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                                                                    Exhibit 10.9


                                                                  EXECUTION COPY

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                       THIRD AMENDMENT TO CREDIT AGREEMENT

                           Dated as of March 11, 2002

                                     Between

                                MASKA U.S., INC.
                                   as Borrower

                                       and


                       THE CREDIT PARTIES SIGNATORY HERETO
                                as Credit Parties

                                       and

                     THE LENDERS UNDER THE CREDIT AGREEMENT
                                   as Lenders

                                       and

                      GENERAL ELECTRIC CAPITAL CORPORATION
                               as Agent and Lender


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                          Osler, Hoskin & Harcourt LLP



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                       THIRD AMENDMENT TO CREDIT AGREEMENT

This Third Amendment to Credit Agreement (this "THIRD AMENDMENT") is dated as of
March 11, 2002, between

                  MASKA U.S. INC., a Vermont corporation ("BORROWER" or "MASKA
                  US")

                                       and

                  THE CREDIT PARTIES SIGNATORY HERETO ("CREDIT PARTIES")

                                       and

                  THE LENDERS SIGNATORY HERETO ("LENDERS")

                                       and

                  GENERAL ELECTRIC CAPITAL CORPORATION, a New York corporation,
                  as Agent for the Lenders ("AGENT")

RECITALS

A. Borrower (the corporation surviving from the merger of SHC Hockey Inc. into
Maska U.S., Inc.), Credit Parties, Agent and Lenders are parties to a Credit
Agreement made as of November 19, 1998 (as amended, restated, supplemented and
otherwise modified as of the date hereof, the "EXISTING CREDIT AGREEMENT").

B. Sport Maska Inc. ("MASKA CANADA"), Credit Parties, General Electric Capital
Canada Inc. and certain lenders are also party to a Credit Agreement made
November 19, 1998 (as amended, supplemented, restated and otherwise modified as
of the date hereof, the "CANADIAN FACILITY AGREEMENT").

C. Maska Canada, The Hockey Company ("ULTIMATE PARENT"), Caisse de depot et
placement du Quebec, as agent and lender and Montreal Trust Company, as paying
agent, are parties to a Credit Agreement dated as of November 19, 1998 (the
"TERM LOAN AGREEMENT"), as amended and restated by the Amended and Restated
Credit Agreement entered into on March 14, 2001 (the "AMENDED AND RESTATED TERM
LOAN AGREEMENT").

D. Maska Canada and Ultimate Parent have issued, or will be issuing, units
("UNITS"), which will consist of US$ 62,500,000 principal amount of 11.25%
senior secured notes, due 2009, of Ultimate Parent (the "ULTIMATE PARENT SENIOR
NOTES") and US$ 62,500,000 principal amount of 11.25% senior secured notes, due
2009 of Borrower (the "MASKA CANADA SENIOR NOTES" and, together with the
Ultimate Parent Senior Notes, the "SENIOR NOTES"). The Units have been issued,
or will be issued, under an indenture (the "INDENTURE"), among INTER ALIA,
Ultimate Parent, Maska Canada, certain subsidiaries of Ultimate Parent and Maska
Canada, including


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Borrower, as guarantors, and the Person named as Indenture Trustee therein (the
"INDENTURE TRUSTEE").

E. The Ultimate Parent Senior Notes will be senior secured obligations of
Ultimate Parent, ranking senior in right of payment to all of Ultimate Parent's
subordinated indebtedness and ranking PARI PASSU in right of payment with all of
Ultimate Parent's other senior indebtedness, including indebtedness under the
Existing Credit Agreement and the Canadian Facility Agreement. The Maska Canada
Senior Notes will be senior secured obligations of Maska Canada, ranking senior
in right of payment to all of Maska Canada's subordinated indebtedness and
ranking PARI PASSU in right of payment with all of Maska Canada's other senior
indebtedness, including indebtedness under the Existing Credit Agreement and the
Canadian Facility Agreement. The obligations of Ultimate Parent and Maska Canada
under the Senior Notes and the Indenture (as well as the obligations of certain
subsidiaries of Ultimate Parent and Maska Canada, including Borrower, who have
guaranteed Ultimate Parent's and Maska Canada's obligations under the Senior
Notes and the Indenture) will be secured pursuant to security granted in favour
of one or more of a fonde de pouvoir, a collateral agent, a trustee and/or
similar Person acting on behalf of the holders of the Senior Notes.

F. Part of the net proceeds from the sale of the Units will be used by Ultimate
Parent and Maska Canada to (i) repay in full the amounts owing to the Caisse
Secured Parties under the Amended and Restated Term Loan Agreement, and (ii)
repay certain Indebtedness owing under the Existing Credit Agreement and the
Canadian Facility Agreement, all as more particularly described in Schedule "A"
attached hereto.

G. Borrower has requested amendments to and waivers of certain provisions of the
Existing Credit Agreement (as well as the Canadian Facility Agreement) in
connection with the foregoing.

H. Agent and Lenders have agreed to grant Borrower's request on the terms and
subject to the conditions contained in this Third Amendment.

FOR VALUE RECEIVED, the parties agree as follows:

SECTION 1 - INTERPRETATION

1.1    DEFINITIONS

Capitalized terms used and not defined in this Third Amendment have the meanings
given to them in the Existing Credit Agreement and the term "EFFECTIVE DATE" has
the meaning given to that term in Section 10.1 of this Third Amendment.

1.2    INCORPORATION INTO EXISTING CREDIT AGREEMENT

The Existing Credit Agreement and this Third Agreement shall henceforth be read
together and shall have the effect as if all the provisions of such agreements
were contained in one agreement.

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SECTION 2 - AMENDMENTS OF SECTION 1.3 OF CREDIT AGREEMENT

2.1    AMENDMENT OF SECTION 1.3 - PREPAYMENTS

(1)    On and after the Effective Date, Section 1.3(a.1) is inserted into the
       Existing Credit Agreement immediately following Section 1.3(a) as
       follows:

       "(a.1) CLEAN DOWN. Borrower shall cause the sum of the outstanding
       principal amount of the Loans under this Agreement and the Loans under
       the Canadian Facility Agreement to be repaid to the extent so required by
       the Indenture.".

