Common use of SUCCESSOR INTERESTS Clause in Contracts

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon Xxxxxxxx, and upon Xxxxxxxx's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Xxxxxx's security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Xxxxxx may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. THIS NOTE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS NOTE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. BORROWER: AMERICAN CONSUMERS, INC. DBA SHOP RITE By: /s/ Xxxxxxx X. Xxxxxxxxxx (Seal) By: /s/ Xxxx X. Xxxx (Seal) -------------------------------------- ---------------------------------------- XXXXXXX X. XXXXXXXXXX, President of XXXX X. XXXX, Chief Financial Officer of AMERICAN CONSUMERS, INC. DBA SHOP RITE AMERICAN CONSUMERS, INC. DBA SHOP RITE

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon XxxxxxxxBorrower, and upon XxxxxxxxBorrower's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, . GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect XxxxxxLender's security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Xxxxxx Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. PRIOR TO SIGNING THIS NOTE IS GIVEN UNDER SEAL NOTE, BORROWER READ AND IT IS INTENDED THAT UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE IS AND SHALL CONSTITUTE AND HAVE NOTE, INCLUDING THE EFFECT VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A SEALED INSTRUMENT ACCORDING TO LAWCOMPLETED COPY OF THIS PROMISSORY NOTE. BORROWER: AMERICAN CONSUMERS, INC. DBA SHOP RITE VIDEO INTERN BROADCASTING CORPORATION By: /s/ Xxxxxxx X. Xxxxxxxxxx (Seal) By: /s/ Xxxx X. Xxxx (Seal) -------------------------------------- ---------------------------------------- XXXXXXX X. XXXXXXXXXX/s/W.KellyRyan ----------------------- W. XXXXX XXXX, President of XXXX X. XXXX, Chief Financial Officer of AMERICAN CONSUMERS, INC. DBA SHOP RITE AMERICAN CONSUMERS, INC. DBA SHOP RITEVIDEO

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon XxxxxxxxBorrower, and upon XxxxxxxxBorrower's heirshxxxx, personal representativesxersonal repxxxxxxxxives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, . GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender may renew or extend (repeatedly and for any length of time) this loan loan, or release any party or guarantor or collateral; or impair, fail to realize upon or perfect XxxxxxLender's security interest in the collateralthx xxxxateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Xxxxxx Lender may modify this loan without wxxxxxx the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. PROMISSORY NOTE Page 3 (CONTINUED) ================================================================================ THIS NOTE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS NOTE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. BORROWER: AMERICAN CONSUMERSFreedom Bank (I/O) By:/s/ James S. Purcell (XXXX) ----------------------------------------------- James S. Purcell, INCMember of Freedxx Xxxx, (X/X) By:/s/ Richard S. Adams (XXXX) ----------------------------------------------- Richard S. Adams, Member of Freedxx Xxxx, (X/X) By:/s/ William Keith Ariail (XXXX) ----------------------------------------------- William Keith Ariail, Member of Fxxxxxx Xxxx, (X/X) By:/s/ Thomas H. Hardy (XXXX) ---------------------------------------------- Thomas H. Hardy, Member of Freedox Xxxx, (X/X) By:/s/ Verlin L. Reece (XXXX) ----------------------------------------------- Verlin L. Reece, Member of Freedox Xxxx, (X/X) By:/s/Harold C. Davis (XXXL) ---------------------------------------------- Harold C. Davis, Member of Freedox Xxxx, (X/X) COMMERCIAL GUARANTY ------------------------------------------------------------------------------------- PRINCIPAL LOAN DATE MATURITY LOAN NO CALL COLLATERAL ACCOUNT OFFICER INITIALS JBS ------------------------------------------------------------------------------------- References in the shaded area are for Lender's use only and do not limit the applicability of this document to any particular loan or item. DBA SHOP RITE ByAny item above containing "***" has been omitted due to text length limitations. ------------------------------------------------------------------------------------- Borrower: /s/ Xxxxxxx X. Xxxxxxxxxx Freedom Bank (SealI/O) ByLender: /s/ Xxxx X. Xxxx THE BANKERS BANK P.O. Box 788 2410 PACES FERRY ROAD Xxxxxxxx, XX 00000 000 XXXXX XXMMIT XXXXXXX, XX 00000 Xxxxxxxxx: ______________________ P.O. Box 788 Commerce, GA 30529 ================================================================================ AMOUNT OF GUARANTY. The amount of this Guaranty is Five Hundred Thousand & 00/100 Dollars (Seal$500,000.00). CONTINUING GUARANTY. IN CONSIDERATION OF THE SUM OF FIVE DOLLARS ($5.00) -------------------------------------- ---------------------------------------- XXXXXXX X. XXXXXXXXXXAND OTHER GOOD AND VALUABLE CONSIDERATION, President of XXXX X. XXXXTHE RECEIPT AND ADEQUACY OF WHICH ARE HEREBY ACKNOWLEDGED BY GUARANTOR AND TO INDUCE LENDER TO MAKE LOANS OR OTHERWISE EXTEND CREDIT TO BORROWER, Chief Financial Officer of AMERICAN CONSUMERSOR TO RENEW OR EXTEND IN WHOLE OR IN PART ANY EXISTING INDEBTEDNESS OF BORROWER TO LENDER, INCOR TO MAKE OTHER FINANCIAL ACCOMMODATIONS TO BORROWER, _______________ ("GUARANTOR") ABSOLUTELY AND UNCONDITIONALLY GUARANTEES AND PROMISES TO PAY TO THE BANKERS BANK ("LENDER") OR ITS ORDER, IN LEGAL TENDER OF THE UNITED STATES OF AMERICA, THE INDEBTEDNESS (AS THAT TERM IS DEFINED BELOW) OF FREEDOM BANK (I/O) ("BORROWER") TO LENDER ON THE TERMS AND CONDITIONS SET FORTH IN THIS GUARANTY. DBA SHOP RITE AMERICAN CONSUMERS, INC. DBA SHOP RITETHE OBLIGATIONS OF GUARANTOR UNDER THIS GUARANTY ARE CONTINUING.

