Lease Agreement

April 15, 2001


THIS LEASE, made this 15th day of April, 2001, by and between Barbara S. Hale, first party (hereinafter called "Landlord"): and American Consumers, Inc., second party, (hereinafter called "Tenant"):


W I T N E S S E T H:


Premises


1. The Landlord, for and in consideration of the rents, covenants, agreements and stipulations hereinafter mentioned, reserved, and contained, to be paid, kept and performed by the Tenant, has leased and rented, and by these presents does lease and rent, unto the said Tenant, and said Tenant hereby agrees to lease and take upon the terms and conditions which hereinafter appear, the following described property (hereinafter called "Premises"), to wit:


6555 Highway 41
Jasper, Marion County, Tennessee 37347


Term


2. To have and hold the same for an initial term of five (5) years beginning on the 28th day of April, 2001 and ending on the 30th date of April, 2006, at midnight, unless sooner terminated as hereinafter provided.


Renewal Term


3. Tenant is hereby granted three (3) options to renew this Lease. Each of the options may be exercised by giving Landlord thirty (30) days written notice prior to the expiration of the initial term or any renewal term.


The options are as follows:


MONTHLY OPTION TERM RENTAL - ------ ---- ------


1 May l, 2006 - April 30, 2014 $6,256.00
2 May 1, 2014 - April 30, 2019 $7,300.00
3 May 1, 2019 - April 30, 2024 $8,333.33


Rental


4. Tenant agrees to pay Landlord promptly on the first day of each month in advance, during the term of this Lease a monthly rental of $5,200.00. The obligation to pay rent shall begin May 1, 2001. Rental of $347.00 will be paid for April 29th and April 30th. Tenant may not either remain behind in his payments or routinely get behind in making a payment. More than one (1) late payment within a twelve (12) month period will constitute default of the agreement at the option of the landlord. All payments more than ten (10) days late will bear an interest charge of 18% per annum until paid in full. In addition, any late charges or other expenses resulting from the action or inaction of the Tenant and which are paid by the Landlord would be charged back to the Tenant in the next monthly rent payment.


Utility Bills


5. Tenant shall pay all utility bills, including but not limited to water, sewer, gas, electricity, fuel, light and heat bills for the leased premises and Tenant shall pay all charges for garbage collection services or other sanitary services rendered to the leased premises or used by Tenant in connection therewith. If Tenant fails to pay any of said utility bills or charges for garbage collection or other sanitary services, Landlord may pay the same and such payment may be added to the rental of the premises next due as additional rental.


Maintenance of Premises


6. Landlord, at its expense and risk, shall maintain and repair (including all necessary replacements) the roof, foundation, underground or otherwise concealed plumbing, structural soundness of the exterior walls, excluding windows and doors, and the exterior of the building in general; additionally, Landlord shall maintain and repair but not clean the parking lot.


7. Tenant, at is expense and risk, shall maintain and repair, including all necessary replacements, the interior plumbing, windows, window glass, plate glass, doors, heating system, air/conditioning system and the interior of the building in general. Notwithstanding the foregoing, Landlord warrants the operation of the air conditioning system for a period of thirty, (30) days after the commencement of this Lease. Additionally, should repairs to the air conditioning system in excess of $500.00 be required within thirty (30) days of the expiration of this Lease, Landlord shall be responsible for all repairs and replacements of said air conditioning system in excess of $500.00.


2


Tax Escalation


8. Tenant shall pay upon demand, as additional rental during the term of this Lease and during the first and second renewal term thereof, the amount by which all taxes (including, but not limited to, ad valorem taxes, special assessments and any other governmental charges) on the premises for each tax year exceeds all taxes on the premises for the tax year 2001. During the second renewal term, tenant shall pay, as additional rental, the amount by which all such taxes on the premises for the tax year 2014 of the renewal term exceeds all such taxes on the premises for the first tax year 2013. In the event the premises are less than the entire property assessed to such taxes for any such tax year, the tax for any such year applicable to the premises shall be determined by proration on the ratio that the rentable floor area of the premises bears to the rentable floor area of the entire property assessed. If the final year of the lease term fails to coincide with the tax year, then any excess for the tax year during which the term ends shall be reduced by the pro rata part of such tax y ...