(2)    On and after the Effective Date, Section 1.3(b)(ii) is amended and
       restated as follows:

       "Immediately upon receipt by any Credit Party of cash proceeds of any
       asset disposition (including condemnation proceeds, but excluding
       proceeds of asset dispositions permitted by SECTION 6.8(A)) or any sale
       of Stock of any Subsidiary of any Credit Party, Borrower shall, subject
       to the Intercreditor Agreement, prepay the Loans (in the case of proceeds
       pertaining to any Credit Party other than Borrower, to be applied ratably
       to all of the Loans owing by Borrower) in an amount equal to all (except
       as set forth in the last sentence of this clause (b)) such cash proceeds,
       net of (A) commissions and other reasonable and customary transaction
       costs, fees, discounts and expenses properly attributable to such
       transaction and payable by a Credit Party in connection therewith (in
       each case, paid to non-Affiliates) including, without limitation,
       reasonable and customary fees payable to legal counsel, accountants and
       other professionals, (B) transfer taxes, (C) amounts payable to holders
       of senior Liens with respect to any asset subject to such disposition (to
       the extent such Liens constitute Permitted Encumbrances; except that,
       with respect to any amount payable to the Collateral Agent, such amount
       may only be paid to the Collateral Agent if the Collateral Agent has
       given the requisite notice pursuant to the Intercreditor Agreement), if
       any, (D) an appropriate reserve for income taxes in accordance with GAAP
       in connection therewith, and (E) such other reserves as Agent may permit
       from time to time, acting reasonably, including for indemnification
       obligations or amounts held in escrow. If Ultimate Parent shall receive
       any such proceeds, Borrower shall prepay the Loans in an amount equal to
       the net amount, as calculated above, multiplied by a fraction equal to
       the aggregate outstanding amount of the Loans, divided by the sum of the
       aggregate outstanding amount of the Loans, plus the revolving loans,
       swing line loans and letter of credit obligations under the Canadian
       Facility. Any such prepayment shall be applied in accordance with CLAUSE
       (C) below. Notwithstanding anything else herein or in the Canadian
       Facility Agreement to the contrary, the proceeds of any sale of assets
       which are the subject of a first ranking Lien in favour of the Collateral
       Agent (to the extent that such Liens constitute Permitted Encumbrances)
       may be used to repurchase replacement assets to the extent permitted
       under the Indenture; PROVIDED, that such sale of assets is permitted
       pursuant to Sections 6.8(b) and (c) hereof and no Default or Event of
       Default shall have occurred and be continuing or would result
       therefrom.".

(3)    On and after the Effective Date, Section 1.3(b)(iii) is amended and
       restated as follows:

       "If Ultimate Parent issues Stock, no later than the Business Day
       following the date of receipt of the proceeds thereof, and subject to the
       right of Maska Canada and Ultimate

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       Parent to prepay up to thirty-three and one third percent (33 1/3%) of
       the principal amount of the Senior Notes as provided for in the
       Indenture, Borrower shall prepay the Loans, to be applied ratably to all
       of the Loans owing by Borrower, in an amount equal to all such proceeds,
       net of underwriting discounts and commissions and other reasonable costs
       paid to non-Affiliates in connection therewith, multiplied by a fraction
       equal to the aggregate outstanding amount of the Loans divided by the sum
       of the aggregate outstanding amount of the Loans plus the revolving
       loans, swing line loans and letter of credit obligations under the
       Canadian Facility. Any such prepayment shall be applied in accordance
       with CLAUSE (C) below."

SECTION 3 - AMENDMENT OF SECTION 6

3.1    AMENDMENT OF SECTION 6.3 - INDEBTEDNESS

On and after the Effective Date, Section 6.3 is amended and restated as follows:

       (a) No Credit Party shall create, incur, assume or permit to exist any
       Indebtedness, except (without duplication) (i) Indebtedness secured by
       purchase money security interests and Capital Leases permitted in SECTION
       6.7(C), (ii) the Loans and the other Obligations, (iii) unfunded pension
       fund and other employee benefit plan obligations and liabilities to the
       extent they are permitted to remain unfunded under applicable law, (iv)
       (x) existing Indebtedness described in DISCLOSURE SCHEDULE 6.3, (y) with
       respect to the Canadian Borrowers, Indebtedness under the Canadian
       Facility not to exceed $35,000,000 and (z) with respect to Ultimate
       Parent, Indebtedness under the Senior Notes not to exceed $62,500,000,
       less, at all times, the aggregate amount thereof repaid and, with respect
       to Maska Canada, Indebtedness under the Senior Notes not to exceed
       $62,500,000, less, at all times, the aggregate amount thereof repaid and,
       with respect to Indebtedness permitted under each of the foregoing
       clauses (a)(i) and (a)(iv)(x), refinancings thereof or amendments or
       modifications thereto which do not have the effect of increasing the
       principal amount thereof or changing the amortization thereof (other than
       to extend the same) and which are otherwise on terms and conditions no
       less favourable to any Credit Party, Agent or any Lender, as determined
       by Agent, acting reasonably, than the terms of the Indebtedness being
       refinanced, amended or modified, (v) Indebtedness under interest rate and
       currency hedging arrangements entered into in the ordinary course of a
       Credit Party's business, consistent with past practices, (vi)
       Indebtedness of SHC to Ultimate Parent in the amount of $50,215,024.08
       payable on demand resulting from an intercompany advance made by Ultimate
       Parent to US Acquisition Sub with the proceeds of the Term Loan and the
       Phoenix Investment for the purpose of consummating the transactions
       contemplated by the US Acquisition, (vii) Indebtedness in the form of
       loans made by Maska Canada and Maska US to Ultimate Parent that are
       payable on demand and do not exceed, individually or in the aggregate for
       all such loans, in any Fiscal Year, $900,000 or the Equivalent Amount
       thereof on a pro-rata basis (to be determined for each of Maska Canada
       and Maska US based on the ratio of such Person's EBITDA to the total of
       Maska Canada's and Maska US's EBITDA for the Fiscal Quarter most recently
       ended before any such loan) for the purposes of paying the necessary fees
       and expenses to maintain Ultimate Parent's corporate existence, the
       reasonable costs of its directors' and officers' insurance, its legal and
       accounting fees to the extent such fees relate to legal and accounting
       services provided directly to it by entities that are not its Affiliates,
       and its other general, administrative and regulatory fees,