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon XxxxxxxxBorrower, and upon XxxxxxxxBorrower's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its Lender's successors and assigns, . GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive any applicable statute of limitations, presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender may renew or extend (repeatedly and for any length of timelime) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect XxxxxxLender's security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Xxxxxx Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. PRIOR TO SIGNING THIS NOTE IS GIVEN UNDER SEAL NOTE, BORROWER READ AND IT IS INTENDED THAT UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE IS AND SHALL CONSTITUTE AND HAVE NOTE, INCLUDING THE EFFECT VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A SEALED INSTRUMENT ACCORDING TO LAWCOMPLETED COPY OF THIS PROMISSORY NOTE. BORROWER: AMERICAN CONSUMERSCHICAGO PIZZA & BREWERY, INC. DBA SHOP RITE By: /s/ Xxxxxxx X. Xxxxxxxxxx (Seal) By: /s/ Xxxx X. Xxxx (Seal) -------------------------------------- ---------------------------------------- ERNEST T. KLINGER, PRESIDENT XX XXXXXXX X. XXXXXXXXXX, President of XXXX X. XXXX, Chief Financial Officer of AMERICAN CONSUMERSXXXXX & BREWERY, INC. DBA SHOP RITE AMERICAN CONSUMERSADDENDUM "A" LIBOR/RATE ADDENDUM This Addendum A is attached to and made a part of the Promissory Note (the "Note") dated February 15, INC2000, between Chicago Pizza & Brewery, Inc. ("Borrower") and Washington Mutual Bank, doing business as WM Business Bank ('Lender'). DBA SHOP RITEThis Addendum is subject to all the terms and conditions of the remainder of the Note. LENDER AND BORROWER agree as follows:

SUCCESSOR INTERESTS. The terms of this Note shall shell be binding upon XxxxxxxxBorrower, and upon XxxxxxxxBorrower's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, . GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this NoteBorrower, to the extent allowed by law, waive waives any applicable statute of limitations, presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, Borrower shall not be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree Borrower agrees that Lender may renew or extend (repeatedly and for any length of time) this loan Note and/or the Business Loan Agreement or release any party or guarantor or collateral; or impair, fail to realize upon or perfect XxxxxxLender's security interest in the collateralCollateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Xxxxxx Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. PRIOR TO SIGNING THIS NOTE IS GIVEN UNDER SEAL NOTE, BORROWER READ AND IT IS INTENDED THAT UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE IS AND SHALL CONSTITUTE AND HAVE NOTE, INCLUDING THE EFFECT VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A SEALED INSTRUMENT ACCORDING TO LAWCOMPLETED COPY OF THIS PROMISSORY NOTE. BORROWER: AMERICAN CONSUMERSNIKU CORPORATION BY: /S/ JOSHUA PICKUS --------------------------------------- JOSHUA XXXXXX, INC. DBA SHOP RITE By: /s/ Xxxxxxx X. Xxxxxxxxxx (Seal) By: /s/ Xxxx X. Xxxx (Seal) -------------------------------------- ---------------------------------------- XXXXXXX X. XXXXXXXXXX, President of XXXX X. XXXX, Chief Financial Officer of AMERICAN CONSUMERS, INC. DBA SHOP RITE AMERICAN CONSUMERS, INC. DBA SHOP RITEXXXXX FINANCIAL OFFICER OF NIKU CORPORATION

