamb
	
 

	
Title:
	
President, Secretary, Treasurer 
	
 

	
Tax ID:
	
20-2113374
	
 

	
Org. ID (if any):   3908460 8100
	
 

	
Chief Executive Office and Principal Place of Business:
	
2600 McCormick Drive

	
 
	
Clearwater, FL 33759

	
 

 

US LIQUIDATORS, LLC
	
 

	
a Delaware limited liability company

 

By: MARINEMAX, INC., 

       the sole member of US Liquidators, LLC
	
 

	
 

 

By:
	
/s/ Michael H. McLamb
	
 

	
Print Name:
	
Michael H. McLamb
	
 

	
Title:
	
Executive Vice President, Chief Financial Officer, Secretary 
	
 

	
Tax ID:
	
20-5817473
	
 

	
Org. ID (if any):   4242668 8100
	
 

	
Chief Executive Office and Principal Place of Business:
	
2600 McCormick Drive

	
 
	
Clearwater, FL 33759




 

 

 

MY WEB SERVICES, LLC,

a Delaware limited liability company

 


			
	
By: MARINEMAX, INC., 

       the sole member of My Web Services, LLC
	
 

	
 

 
	
 

	
By:
	
/s/ Michael H. McLamb
	
 

	
Print Name:
	
Michael H. McLamb
	
 

	
Title:
	
Executive Vice President, Chief Financial Officer, Secretary 
	
 

	
Tax ID:
	
27-4689836
	
 

	
Org. ID (if any):   4933499
	
 

	
Chief Executive Office and Principal Place of Business:
	
2600 McCormick Drive

	
 
	
Clearwater, FL 33759




 

 



NOTE: PORTIONS OF THIS EXHIBIT INDICATED BY “[****]” ARE SUBJECT TO A CONFIDENTIAL TREATMENT REQUEST, AND HAVE BEEN OMITTED FROM THIS EXHIBIT.  COMPLETE, UNREDACTED COPIES OF THIS EXHIBIT HAVE BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION AS PART OF THIS COMPANY’S CONFIDENTIAL TREATMENT REQUEST.

 

 

 

MARINEMAX CHARTER SERVICES, LLC,

a Delaware limited liability company


			
	
By: MARINEMAX EAST, INC., 

       the sole member of MarineMax Charter Services, 

       LLC
	
 

	
 
	
 

	
By:
	
/s/ Michael H. McLamb
	
 

	
Print Name:
	
Michael H. McLamb
	
 

	
Title:
	
President, Secretary, Treasurer 
	
 

	
Tax ID:
	
45-3265782
	
 

	
Org. ID (if any):   5037331
	
 

	
Chief Executive Office and Principal Place of Business:
	
2600 McCormick Drive

	
 
	
Clearwater, FL 33759

	
 

 
	
 

	
NEWCOAST FINANCIAL SERVICES, LLC,
	
 

	
a Delaware limited liability company

 

By: MARINEMAX EAST, INC., 

       the sole member of Newcoast Financial Services, LLC

 

 
	
 

	
By:
	
/s/ Michael H. McLamb
	
 

	
Print Name:
	
Michael H. McLamb
	
 

	
Title:
	
President, Secretary, Treasurer 
	
 

	
Tax ID:
	
59-3529057
	
 

	
Org. ID (if any):   2920730 8100
	
 

	
Chief Executive Office and Principal Place of Business:
	
2600 McCormick Drive

	
 
	
Clearwater, FL 33759




 

 




 



NOTE: PORTIONS OF THIS EXHIBIT INDICATED BY “[****]” ARE SUBJECT TO A CONFIDENTIAL TREATMENT REQUEST, AND HAVE BEEN OMITTED FROM THIS EXHIBIT.  COMPLETE, UNREDACTED COPIES OF THIS EXHIBIT HAVE BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION AS PART OF THIS COMPANY’S CONFIDENTIAL TREATMENT REQUEST.

 

 

 

AGENT AND LENDER:

 


		
	
 

WELL FARGO COMMERCIAL DISTRIBUTION FINANCE LLC

	
 

 

	
By:
	
/s/ Hasan Zapar

	
Print Name:
	
Hasan Zapar

	
Title:
	
Senior Credit Director




 

 

LENDERS:

 


		
	
 

BANK OF THE WEST, INC.

	
 

 

	
By:
	
 /s/ Ryan Mauser    

	
Print Name:
	
Ryan Mauser

	
Title:
	
Vice President

	
 

 

M&T BANK

	
 

 

	
By:
	
/s/ Brendan Kelly     

	
Print Name:
	
Brendan Kelly    

	
Title:
	
Vice President