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       (viii) Indebtedness in the form of loans made by Maska Canada to Maska US
       that are payable on demand and the proceeds of which are used for the
       purpose of paying trade creditors of Maska US, in an aggregate amount
       outstanding not to exceed, at any time, C$1,000,000 or the Equivalent
       Amount thereof; (ix) Indebtedness in the form of loans made by Maska US
       to Ultimate Parent for the purpose of paying, to the extent otherwise
       expressly permitted in this Agreement, up to ninety percent (90%) of
       fifty percent (50%) of (A) (x) regularly scheduled interest payments on,
       and prepayments of principal of, the Senior Notes and (y) customary and
       reasonable fees and expenses of the Indenture Trustee and the Collateral
       Agent required to be paid pursuant to the Indenture and the Collateral
       Agency Agreement in an aggregate amount that does not exceed $100,000 or
       the Equivalent Amount thereof in any Fiscal Year and (B) Additional
       Interest; (x) indemnity obligations of Ultimate Parent or any of its
       Subsidiaries (other than Borrower or Canadian Borrower) in favour of the
       directors or officers of Ultimate Parent or any of its Subsidiaries in
       respect of all costs, charges and expenses incurred by them by reason of
       any action taken in their capacity as such; (xi) Indebtedness in the form
       of loans made by Tropsport to SHC Hockey for the purpose of paying trade
       creditors of SHC Hockey, in an aggregate amount outstanding not to
       exceed, at any time, C$75,000 or the Equivalent Amount thereof; (xii)
       Indebtedness in the form of intercompany loans made on the Closing Date
       described under "Intercompany Loans" in DISCLOSURE SCHEDULE 1.4,
       subordinated as required in accordance with SECTION 6.3(B), and (xiii)
       Indebtedness in the form of an operating credit facility made available
       to Maska Canada by National Bank of Canada in a principal amount not
       exceeding C$500,000 for the purposes of reimbursing National Bank of
       Canada in respect of overdrafts that occur from time to time in accounts
       of Maska Canada maintained at that bank which operating credit facilities
       shall be unsecured except for a standby letter of credit in the amount of
       up to C$500,000 issued pursuant to the Canadian Facility Agreement;
       PROVIDED that, in the cases of clauses (vi), (vii), (viii), (ix), (x),
       (xi) and (xii), (A) each Credit Party shall record all intercompany
       transactions to which it is a party on its books and records in
       accordance with GAAP; (B) at the time any such intercompany loan is made
       by a Credit Party, and after giving effect thereto, each Credit Party
       party thereto shall be Solvent; (C) such intercompany loan would not be
       prohibited by any applicable law (including financial assistance and
       fraudulent conveyance provisions, if any, thereunder) and (D) no Default
       or Event of Default has occurred that is continuing or would occur and be
       continuing after giving effect to any such proposed intercompany loan;
       and provided, further, that in the case of clause (ix), if such
       intercompany loan is made, in whole or in part, for the purpose of making
       a prepayment of principal of the Senior Notes under clause (ix)(A)(x), a
       payment of fees or expenses under clause (ix)(A)(y) or a payment of
       Additional Interest under clause (ix)(B), then the Fixed Charge Coverage
       Ratio, calculated on a pro forma basis, after giving effect to the
       aggregate amount of such prepayment of principal of the Senior Notes,
       payment of fees or expenses or payment of Additional Interest as
       permitted herein, as the case may be, and based on the financial results
       of Ultimate Parent for the four Fiscal Quarters then most recently ended,
       shall not be less than 1.25:1 and Ultimate Parent shall have delivered to
       Agent and Lenders, prior to such payment being made, a certificate of the
       Vice-President, Finance and Administration showing in reasonable detail
       the calculation used in determining compliance with the foregoing
       financial test and certifying that the other financial covenants set
       forth on ANNEX G shall be met, on a pro forma basis, after giving effect
       to such prepayment of principal, and that in the case of clause (xiii),
       no Default or Event of Default has occurred that is continuing at the
       time

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       of any advance or loan made under the operating credit facility described
       therein or would occur and be continuing after giving effect to any such
       advance or loan.

       (b) The payment of any of the obligations of Maska Canada, Maska US or
       Tropsport under the intercompany loans made by Ultimate Parent or SHC, as
       applicable, permitted in SECTION 6.3(A)(XII) above (the "SUBORDINATED
       OBLIGATIONS") shall hereby be subordinated, to the extent and in the
       manner provided for herein, to the prior payment in full of all
       Obligations. Upon any distribution of assets of Maska Canada, Maska US or
       Tropsport in any dissolution, winding up, liquidation or reorganization
       (whether in bankruptcy, insolvency or receivership proceedings or upon an
       assignment for the benefit of creditors or otherwise):

              (i) Agent and Lenders shall first be entitled to receive payment
              in full in cash of the Obligations before Ultimate Parent or SHC,
              as applicable, is entitled to receive any payment on account of
              the Subordinated Obligations;

              (ii) any payment or distribution of assets of Maska Canada, Maska
              US or Tropsport of any kind or character, whether in cash,
              property or securities, to which Ultimate Parent or SHC would be
              entitled except for the provisions of this SECTION 6.3(B), shall
              be paid by the trustee or agent or other Person making such
              payment or distribution directly to Agent in the manner set forth
              in this Agreement, to the extent necessary to make payment in full
              of all Obligations remaining unpaid after giving effect to any
              concurrent payment or distribution or provisions therefor to Agent
              for itself and Lenders; and

              (iii) in the event that notwithstanding the foregoing provisions
              of this SECTION 6.3(B), any payment or distribution of assets of
              Maska Canada, Maska US or Tropsport of any kind or character,
              whether in cash, property or securities, shall be received by
              Ultimate Parent or SHC, as applicable, on account of the
              Subordinated Obligations before all Obligations are paid in full,
              such payment or distribution shall be received and held in trust
              for and shall be paid over to Agent for itself and Lenders for
              application to the payment of the Obligations until all of the
              Obligations shall have been paid in full, after giving effect to
              any concurrent payment or distribution or provision therefor to
              Agent for itself and Lenders.

              No right of Agent or any Lender to enforce the subordination
              provisions herein shall at any time in any way be prejudiced or
              impaired by any act or failure to act on the part of a Credit
              Party or by any act or failure to act, in good faith, by any
              Credit Party, or by any noncompliance by a Credit Party with the
              terms of this Agreement, regardless of any knowledge thereof which
              any Credit Party may have or be otherwise charged with.

       (c) No Credit Party shall, directly or indirectly, voluntarily purchase,
       redeem, defease or prepay any principal of, premium, if any, interest or
       other amount payable in respect of any Indebtedness, other than (i) the
       Obligations, (ii) the Canadian Facility Obligations, (iii) Indebtedness
       secured by a Permitted Encumbrance if the asset securing such
       Indebtedness has been sold or otherwise disposed of in accordance with
       SECTION 6.8(B) or 6.8(C), (iv) other Indebtedness (excluding the Senior
       Notes Indebtedness) not in excess of

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       C$250,000 or the Equivalent Amount thereof in another currency, and (v)
       Indebtedness under the Senior Notes permitted to be prepaid under SECTION
       6.14. ".