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon XxxxxxxxBorrower, and upon XxxxxxxxBorrower's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, . GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect XxxxxxLender's security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Xxxxxx Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. If any portion of this Note is for any reason determined to be unenforceable, it will not affect the enforceability of any other provisions of this Note. CONFESSION OF JUDGMENT. BORROWER HEREBY IRREVOCABLY AUTHORIZES AND EMPOWERS ANY ATTORNEY OR THE PROTHONOTARY OR CLERK OF ANY COURT IN THE COMMONWEALTH OF PENNSYLVANIA, OR ELSEWHERE, TO APPEAR AT ANY TIME FOR BORROWER AFTER A DEFAULT UNDER THIS NOTE AND WITH OR WITHOUT COMPLAINT FILED, CONFESS OR ENTER JUDGMENT AGAINST BORROWER FOR THE ENTIRE PRINCIPAL BALANCE OF THIS NOTE AND ALL ACCRUED INTEREST, LATE CHARGES AND ANY AND ALL AMOUNTS EXPENDED OR ADVANCED BY LENDER RELATING TO ANY COLLATERAL SECURING THIS NOTE, TOGETHER WITH COSTS OF SUIT, AND AN ATTORNEY'S COMMISSION OF TEN PERCENT (10%) OF THE UNPAID PRINCIPAL BALANCE AND ACCRUED INTEREST FOR COLLECTION, PROMISSORY NOTE Page 4 (Continued) ================================================================================ BUT IN ANY EVENT NOT LESS THAN FIVE HUNDRED DOLLARS ($500) ON WHICH JUDGMENT OR JUDGMENTS ONE OR MORE EXECUTIONS MAY ISSUE IMMEDIATELY; AND FOR SO DOING, THIS NOTE OR A COPY OF THIS NOTE VERIFIED BY AFFIDAVIT SHALL BE SUFFICIENT WARRANT. THE AUTHORITY GRANTED IN THIS NOTE TO CONFESS JUDGMENT AGAINST BORROWER SHALL NOT BE EXHAUSTED BY ANY EXERCISE OF THAT AUTHORITY, BUT SHALL CONTINUE FROM TIME TO TIME AND AT ALL TIMES UNTIL PAYMENT IN FULL OF ALL AMOUNTS DUE UNDER THIS NOTE. BORROWER HEREBY WAIVES ANY RIGHT BORROWER MAY HAVE TO NOTICE OR TO A HEARING IN CONNECTION WITH ANY SUCH CONFESSION OF JUDGMENT AND STATES THAT EITHER A REPRESENTATIVE OF LENDER SPECIFICALLY CALLED THIS CONFESSION OF JUDGMENT PROVISION TO BORROWER'S ATTENTION OR BORROWER HAS BEEN REPRESENTED BY INDEPENDENT LEGAL COUNSEL. PRIOR TO SIGNING THIS NOTE, BORROWER READ AND UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE, INCLUDING THE VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A COMPLETED COPY OF THIS PROMISSORY NOTE. THIS NOTE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS NOTE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. BORROWER: AMERICAN CONSUMERS, INC. DBA SHOP RITE BAY NATIONAL CORPORATION By: /s/ Xxxxxxx Xxxx X. Xxxxxxxxxx Xxxxxx (SealSEAL) By: /s/ Xxxx X. Xxxxxxx (SEAL) ----------------------- ------------------------ Xxxx (Seal) -------------------------------------- ---------------------------------------- XXXXXXX X. XXXXXXXXXXXxxxxx, President of XXXX Xxxx X. XXXXXxxxxxx, Chief Financial Officer Vice President/ Bay National Corporation CFO of AMERICAN CONSUMERSBay National Corporation ATTEST: /s/ Xxxx X. Xxxxxxx [CORPORATE SEAL] -------------------------------- Secretary or Assistant Secretary ================================================================================ x ------------------------ Witness ADDENDUM TO PROMISSORY NOTE --------------------------- THIS ADDENDUM is attached to, INCand made a part of that certain Promissory Note dated September 28, 2004, in the maximum principal amount of $5,000,000.00 (the "Note") executed and delivered by Bay National Corporation ("Borrower") to Xxxxxx Bank ("Lender"). DBA SHOP RITE AMERICAN CONSUMERS, INCThis Addendum sets forth certain modified or supplemental provisions of the Note. DBA SHOP RITEAll terms which are defined in the Note and not otherwise defined in this Addendum shall have the meanings ascribed to them in the Note.

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon XxxxxxxxBorrower, and upon XxxxxxxxBorrower's heirsheixx, personal representativesxxxxonal represxxxxxxxxs, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, . GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect XxxxxxLender's security interest in the collateralxxxxxteral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Xxxxxx Lender may modify this loan without the withoxx xxx consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. THIS NOTE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS NOTE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. BORROWER: AMERICAN CONSUMERSGEORGIA BANCSHARES, INC. DBA SHOP RITE By: /s/ Ira Pat Shepherd, III ------------------------------------------------ Ira Pat Shepherd, III, President xx Xxxxxxx X. Xxxxxxxxxx (Seal) Bancshares, Inc. LENDER: THE BANKERS BANK By: /s/ Xxxx X. Xxxx (Seal) -------------------------------------- ---------------------------------------- XXXXXXX X. XXXXXXXXXX, President of XXXX X. XXXX, Chief Financial Officer of AMERICAN CONSUMERS, INC. DBA SHOP RITE AMERICAN CONSUMERS, INC. DBA SHOP RITE------------------------------------------------ Authorized Signer