3.2    AMENDMENT TO SECTION 6.7 - LIENS.

On and after the Effective Date, Section 6.7 is amended and restated as follows:

       "No Credit Party shall create, incur, assume or permit to exist any Lien
       on or with respect to its Accounts or any of its other properties or
       assets (whether now owned or hereafter acquired) except for (a) Permitted
       Encumbrances; (b) Liens in existence on the date hereof and summarized on
       DISCLOSURE SCHEDULE 6.7; (c) Liens created after the date hereof by
       conditional sale or other title retention agreements (including Capital
       Leases) or in connection with purchase money Indebtedness with respect to
       Equipment and Fixtures acquired by any Credit Party in the ordinary
       course of business, involving the incurrence of an aggregate amount of
       purchase money Indebtedness and Capital Lease Obligations (for all Credit
       Parties) of not more than $7,000,000 or the Equivalent Amount thereof in
       another currency outstanding at any one time for all such Liens (PROVIDED
       that such Liens attach only to the assets subject to such purchase money
       debt and such Indebtedness is incurred within thirty-five (35) days
       following such purchase and does not exceed 100% of the purchase price of
       the subject assets); (d) Liens of the Canadian Lenders and the Canadian
       Agent in the Collateral securing Indebtedness and Guaranteed Indebtedness
       under the Canadian Facility subject to the Intercreditor Agreement and to
       the extent such Indebtedness and Guaranteed Indebtedness is permitted by
       SECTIONS 6.3(A) and 6.6, as applicable (the "Canadian Facility Liens");
       and (e) Liens of the Collateral Agent in the Collateral securing
       Indebtedness under the Senior Notes, the Credit Parties' obligations to
       pay customary fees and expenses of the Collateral Agent and the Indenture
       Trustee required to be paid pursuant to the Indenture and the Collateral
       Agency Agreement and the Credit Parties' indemnification obligations
       under the Indenture and Guaranteed Indebtedness under guarantees of such
       Indebtedness and other obligations to the extent such Liens are subject
       to the Intercreditor Agreement and such Indebtedness and Guaranteed
       Indebtedness are permitted by SECTIONS 6.3(A) and 6.6, as applicable (the
       "Collateral Agent Liens"). No Credit Party shall create, incur, assume or
       permit to exist, or permit to be created, incurred or assumed, any Lien
       on the Intellectual Property of any European Subsidiary other than the
       Collateral Agent Liens. In addition, no Credit Party shall become a party
       to any agreement, note, indenture or instrument, or take any other
       action, which would prohibit the creation of a Lien on any of its
       properties or other assets in favour of Agent, on behalf of itself and
       Lenders, or the Lenders, as applicable, as additional collateral for the
       Obligations, except operating leases, Capital Leases or Licenses, the
       Canadian Facility Agreement or the Indenture which prohibit additional
       Liens upon the assets that are subject thereto." .

3.3    AMENDMENT TO SECTION 6.8 - SALE OF STOCK AND ASSETS

On and after the Effective Date, Section 6.8 is amended and restated as follows:

       "No Credit Party shall sell, transfer, convey, assign or otherwise
       dispose of any of its properties or other assets, including its Stock or
       the capital Stock of any of its Subsidiaries or CCM (whether in a public
       or a private offering or otherwise) or any of their Accounts, other than
       (a) the sale of Inventory in the ordinary course of business, (b)

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       the sale, transfer, conveyance or other disposition by a Credit Party of
       Equipment, Fixtures or Real Estate that are obsolete or no longer used or
       useful in such Credit Party's business, (c) other Equipment and Fixtures
       having a value not exceeding $250,000 or the Equivalent Amount thereof in
       another currency in any single transaction or $750,000 or the Equivalent
       Amount thereof in another currency in the aggregate in any Fiscal Year,
       and (d) any issuances of Stock permitted under SECTION 6.5. With respect
       to any disposition of assets or other properties permitted pursuant to
       clause (b) and clause (c) above, Agent and Lenders, if applicable, agree
       on reasonable prior written notice to release their Liens on such assets
       or other properties in order to permit the applicable Credit Party to
       effect such disposition and shall execute and deliver to Borrower, at
       Borrower's expense, appropriate termination statements and other releases
       as reasonably requested by Borrower. For greater certainty, this Section
       6.8 shall not prohibit an assignment by a Credit Party of its properties
       or other assets, by way of security, which is expressly permitted by
       SECTION 6.7.".

3.4    AMENDMENT TO SECTION 6.14 - RESTRICTED PAYMENTS

On and after the Effective Date, Section 6.14 is amended and restated as
follows:

       "No Credit Party shall make any Restricted Payment, except (a) dividends
       and distributions by Subsidiaries of Borrower paid to Borrower, (b)
       employee loans permitted under SECTION 6.4(B) above, (c) payment on the
       Closing Date of management fees by Ultimate Parent to Ultimate Parent
       Stockholders in the aggregate amount of $1,000,000 in connection with
       services provided in closing the Related Transactions, (d) dividend
       payments in kind (that is, in the form of common Stock and not, in any
       case, in cash) including, without limitation, in respect of the Phoenix
       Investment; (e) Ultimate Parent may issue common Stock issuable upon the
       exercise of warrants or options, as permitted under SECTION 6.5; (f)
       payments by Ultimate Parent and Maska Canada from the gross proceeds of
       the sale of the Units of up to $4,800,000 in the aggregate on or
       immediately following the date of issuance of the Units on account of
       fees and expenses relating to the offering of the Units, (g) loans by
       Maska Canada and Maska US to Ultimate Parent in the form, on the terms
       and to the extent permitted under SECTION 6.3(A)(VII) and loans by Maska
       US to Ultimate Parent in the form, on the terms and to the extent
       permitted under SECTION 6.3(A)(IX); (h) Ultimate Parent and Maska Canada
       may prepay the principal of the Senior Notes and pay Additional Interest
       and customary and reasonable fees and expenses of the Indenture Trustee
       and the Collateral Agent in an aggregate amount that does not exceed
       $100,000 or the Equivalent Amount thereof in any Fiscal Year required to
       be paid pursuant to the Indenture and the Collateral Agency Agreement;
       provided, that (i) the amount of Ultimate Parent's prepayment or payment,
       as applicable, shall not exceed fifty percent (50%) of the amount being
       prepaid or paid and the amount of Maska Canada's prepayment or payment,
       as applicable, shall not exceed fifty percent (50%) of the amount being
       prepaid or paid; (ii) Requisite Lenders shall have given their prior
       consent to each prepayment, exercising their reasonable credit judgment,
       (iii) after giving effect to each prepayment or payment, Net Borrowing
       Availability shall be at least fifteen percent (15%) of the lesser of the
       Maximum Amount and the Borrowing Base, and, (iv) the Fixed Charge
       Coverage Ratio, calculated on a pro forma basis, after giving effect to
       the aggregate amount of such prepayments of principal of the Senior Notes
       and payments of Additional Interest and fees and expenses and based on
       the

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       financial results of Ultimate Parent for the four Fiscal Quarters then
       most recently ended, shall not be less than 1.25:1 and Ultimate Parent
       shall have delivered to Agent and Lenders, prior to each payment being
       made, a certificate of the Vice-President, Finance and Administration
       showing in reasonable detail the calculation used in determining
       compliance with the foregoing financial test and certifying that the
       other financial covenants set forth on ANNEX G shall be met, on a pro
       forma basis, after giving effect to such prepayment of principal or
       payment of Additional Interest and fees and expenses; (i) Ultimate Parent
       and Maska Canada may pay (in each case, on a pro rata basis based on the
       amounts that their respective portions of the Senior Notes Indebtedness
       (as described in SECTION 6.3(A)(IV)(Z)) represent of the total Senior
       Notes Indebtedness) regularly scheduled interest on the Senior Notes and
       customary and reasonable fees and expenses of the Indenture Trustee and
       the Collateral Agent in an aggregate amount that does not exceed $100,000
       or the Equivalent Amount thereof in any Fiscal Year required to be paid
       pursuant to the Indenture and the Collateral Agency Agreement; (j) (i)
       Ultimate Parent may pay Maska Canada Guarantee Fees and (ii) Maska Canada
       may pay Ultimate Parent Guarantee Fees in an aggregate amount that does
       not exceed $1,250,000 (or the Equivalent Amount thereof) in respect of
       any Fiscal Year (with such payments being pro-rated for the number of
       days in the period in respect of which such fee is paid if the relevant
       period is less than a Fiscal Year); provided, that the aggregate amount
       of such Guarantee Fees paid by Maska Canada under this clause (j) shall
       at no time exceed the amount of Guarantee Fees in cash that have been
       previously paid or are concurrently paid by Ultimate Parent to Maska
       Canada in respect of the same period; and provided further, however, that
       payments by Maska Canada and Ultimate Parent of Guarantee Fees may be
       off-set against their rights to receive such fees from the other of them;
       provided, that (i) in the cases of clauses (c), (f), (g), (h), (i) and
       (j), no Default or Event of Default shall have occurred and be continuing
       or would result after giving effect to any payment under such clauses,
       (ii) at least ten percent (10%) of Ultimate Parent's payments under
       clauses (h) and (i) shall be obtained or contributed from Subsidiaries of
       Ultimate Parent other than the Credit Parties, (iii) after giving effect
       to each payment under clauses (i) and (j), Net Borrowing Availability
       shall be at least fifteen percent (15%) of the lesser of the Maximum
       Amount and the Borrowing Base, (iv) in the case of clause (j), the
       proceeds of the sale of Units by Ultimate Parent that may be transferred
       by Ultimate Parent to Maska Canada shall not constitute Guarantee Fees
       paid by Ultimate Parent to Maska Canada and Maska Canada shall not make
       any payment until after the delivery of the Financial Statements
       described in clause (4) of Annex E to the Canadian Facility Agreement for
       the Fiscal Year in respect of which Maska Canada intends to pay a
       Guarantee Fee together with the items that should accompany such
       Financial Statements pursuant to such clause and, prior to any payment
       being made by Maska Canada, Maska Canada shall have delivered to Agent
       and Lenders a certificate of its Vice-President, Finance and
       Administration certifying that the payment that Maska Canada proposes to
       make will be in compliance with the applicable clause and showing in
       reasonable detail the calculation used in determining that Maska Canada
       may make such payment; (k) dividends and distributions by Subsidiaries of
       Ultimate Parent paid to Ultimate Parent to the extent required to enable
       Ultimate Parent to make payments of Additional Interest that are
       permitted to be paid under clause (h) and the payments of interest, fees
       and expenses that are permitted to be paid by Ultimate Parent under
       clause (i); and (l) notwithstanding clause (h), Ultimate Parent and Maska
       Canada may prepay or repay up to thirty-three and

<Page>
                                       10


       one third percent (33 1/3%) of the principal amount of the Senior Notes
       with the proceeds of common Stock issuances by Ultimate Parent, as
       provided for in the Indenture. ".

3.5    AMENDMENT TO SECTION 6.18 - CHANGES RELATING TO OTHER INDEBTEDNESS.

On and after the Effective Date, Section 6.18 is amended and restated as
follows:

       "No Credit Party shall change or amend the terms of the Indenture, the
       Collateral Agency Agreement, the Senior Notes or the Units, as in effect
       on the Effective Date (or any indenture or agreement in connection
       therewith) if the effect of such amendment is to: (1) increase the
       interest rate on such Indebtedness; (2) change the dates upon which
       payments of principal or interest are due on such Indebtedness other than
       to extend such dates; (3) change any default or event of default other
       than to delete or make less restrictive any default provision therein, or
       add any covenant with respect to such Indebtedness; (4) change the
       redemption or prepayment provisions of such Indebtedness other than to
       extend the dates therefor or to reduce the premiums payable in connection
       therewith; (5) grant any security or collateral to secure payment of such
       Indebtedness other than the Liens granted on the Collateral as of the
       date of issuance and sale of the Units; or (6) change or amend any other
       term if such change or amendment would increase the obligations of the
       obligor or confer additional rights to the Collateral Agent Secured
       Parties in a manner materially adverse to any Credit Party, Agent or any
       Lender, as determined by Agent in its discretion, acting reasonably.".

SECTION 4 - AMENDMENT OF SECTION 8

4.1    AMENDMENT OF SECTION 8.1 - EVENTS OF DEFAULT

On and after the Effective Date, Clause (n) of Section 8.1 of the Existing
Credit Agreement is amended and restated as follows:

       "(n) one or both of Ultimate Parent or Maska Canada become liable to pay,
       to or on behalf of the Holders, Additional Interest, which liability,
       individually or in the aggregate, exceeds $1,500,000.".

SECTION 5 - AMENDMENTS OF ANNEXES

5.1    AMENDMENT OF ANNEX A - DEFINITIONS

On and after the Effective Date, Annex A is amended and restated as follows:

(1)    The following definition is inserted into Annex A of the Existing Credit
       Agreement immediately following the term "ACQUISITION" as follows:

       "ADDITIONAL INTEREST shall mean any additional interest, damages or
       claims payable in respect of the Units and arising out of (a) the failure
       of one or both of Ultimate Parent or Maska Canada to (i) file the
       registration statement required in respect of the Units on a timely
       basis, or (ii) complete the offer to exchange the Units for the Exchange
       Units (as defined in the Indenture) within thirty (30) business days from
       the date the registration statement is required to be effective, (b) the
       failure of the Securities Exchange Commission to declare the required
       registration statement in respect of the Units effective

<Page>
                                       11


       on time, or (c) the failure of Ultimate Parent to grant, or cause its
       Subsidiaries to grant, to the Collateral Agent, a perfected security
       interest in and to the Collateral (as defined in the Indenture) which is
       located in Sweden, as more particularly described in section 4.17 of the
       Indenture. For greater certainty, Additional Interest shall constitute
       Interest Expense."