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon Xxxxxxxx, and upon Xxxxxxxx's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, . GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Xxxxxx's security interest in the collateral; and take any other action deemed necessary by Lender Xxxxxx without the consent of or notice to anyone. All such parties also agree that Xxxxxx may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. PRIOR TO SIGNING THIS NOTE IS GIVEN UNDER SEAL NOTE, XXXXXXXX READ AND IT IS INTENDED THAT UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE IS AND SHALL CONSTITUTE AND HAVE NOTE, INCLUDING THE EFFECT VARIABLE INTEREST RATE PROVISIONS. XXXXXXXX AGREES TO THE TERMS OF THE NOTE. XXXXXXXX ACKNOWLEDGES RECEIPT OF A SEALED INSTRUMENT ACCORDING COMPLETED COPY OF THIS PROMISSORY NOTE AND ALL OTHER DOCUMENTS RELATING TO LAWTHIS DEBT. BORROWER: AMERICAN CONSUMERSART'S-WAY MANUFACTURING CO., INC. DBA SHOP RITE By: /s/ Xxxxxxx X. Xxxxxxxxxx (Seal) By: /s/ COPY Xxxx X. Xxxx (Seal) -------------------------------------- ---------------------------------------- XXXXXXX X. XXXXXXXXXXXxxxxxxx, President of XXXX X. XXXXArt's-Way Manufacturing Co., Chief Financial Officer of AMERICAN CONSUMERS, INC. DBA SHOP RITE AMERICAN CONSUMERS, INC. DBA SHOP RITEInc.

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon Xxxxxxxx, and upon Xxxxxxxx's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, . PROMISSORY NOTE Loan No: 7657418442 (Continued) Page 7 GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, ; and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Xxxxxx's security interest in the collateral; and take any other action deemed necessary by Lender Xxxxxx without the consent of or notice to anyone. All such parties also agree that Xxxxxx may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. PRIOR TO SIGNING THIS NOTE IS GIVEN UNDER SEAL NOTE, XXXXXXXX READ AND IT IS INTENDED THAT UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE IS AND SHALL CONSTITUTE AND HAVE NOTE, INCLUDING THE EFFECT VARIABLE INTEREST RATE PROVISIONS. XXXXXXXX AGREES TO THE TERMS OF THE NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A SEALED INSTRUMENT ACCORDING TO LAW. COMPLETED COPY OF THIS PROMISSORY NOTE BORROWER: AMERICAN CONSUMERSROCKY MOUNTAIN CHOCOLATE FACTORY, INC. DBA SHOP RITE By: /s/ Xxxxxxx X. Xxxxxxxxxx (Seal) By: /s/ Xxxx X. Xxxx (Seal) -------------------------------------- ---------------------------------------- XXXXXXX X. XXXXXXXXXXXxxxx Xxxxxxxx Xxxxx Xxxxxxxx, President CFO/COO of XXXX X. XXXX, Chief Financial Officer of AMERICAN CONSUMERS, INC. DBA SHOP RITE AMERICAN CONSUMERS, INC. DBA SHOP RITERocky Mountain

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon XxxxxxxxBorrower, and upon XxxxxxxxBorrower's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, . GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive any applicable statute of limitations, presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or the perfect XxxxxxLender's security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Xxxxxx Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. PRIOR TO SIGNING THIS NOTE IS GIVEN UNDER SEAL NOTE, BORROWER READ AND IT IS INTENDED THAT UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE IS AND SHALL CONSTITUTE AND HAVE NOTE, INCLUDING THE EFFECT VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A SEALED INSTRUMENT ACCORDING TO LAWCOMPLETED COPY OF THIS PROMISSORY NOTE. BORROWER: AMERICAN CONSUMERSVAUGHAN FOODS, INC. DBA SHOP RITE By: /s/ Xxxxxxx X. Xxxxxxxxxx (Seal) Mark E. Vaughan By: /s/ Xxxx Andre X. Xxxx (Seal) -------------------------------------- ---------------------------------------- XXXXXXX X. XXXXXXXXXXXxxxhan -------------------------------- -------------------------------- Xark E. Vaughan, Andre G. Vaughan, President of XXXX X. XXXXVaugxxx Xxxxx, Chief Financial Officer Xxx. Secretary of AMERICAN CONSUMERSVaugxxx Xxxxx, INCXxx. DBA SHOP RITE AMERICAN CONSUMERSXORPORATE RESOLUTION TO BORROW / GXXXX XXLLATERAL ================================================================================ Corporation: Vaughan Foods, INCInc. Lender: CNL Commercial Finance, Inc., 000 NE 12th Street a Delaware Corporation Moorx, XX 00000 26137 La Paz Road, Suite 102 Xxxxxxx Xxxxx, XX 00000 ================================================================================ WE, THE UNDERSIGNED, DO HEREBY CERTIFY THAT: THE CORPORATION'S EXISTENCE. DBA SHOP RITEThe complete and correct name of the Corporation is Vaughan Foods, Inc. ("Corporation"). The Corporation is a corporation for pxxxxx xhich is, and at all times shall be, duly organized, validly existing, and in good standing under and by virtue of the laws of the State of Oklahoma. The Corporation is duly authorized to transaction business in all other states in which the Corporation is doing business, having obtained all necessary filings, governmental licenses and approvals for each state in which the Corporation is doing business. Specifically, the Corporation is, and at all times shall be, duly qualified as a foreign corporation in all states in which the failure to so qualify would have a material adverse effect on its business or financial condition. The Corporation has the full power and authority to own its properties and to transact the business in which it is presently engaged or presently proposes to engage. The Corporation maintains an office at 216 NE 12th Street, Moore, OK 73160. Unless the Corporation has designaxxx xxxxxxxxx xx xxxxxxx, xxx xxxxcipal office is the office at which the Corporation keeps its books and records. The Corporation will notify Lender prior to any change in the location of the Corporation's state of organization or any change in the Corporation's name. The Corporation shall do all things necessary to preserve and to keep in full force and effect its existence, rights and privileges, and shall comply with all regulations, rules, ordinances, statutes, orders and decrees of any governmental or quasi-governmental authority or court applicable to the Corporation and the Corporation's business activities.