(2)    The definition of "CHANGE OF CONTROL" in Annex A of the Existing Credit
       Agreement is amended and restated as follows:

       "CHANGE OF CONTROL shall mean any event, transaction or occurrence as a
       result of which (a) Ultimate Parent Stockholders shall cease to own and
       control a percentage of all of the issued and outstanding capital Stock
       of all classes of Ultimate Parent on a fully diluted basis greater than
       the aggregate percentage of such Stock held by any other Person and any
       Affiliates of such other Person, (b) (A) so long as the board of
       directors of Ultimate Parent consists of five members, there shall cease
       to be two elected representatives of Ultimate Parent Stockholders on the
       board of directors of Ultimate Parent or Ultimate Parent Stockholders
       shall cease to have the right to nominate and ensure the election of a
       third representative on the board of directors of Ultimate Parent, or (B)
       if the number of directors on the board of Ultimate Parent is more or
       less than five, Ultimate Parent Stockholders shall cease to have, or be
       entitled to have, proportional representation on the board of Ultimate
       Parent equivalent to the proportional representation set out in clause
       (A), or (c) otherwise constitutes a "change of control" as defined under
       the Indenture.".

(3)    The following definition is inserted into Annex A of the Existing Credit
       Agreement immediately following the term "COLLATERAL" as follows:

       "COLLATERAL AGENCY AGREEMENT shall mean the agreement between, among
       others, the Collateral Agent, Maska Canada, Ultimate Parent, the other
       Credit Parties and the Indenture Trustee.".

(4)    The following definition is inserted into Annex A of the Existing Credit
       Agreement immediately following the term "COLLATERAL AGENCY AGREEMENT" as
       follows:

       "COLLATERAL AGENT shall mean one or more, as the context so requires, of
       the fonde de pouvoir, collateral agents, the trustee and/or a similar
       Person, in its capacity as the holder of security for the Holders of the
       Senior Notes, itself and the Indenture Trustee.".

(5)    The following definition is inserted into Annex A of the Existing Credit
       Agreement immediately following the term "COLLATERAL AGENT" as follows:

       "COLLATERAL AGENT LIENS shall have the meaning given to it in SECTION
       6.7".

(6)    The following definition is inserted into Annex A of the Existing Credit
       Agreement immediately following the term "COLLATERAL AGENT LIENS" as
       follows:

       "COLLATERAL AGENT SECURED PARTIES shall mean the Holders, the Collateral
       Agent and the Indenture Trustee.".

<Page>
                                       12


(7)    The following definition is inserted into Annex A of the Existing Credit
       Agreement immediately following the term "COLLATERAL AGENT SECURED
       PARTIES" as follows:

       "COLLATERAL AGENT SENIOR COLLATERAL shall mean all assets of the Credit
       Parties and their Subsidiaries which are subject to the prior ranking
       Liens in favour of the Collateral Agent Secured Parties in accordance
       with the terms of the Intercreditor Agreement.".

(8)    The definition of "COMMITMENT TERMINATION DATE" in Annex A of the
       Existing Credit Agreement is amended and restated as follows:

       "COMMITMENT TERMINATION DATE shall mean the earliest of (a) October 17,
       2002, (b) the date of termination of Lenders' obligations to make Loans
       and/or incur Letter of Credit Obligations or permit existing Loans to
       remain outstanding pursuant to SECTION 8.2(B), and (c) the date of
       indefeasible prepayment in full by Borrower of the Loans and the
       cancellation and return (or stand-by guarantee) of all Letters of Credit
       or the cash collateralization of all Letter of Credit Obligations
       pursuant to ANNEX B, and the permanent reduction of the Revolving Loan
       Commitment and the Swing Line Commitment to zero dollars ($0)."

(9)    The following definition is inserted into Annex A of the Existing Credit
       Agreement immediately following the term "GOVERNMENTAL AUTHORITY" as
       follows:

       "GUARANTEE FEES shall mean reasonable fees paid (a) by Maska Canada to
       Ultimate Parent solely as consideration for the guarantee by Ultimate
       Parent of Maska Canada's Senior Note Indebtedness or (b) by Ultimate
       Parent to Maska Canada solely as consideration for the guarantee by Maska
       Canada of Ultimate Parent's Senior Note Indebtedness, as the context
       requires and, in each case, pursuant to applicable law.".

(10)   The following definition is inserted into Annex A of the Existing Credit
       Agreement immediately following the term "HKBC LENDERS" as follows:

       "HOLDER shall mean a holder of a Unit or Units.".

(11)   The following definition is inserted into Annex A of the Existing Credit
       Agreement immediately following the term "INDEMNIFIED PERSON" as follows:

       "INDENTURE shall mean that certain indenture between, among others, the
       Indenture Trustee, Ultimate Parent, Maska Canada and the other Credit
       Parties with respect to the issuance of the Units and the Senior Notes.".

(12)   The following definition is inserted into Annex A of the Existing Credit
       Agreement immediately following the term "INDENTURE" as follows:

       "INDENTURE TRUSTEE shall mean the Person acting in the capacity as
       trustee for Holders under the Indenture.".

(13)   The definition of "INTERCREDITOR AGREEMENT" in Annex A of the Existing
       Credit Agreement is amended and restated as follows:

<Page>
                                       13


       "INTERCREDITOR AGREEMENT shall mean the intercreditor agreement between
       the Agent, the Canadian Agent, the Indenture Trustee, the Collateral
       Agent and the Credit Parties, in form and substance satisfactory to Agent
       and Lenders, under which, among other things, are set out the relative
       priorities of the Liens of the Agent, the Lenders, the Canadian Agent,
       the Canadian Lenders, the Indenture Trustee and the Collateral Agent with
       respect to the Collateral, as amended, supplemented, modified and
       restated from time to time.".

(14)   The following definition is inserted into Annex A of the Existing Credit
       Agreement immediately following the term "MASKA CANADA" as follows:

       "MASKA CANADA SENIOR NOTES shall mean the $62,500,000 principal amount of
       senior secured notes issued by Maska Canada to the Holders pursuant to
       the Indenture.".

(15)   The following definition is inserted into Annex A of the Existing Credit
       Agreement immediately following the term "SECURITY AGREEMENTS" as
       follows:

       "SENIOR NOTES shall mean, collectively, the Ultimate Parent Senior Notes
       and the Maska Canada Senior Notes.".

(16)   The following definition is inserted into Annex A of the Existing Credit
       Agreement immediately following the term "SENIOR NOTES" as follows:

       "SENIOR NOTES INDEBTEDNESS shall mean the Indebtedness of Ultimate Parent
       and Maska Canada under or pursuant to the Indenture and the Senior
       Notes.".

(17)   The following definition is inserted into Annex A of the Existing Credit
       Agreement immediately following the term "ULTIMATE PARENT GUARANTEE" as
       follows:

       "ULTIMATE PARENT SENIOR NOTES shall mean the $62,500,000 principal amount
       of senior secured notes issued by Ultimate Parent to the Holders pursuant
       to the Indenture.".

(18)   The following definition is inserted into Annex A of the Existing Credit
       Agreement immediately following the term "UNFUNDED PENSION LIABILITY" as
       follows:

       "UNIT shall mean one unit of (i) $500 principal amount of Ultimate Parent
       Senior Notes and (ii) $500 principal amount of Maska Canada Senior
       Notes.".

(19)   The following definition is inserted into Annex A of the Existing Credit
       Agreement immediately following the term "UNIT" as follows:

       "UNIT PURCHASE AGREEMENT" shall mean the Purchase Agreement between
       Ultimate Parent, Maska Canada and Jefferies & Company, Inc. pursuant to
       which Jefferies & Company, Inc. have agreed to buy the Units.".

SECTION 6 - MISCELLANEOUS AMENDMENTS

6.1    REPLACEMENT OF THE WORDS "TERM LOAN"

On and after the Effective Date, the words "TERM LOAN" are replaced with the
words "SENIOR NOTES INDEBTEDNESS" in the following sections of the Existing
Credit Agreement:

<Page>
                                       14


(1)    Section 3.8;

(2)    The definition of "FIXED CHARGES" in Annex A; and

(3)    The definition of "RESTRICTED PAYMENT" in Annex A.

6.2    REPLACEMENT OF WORDS "TERM LOAN AGREEMENT"

On and after the Effective Date, the words "TERM LOAN AGREEMENT" are replaced
with the word "INDENTURE" in Section 6.16 of the Existing Credit Agreement.

6.3    REPLACEMENT OF WORDS "TERM LOAN LIENS"

On and after the Effective Date, the words "TERM LOAN LIENS" are replaced with
"COLLATERAL AGENT LIENS" in the following sections of the Existing Credit
Agreement:

(1)    Section 1.6(f)(ii)(B);

(2)    Section 1.7(a)(iii);

(3)    Section 1.7(d)(b); and

(4)    Section 3.3(f).

CERTIFICATE OF ULTIMATE PARENT

On and after the Effective Date clause (m.1) is inserted into Annex E of the
Existing Credit Agreement immediately following clause (m) as follows:

       "(M.1) CERTIFICATE OF ULTIMATE PARENT. Prior to any payment by Ultimate
       Parent of Guarantee Fees, to Agent and Lenders, a certificate of Ultimate
       Parent's Vice-President, Finance and Administration designating the
       amount that Ultimate Parent proposes to pay to Maska Canada as a
       Guarantee Fee.".

SECTION 7 - CONSENTS AND WAIVERS

7.1    WAIVERS OF EVENTS OF DEFAULT

Agent and Requisite Lenders hereby waive any Events of Default that may have
occurred as a result of Maska Canada and Ultimate Parent making the payments
with respect to the Indebtedness under the Amended and Restated Term Loan
Agreement, Term Loan Facility 1 and Term Loan Facility 2, with the net proceeds
of the issuance of the Senior Notes, as more particularly described in Exhibit
A.

SECTION 8 - REPRESENTATIONS AND WARRANTIES

To induce Agent and Lenders to enter into this Third Amendment, Borrower makes
the following representations and warranties to Agent and each Lender, each of
which shall survive the execution and delivery of this Third Amendment:

<Page>
                                       15


8.1    CORPORATE POWER, AUTHORIZATION AND ENFORCEABLE OBLIGATIONS

(1)    The execution and delivery by each Credit Party of this Third Amendment,
       and the performance by each Credit Party of its obligations under this
       Third Amendment and the Existing Credit Agreement as amended by this
       Third Amendment:

       (a)    are within such Credit Party's corporate power;

       (b)    have been duly authorized by all necessary or proper corporate and
              shareholder action of such Credit Party;

       (c)    do not contravene any provision of such Credit Party's constating
              documents or by-laws or any shareholder's agreement to which such
              Credit Party is a party;

       (d)    do not violate any law or regulation, or any order or decree of
              any court or Governmental Authority;

       (e)    do not conflict with or result in the breach or termination of,
              constitute a default under or accelerate or permit the
              acceleration of any performance required by, any indenture,
              mortgage, deed of trust, lease, agreement or other instrument to
              which such Credit Party is a party or by which such Credit Party
              or any of its property is bound;

       (f)    do not result in the creation or imposition of any Lien upon any
              of the property of such Credit Party; and

       (g)    do not require the consent or approval of any Governmental
              Authority or any other Person.

(2)    This Third Amendment has been duly executed and delivered by each Credit
       Party and this Third Amendment and the Existing Credit Agreement, as
       amended by this Third Amendment, constitute legal, valid and binding
       obligations of each Credit Party and are enforceable against it in
       accordance with their respective terms.

(3)    Borrower has delivered to Agent a true and complete photocopy of the
       Indenture and each of the documents and instruments described in the
       schedule of additional documents attached hereto as Schedule "B"
       (collectively, the "INDENTURE DOCUMENTS") required to be delivered
       thereunder as conditions precedent to this Third Amendment becoming
       effective.

8.2    REPRESENTATIONS AND WARRANTIES TRUE AND CORRECT

After giving effect to this Third Amendment on the Effective Date, each of the
representations and warranties of every Credit Party contained in the Existing
Credit Agreement and each of the other Loan Documents is true and correct on and
as of the Effective Date as if made on such date, except to the extent any such
representation or warranty expressly relates to an earlier date and except for
changes expressly permitted or expressly contemplated by the Existing Credit
Agreement and subsequent amendments thereto.

<Page>
                                       16


8.3    NO DEFAULT OR EVENT OF DEFAULT

After giving effect to this Third Amendment on the Effective Date, no Default or
Event of Default shall be continuing.

SECTION 9 - AMENDMENT FEE

To induce Agent and Lenders to enter into this Third Amendment, Borrower agrees
to pay to Agent, for the ratable benefit of Lenders, an amendment fee of
US$50,000 ("AMENDMENT FEE").

SECTION 10 - CONDITIONS PRECEDENT

10.1   CONDITIONS PRECEDENT TO THIS FOURTH AMENDMENT BECOMING EFFECTIVE

This Third Amendment shall become effective as of the date on which the
following conditions shall have been satisfied in a manner satisfactory to Agent
or waived in writing by Agent and Lenders (such date is referred to herein as
the "EFFECTIVE DATE"):

(1)    THIRD AMENDMENT; INTERCREDITOR AGREEMENT. This Third Amendment (including
       Schedule "A" hereto) or counterparts hereof shall have been duly executed
       by the Credit Parties, Agent and Lenders, and delivered to Borrower,
       Agent and Lenders. The Intercreditor Agreement (as described in Section
       5.1(13), the "INTERCREDITOR AGREEMENT") or counterparts thereof in form
       and substance satisfactory to Agent and Lenders shall have been executed
       by and delivered to the parties thereto (with delivery to Borrower
       constituting delivery to all Credit Parties).

(2)    COMPLETION OF OFFERING OF UNITS; INDENTURE DOCUMENTS. The offering and
       sale of the Units shall have been completed as contemplated in the
       Offering Circular dated March 11, 2002 (3:10 a.m. printed version) under
       which the Units are being offered for sale and, for greater certainty, no
       amendment or supplement thereto shall have been made that is not
       acceptable to Agent and Lenders. The interest rates under the Senior
       Notes shall be acceptable to Lenders, acting reasonably. The Indenture
       Documents shall be in form and substance satisfactory to Agent and
       Lenders and copies of such documents shall have been delivered to Agent.
       The Indenture Documents also shall be in full force and effect.