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon XxxxxxxxBorrower, and upon Xxxxxxxx's Borrower’s heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, . GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender Lander may renew or extend (repeatedly and for any length of timethe) this loan or release any party or guarantor u guarantee or collateral; or impair, fail to realize upon or perfect Xxxxxx's Lender’s security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Xxxxxx Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. PRIOR TO SIGNING THIS NOTE IS GIVEN UNDER SEAL NOTE, BORROWER READ AND IT IS INTENDED THAT UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE IS AND SHALL CONSTITUTE AND HAVE NOTE, INCLUDING THE EFFECT VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A SEALED INSTRUMENT ACCORDING TO LAWCOMPLETED COPY OF THIS PROMISSORY NOTE. BORROWER: AMERICAN CONSUMERSCHAMPION INDUSTRIES, INC. DBA SHOP RITE ByBy : /s/ Xxxxxxx X. Xxxxxxxxxx (Seal) By: /s/ Xxxx X. Xxxx (Seal) -------------------------------------- ---------------------------------------- XXXXXXX X. XXXXXXXXXXTXXXX XXXXXX, Vice President of XXXX X. XXXX, Chief Financial Officer of AMERICAN CONSUMERSat CHAMPION INDUSTRIES, INC. DBA SHOP RITE AMERICAN CONSUMERSLENDER: COMMUNITY TRUST BANK, INC. DBA SHOP RITEAuthorized Signer

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon XxxxxxxxBorrower, and upon XxxxxxxxBorrower's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, . GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect XxxxxxLender's security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Xxxxxx Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. PRIOR TO SIGNING THIS NOTE IS GIVEN UNDER SEAL NOTE, BORROWER READ AND IT IS INTENDED THAT UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE IS AND SHALL CONSTITUTE AND HAVE NOTE. BORROWER AGREES TO THE EFFECT TERMS OF THE NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A SEALED INSTRUMENT ACCORDING TO LAWCOMPLETED COPY OF THIS PROMISSORY NOTE. BORROWER: AMERICAN CONSUMERS, INC. DBA SHOP RITE By: /s/ Xxxxxxx X. Xxxxxxxxxx (Seal) By: /s/ THE XXXXX ELECTRONICS CORPORATION By:/s/ Xxxx X. H.D. Xxxxx Sworn and subscribed before Xxxx (Seal) -------------------------------------- ---------------------------------------- XXXXXXX X. XXXXXXXXXXH. D. Xxxxx, President of XXXX The Xxxxx me this 24th day of February Electronics Corporation 2005 /s/ Xxxxx X. XXXXXxxxxxx Xxxxx X. Xxxxxxx Notary Public of New Jersey Commission Expries 3/23/07 LENDER: SOVEREIGN BANK /s/ Xxxx Xxxxxxxx Authorized Signer COMMERCIAL SECURITY AGREEMENT Borrower: The Xxxxx Electronics Corporation Lender: Sovereign Bank 00 Xxxxxx Xxxx Fairfield Office Oakland, Chief Financial Officer NJ 07436 000 Xxxxxxx Xxxxxx Xxxxxxxxx, XX 00000 DEFINITIONS. The following capitalized words and terms shall have the following meanings when used in this Agreement. Unless specifically stated to the contrary, all references to dollar amounts shall mean amounts in lawful money of AMERICAN CONSUMERSthe United States of America. Words and terms used in the singular shall include the plural, INCand the plural shall include the singular, as the context may require. DBA SHOP RITE AMERICAN CONSUMERS, INC. DBA SHOP RITEWords and terms not otherwise defined in this Agreement shall have the meanings attributed to such terms in the Uniform Commercial Code:

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon Xxxxxxxx, and upon Xxxxxxxx's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, . GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. In addition, Lender shall have all the rights and remedies provided in the related documents or available at law, in equity, or otherwise. Except as may be prohibited by applicable law, all of Lender's rights and remedies shall be cumulative and may be exercised singularly or concurrently. Election by Xxxxxx to pursue any remedy shall not exclude pursuit of any other remedy, and an election to make expenditures or to take action to perform an obligation of Borrower shall not affect Xxxxxx's right to declare a default and to exercise its rights and remedies. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Xxxxxx's security interest in the collateral; and take any other action deemed necessary by Lender Xxxxxx without the consent of or notice to anyone. All such parties also agree that Xxxxxx may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. SECTION DISCLOSURE. To the extent not preempted by federal law, this loan is made under Minnesota Statutes, Section 47.59. PRIOR TO SIGNING THIS NOTE IS GIVEN UNDER SEAL NOTE, XXXXXXXX READ AND IT IS INTENDED THAT UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE IS AND SHALL CONSTITUTE AND HAVE NOTE. XXXXXXXX AGREES TO THE EFFECT TERMS OF THE NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A SEALED INSTRUMENT ACCORDING TO LAWCOMPLETED COPY OF THIS PROMISSORY NOTE. BORROWER: AMERICAN CONSUMERSPRO URO CARE, INC. DBA SHOP RITE By: /s/ Xxxxxxx X. Xxxxxxxxxx (Seal) By: /s/ Xxxx Xxxxxx XX ---------------------------------------------- Xxxxxxx X. Xxxx (Seal) -------------------------------------- ---------------------------------------- XXXXXXX X. XXXXXXXXXXXxxxxx XX, President Chairman & CEO of XXXX X. XXXXPro Uro Care, Chief Financial Officer of AMERICAN CONSUMERS, INC. DBA SHOP RITE AMERICAN CONSUMERS, INC. DBA SHOP RITEInc.

SUCCESSOR INTERESTS. The terms of this Note shall termx xx xxxx Xxxx xxxxx be binding upon XxxxxxxxBorrower, and upon XxxxxxxxBorrower's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, . GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect XxxxxxLender's security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Xxxxxx Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. SECTION DISCLOSURE. To the extent not preempted by federal law, this loan is made under Minnesota Statutes, Section 47.59. PRIOR TO SIGNING THIS NOTE IS GIVEN UNDER SEAL NOTE, BORROWER READ AND IT IS INTENDED THAT UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE IS AND SHALL CONSTITUTE AND HAVE NOTE. BORROWER AGREES TO THE EFFECT TERMS OF THE NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A SEALED INSTRUMENT ACCORDING TO LAWCOMPLETED COPY OF THIS PROMISSORY NOTE. BORROWER: AMERICAN CONSUMERS, PRO URO CARE INC. DBA SHOP RITE By: /s/ Maurice R. Taylor II ------------------------------------------------- Xxxxxxx X. Xxxxxxxxxx (Seal) By: /s/ Xxxx X. Xxxx (Seal) -------------------------------------- ---------------------------------------- XXXXXXX X. XXXXXXXXXXR. Taylor II, President Chairman and CEO of XXXX X. XXXX, Chief Financial Officer of AMERICAN CONSUMERS, INC. DBA SHOP RITE AMERICAN CONSUMERS, INC. DBA SHOP RITEPro Uro Care Inc.

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon Xxxxxxxxborrower, and upon XxxxxxxxBorrower's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, . GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive any applicable statute of limitations, presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect XxxxxxLender's security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Xxxxxx Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. PRIOR TO SIGNING THIS NOTE IS GIVEN UNDER SEAL NOTE, BORROWER READ AND IT IS INTENDED THAT UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE IS AND SHALL CONSTITUTE AND HAVE NOTE, INCLUDING THE EFFECT VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A SEALED INSTRUMENT ACCORDING TO LAWCOMPLETED COPY OF THIS PROMISSORY NOTE. BORROWER: AMERICAN CONSUMERSALLERGY RESEARCH GROUP, INC. DBA SHOP RITE ., A FLORIDA CORPORATION By: /s/ Xxxxxxx X. Xxxxxxxxxx (Seal) Xxxxxx By: /s/ Xxxx X. Xxxx (Seal) -------------------------------------- ---------------------------------------- Xxxxx Xxxxxx ----------------------------------- --------------------------------- XXXXXXX X. XXXXXX President of ALLERGY XXXXX XXXXXX, Secretary of ALLERGY RESEARCH GROUP. INC., A FLORIDA RESEARCH GROUP, INC., A FLORIDA CORPORATION CORPORATION CITY NATIONAL BANK COMMERCIAL BANKING CENTER 000 XXXXXXXX XXXX XXXXXXXXXX, XXXXXXXXXX 00000 Supplemental Terms Letter May 18, 2001 Attention: Dr. Xxxxxxx Xxxxxx, President Allergy Research Group Inc. 00000 Xxxxxxx Xxxxxx, Hayward, CA 94544 Re: Promissory Note dated 6/5/2001, in the Original Principal Sum of XXXX X. XXXX$1,200,000 executed by Allergy Research Group, Chief Financial Officer Inc. in favor of AMERICAN CONSUMERSCity National Bank ("CNB") Dear Xx. Xxxxxx: This is to confirm that CNB will extend the credit facility more completely described in the enclosed Note, INCsubject to the additional terms and conditions set forth herein. DBA SHOP RITE AMERICAN CONSUMERSCapitalized terms not defined in this letter have the meanings given them in the Note. This letter is hereby incorporated into the Note (this letter and the Note, INC. DBA SHOP RITEcollectively, the "Note").