(3)    OFFICER'S CERTIFICATE. Agent shall have received (in sufficient number of
       copies for distribution to Lenders) a certificate of an officer of
       Borrower certifying that the Indenture Documents are in full force and
       effect and that attached to such certificate are accurate and complete
       copies thereof.

(4)    AMENDED OPERATING PLAN. Agent and Lenders shall have received an amended
       and restated annual operating plan from Ultimate Parent and its
       Subsidiaries, in the form described in Clause (c) of Annex E of the
       Existing Credit Agreement, after having given effect to the issuance of
       the Units.

(5)    FINANCIAL STATEMENTS. Notwithstanding Clause (d) of Annex E of the
       Existing Credit Agreement, Agent and Lenders shall have received audited
       Financial Statements from Ultimate Parent and its Subsidiaries and the
       accompanying materials described in that Clause (d), for the Fiscal Year
       ended December 31, 2001.

<Page>
                                       17


(6)    DISCLOSURE STATEMENT. Agent and Lenders shall have received, not fewer
       than two (2) Business Days prior to the Effective Date, an amended and
       restated DISCLOSURE SCHEDULE 3.28, setting forth the required information
       in respect of each Credit Party, which schedule shall, as of the date of
       delivery, be marked to show any changes since the Closing Date.

(7)    FEES. Agent shall have received, for its and/or Lenders' accounts, as
       applicable, all fees due and payable to Agent and/or Lenders, including,
       without limitation, the Amendment Fee.

(8)    OPINIONS. Agent and Lenders shall have received legal opinions from
       counsel to the Credit Parties in respect of this Third Amendment, the
       Existing Credit Agreement, as amended by this Third Amendment, and the
       Intercreditor Agreement, in form and substance satisfactory to Agent,
       acting reasonably.

SECTION 11 - MISCELLANEOUS

11.1   RATIFICATION AND CONFIRMATION OF LOAN DOCUMENTS

Except as specifically amended by this Third Amendment, the Existing Credit
Agreement and all other Loan Documents (including all Guarantees) shall remain
in full force and effect and are hereby ratified and confirmed.

11.2   RESERVATION OF RIGHTS AND REMEDIES

This Third Amendment shall not, except as expressly provided herein, operate as
a waiver of any right or remedy of Agent or Lenders under any of the Loan
Documents, nor constitute a waiver of any provisions of the Loan Documents.
Agent and Lenders reserve all of their rights to proceed to enforce their rights
and remedies at any time and from time to time in connection with any and all
Defaults or Events of Default now existing or hereafter arising.

11.3   REFERENCES IN LOAN DOCUMENTS TO CREDIT AGREEMENT

On and after the Effective Date, each reference in the Loan Documents to the
Credit Agreement shall mean and be a reference to the Existing Credit Agreement,
as amended hereby.

11.4   HEADINGS

The headings used herein are for convenience only and do not constitute matters
to be considered in interpreting this Fourth Amendment.

11.5   REIMBURSEMENT

Without limiting any provisions of the Existing Credit Agreement, Borrower
agrees to reimburse Agent for all reasonable out-of-pocket fees and expenses,
including the reasonable fees and expenses of legal counsel, in connection with
the preparation, negotiation, execution and delivery of this Fourth Amendment
and the documents contemplated hereby.

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                                       18


11.6   COUNTERPARTS

This Third Amendment may be executed in any number of counterparts, each of
which shall be deemed to be an original, but all of which shall together
constitute one agreement. Delivery of an executed counterpart of a signature
page of this Third Amendment by facsimile shall be as effective as delivery of a
manually executed counterpart of this Third Amendment.

11.7   LENDER AUTHORIZATION REGARDING INTERCREDITOR AGREEMENT

Each of the Lenders hereby approves the Intercreditor Agreement and authorizes
the Agent to execute and deliver the Intercreditor Agreement. Each of the
Lenders acknowledges receipt of a copy of the Intercreditor Agreement.

11.8   LOAN DOCUMENT

This Third Amendment constitutes a Loan Document.


                           [INTENTIONALLY LEFT BLANK]












<Page>
                                       19


The parties have executed this Agreement.


                                    MASKA U.S., INC., as Borrower

                                    By: /s/ Robert A. Desrosiers
                                        -------------------------------
                                        Name: Robert A. Desrosiers
                                        Title: Vice President, Finance
                                               and Administration


                                    THE HOCKEY COMPANY, as a Credit Party

                                    By: /s/ Robert A. Desrosiers
                                        -------------------------------
                                        Name: Robert A. Desrosiers
                                        Title: Chief Financial Officer
                                               and Vice President,
                                               Finance and Administration


                                    SPORTS HOLDINGS CORP., as Credit Party

                                    By: /s/ Robert A. Desrosiers
                                        -------------------------------
                                        Name: Robert A. Desrosiers
                                        Title: Vice President, Finance
                                               and Administration


                                    SPORT MASKA INC., as Credit Party

                                    By: /s/ Robert A. Desrosiers
                                        -------------------------------
                                        Name: Robert A. Desrosiers
                                        Title: Vice President, Finance
                                               and Administration


                                    SLM TRADEMARK ACQUISITION CORP., as Credit
                                    Party

                                    By: /s/ Robert A. Desrosiers
                                        -------------------------------
                                        Name: Robert A. Desrosiers
                                        Title: Vice President, Finance
                                               and Administration

<Page>
                                       20


                                    WAP HOLDINGS INC., as Credit Party

                                    By: /s/ Robert A. Desrosiers
                                        -------------------------------
                                        Name: Robert A. Desrosiers
                                        Title: Vice President, Finance
                                               and Administration


                                    SLM TRADEMARK ACQUISITION CANADA
                                    CORPORATION, as Credit Party

                                    By: /s/ Robert A. Desrosiers
                                        -------------------------------
                                        Name: Robert A. Desrosiers
                                        Title: Vice President, Finance
                                               and Administration


                                    FLEET BUSINESS CREDIT, LLC, as Lender

                                    By: /s/ Michael Kernekian
                                        ----------------------------------------
                                        Name: Michael Kernekian
                                        Title: Vice President


                                    GENERAL ELECTRIC CAPITAL CORPORATION, as
                                    Agent and Lender

                                    By: /s/ Charles Chiodo
                                        ----------------------------------------
                                        Name: Charles Chiodo
                                        Title: Authorized Signatory


                                    CONGRESS FINANCIAL CORPORATION (CENTRAL), as
                                    Lender

                                    By: /s/ Wendy Whitcher
                                        ----------------------------------------
                                        Name: Wendy Whitcher
                                        Title: Vice-President