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon Xxxxxxxx, and upon Xxxxxxxx's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Xxxxxx's security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Xxxxxx may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. THIS NOTE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS NOTE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. BORROWER: AMERICAN CONSUMERS, INC. DBA SHOP RITE By: /s/ Xxxxxxx X. Xxxxxxxxxx (Seal) By: /s/ Xxxx X. Xxxx (Seal) -------------------------------------- ---------------------------------------- XXXXXXX X. XXXXXXXXXX, President of XXXX X. XXXX, Chief Financial Officer of AMERICAN CONSUMERS, INC. DBA SHOP RITE AMERICAN CONSUMERS, INC. DBA SHOP RITERITE PROMISORY NOTE -------------------------------------------------------------------------------- PRINCIPAL LOAN DATE MATURITY LOAN NO CALL/COLL ACCOUNT OFFICER INITIALS $56,000.00 07-25-2008 08-05-2013 452 086 -------------------------------------------------------------------------------- References in the boxes above are for Lender's use only and do not limit the applicability of this document to any particular loan or item. Any item above containing "- - - " has been omitted due to text length limitations. -------------------------------------------------------------------------------- BORROWER: AMERICAN CONSUMERS, INC. DBA SHOP RITE LENDER: GATEWAY BANK & TRUST 00 XXXXXX XXX XXXX XXXXXXXXX, XX 00000 0000 XXXXXXX XXX XXXXXXXX, XX 00000 (000) 000-0000 ================================================================================ Principal Amount: $56,000.00 Date of Note: July 25, 2008 PROMISE TO PAY. AMERICAN CONSUMERS, INC. DBA SHOP RITE ("Borrower") promises to pay to GATEWAY BANK & TRUST ("Lender"), or order, in lawful money of the United States of America, the principal amount of Fifty-Six Thousand & 00/100 Dollars ($56,000.00), together with interest on the unpaid principal balance from July 25, 2008, until paid in full.

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon XxxxxxxxBorrower, and upon XxxxxxxxBorrower's heirshexxx, personal representativesxxrsonal reprxxxxxxxxves, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, . GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect XxxxxxLender's security interest in the collateralxxxxxteral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Xxxxxx Lender may modify this loan without wixxxxx the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and end several. THIS NOTE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS NOTE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. BORROWER: AMERICAN CONSUMERSSOUTHEAST COMMUNITY INVESTORS, INC. DBA SHOP RITE ByLLC BY: /s/ Xxxxxxx X. Xxxxxxxxxx (Seal) By------------------------------------------ LLOYD GUNTER, PRESIDENT & CEO XX XXXXHEAST COMMUNITY INVESTORS, LLC LENDER: /s/ Xxxx X. Xxxx (Seal) -------------------------------------- ---------------------------------------- XXXXXXX X. XXXXXXXXXX, President of XXXX X. XXXX, Chief Financial Officer of AMERICAN CONSUMERS, INC. DBA SHOP RITE AMERICAN CONSUMERS, INC. DBA SHOP RITETHE BANKERS BANK X ------------------------------------------ Authorized Signer ================================================================================

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon XxxxxxxxBorrower, and upon Xxxxxxxx's Borrower’s heirs, personal representatives, representatives successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, . GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Xxxxxx's Lender’s security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such Such parties also agree that Xxxxxx Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. SECTION DISCLOSURE. To the extent not preempted by federal law, this loan is made under Minnesota Statutes, Section 47.59. PRIOR TO SIGNING THIS NOTE IS GIVEN UNDER SEAL NOTE, BORROWER READ AND IT IS INTENDED THAT UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE IS AND SHALL CONSTITUTE AND HAVE NOTE. INCLUDING THE EFFECT VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A SEALED INSTRUMENT ACCORDING TO LAWCOMPLETED COPY OF THIS PROMISSORY NOTE. BORROWER: AMERICAN CONSUMERSUROPLASTY, INC. DBA SHOP RITE By: By /s/ Xxxxxxx Sxx X. Xxxxxxxxxx (Seal) By: /s/ Xxxx Hxxxxxxxx Sxx X. Xxxx (Seal) -------------------------------------- ---------------------------------------- XXXXXXX X. XXXXXXXXXXHxxxxxxxx, President & CEO of XXXX X. XXXXUroplasty, Chief Financial Officer of AMERICAN CONSUMERS, INC. DBA SHOP RITE AMERICAN CONSUMERS, INC. DBA SHOP RITElnc.

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon Xxxxxxxx, and upon Xxxxxxxx's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, . GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive any applicable statute of limitations, presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Xxxxxx's security interest in the collateral; and take any other action deemed necessary by Lender Xxxxxx without the consent of or notice to anyone. All such parties also agree that Xxxxxx may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. PRIOR TO SIGNING THIS NOTE IS GIVEN UNDER SEAL NOTE, XXXXXXXX READ AND IT IS INTENDED THAT UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE IS AND SHALL CONSTITUTE AND HAVE NOTE, INCLUDING THE EFFECT VARIABLE INTEREST RATE PROVISIONS. XXXXXXXX AGREES TO THE TERMS OF THE NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A SEALED INSTRUMENT ACCORDING TO LAWCOMPLETED COPY OF THIS PROMISSORY NOTE. BORROWER: AMERICAN CONSUMERSMINISTRY PARTNERS INVESTMENT CORPORATION, INC. DBA SHOP RITE A CALIFORNIA CORPORATION By: /s/ Xxxxxxx X. Xxxxxxxxxx (Seal) Xxxxxx By: /s/ Xxxx X. Xxxx (Seal) -------------------------------------- ---------------------------------------- XXXXXXX X. XXXXXXXXXX, President of XXXX X. XXXX, Chief Financial Officer of AMERICAN CONSUMERS, INC. DBA SHOP RITE AMERICAN CONSUMERS, INC. DBA SHOP RITEXxxxxxxx

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon XxxxxxxxBorrower, and upon XxxxxxxxBorrower's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, . GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Each Borrower understands and agrees that, with or without notice to Borrower, Lender may with respect to any other Borrower (a) make one or more additional secured or unsecured loans or otherwise extend additional credit; (b) alter, compromise, renew, extend, accelerate, or otherwise change one or more times the time for payment or other terms any indebtedness, including increases and decreases of the rate of interest on the indebtedness; (c) exchange, enforce, waive, subordinate, fail or decide not to perfect, and release any security, with or without the substitution of new collateral; (d) apply such security and direct the order or manner of sale thereof, including without limitation, any non-judicial sale permitted by the terms of the controlling security agreements, as Lender in its discretion may determine; (e) release, substitute, agree not to xxx, or deal with any one or more of Borrower's sureties, endorsers, or other guarantors on any terms or in any manner Lender may choose; and (f) determine how, when and what application of payments and credits shall be made on any other indebtedness owing by such other Borrower. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive any applicable statute of limitations, presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect XxxxxxLender's security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Xxxxxx Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. PRIOR TO SIGNING THIS NOTE IS GIVEN UNDER SEAL NOTE, EACH BORROWER READ AND IT IS INTENDED THAT UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE IS AND SHALL CONSTITUTE AND HAVE NOTE, INCLUDING THE EFFECT VARIABLE INTEREST RATE PROVISIONS. EACH BORROWER AGREES TO THE TERMS OF THE NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A SEALED INSTRUMENT ACCORDING TO LAWCOMPLETED COPY OF THIS PROMISSORY NOTE. BORROWER: AMERICAN CONSUMERSRESOURCES CONNECTION, INC. DBA SHOP RITE By: /s/ :________________________________________________ Xxxxxx X. Xxxxxx, President and CEO of Resources Connection, Inc. RESOURCES CONNECTION LLC By:________________________________________________ Xxxxxx X. Xxxxxx, President and CEO of Resources Connection LLC By:________________________________________________ Xxxxxxx X. Xxxxxxxxxx Xxxxxx, Secretary of Resources Connection LLC ================================================================================ Customer # ____________ EXHIBIT A TO NOTE ----------------- THIS EXHIBIT is attached to and becomes a part of the $10,000,000 PROMISSORY NOTE (Sealthe "Note") By: /s/ Xxxx X. Xxxx dated August 22, 2001, executed by Resources Connection, Inc. and Resources Connection LLC (Seal"Borrower") -------------------------------------- ---------------------------------------- XXXXXXX X. XXXXXXXXXXand made payable to the order of Bank of America, President of XXXX X. XXXX, Chief Financial Officer of AMERICAN CONSUMERS, INCN.A. ("Lender"). DBA SHOP RITE AMERICAN CONSUMERS, INC. DBA SHOP RITEProvisions in this Exhibit replace and supersede conflicting provisions in the Note.

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon XxxxxxxxBorrower, and upon XxxxxxxxBorrower's heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, . GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive any applicable statute of limitations, presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect XxxxxxLender's security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Xxxxxx Lender may modify this loan without the consent of or notice to anyone other than the party with whom the modification is made. The obligations under this Note are joint and several. PRIOR TO SIGNING THIS NOTE IS GIVEN UNDER SEAL NOTE, BORROWER READ AND IT IS INTENDED THAT UNDERSTOOD ALL THE PROVISIONS OF THIS NOTE IS AND SHALL CONSTITUTE AND HAVE NOTE, INCLUDING THE EFFECT VARIABLE INTEREST RATE PROVISIONS. BORROWER AGREES TO THE TERMS OF THE NOTE. BORROWER ACKNOWLEDGES RECEIPT OF A SEALED INSTRUMENT ACCORDING TO LAWCOMPLETED COPY OF THIS PROMISSORY NOTE. BORROWER: AMERICAN CONSUMERSMINISTRY PARTNERS INVESTMENT CORPORATION, INC. DBA SHOP RITE By: /s/ Xxxxxxx X. Xxxxxxxxxx (Seal) By: /s/ Xxxx X. Xxxx (Seal) -------------------------------------- ---------------------------------------- XXXXXXX X. XXXXXXXXXX, President of XXXX X. XXXX, Chief Financial Officer of AMERICAN CONSUMERS, INC. DBA SHOP RITE AMERICAN CONSUMERS, INC. DBA SHOP RITEA CALIFORNIA CORPORATION

SUCCESSOR INTERESTS. The terms of this Note shall be binding upon XxxxxxxxBxxxxxxx, and upon Xxxxxxxx's Bxxxxxxx’s heirs, personal representatives, successors and assigns, and shall inure to the benefit of Lender and its successors and assigns, . GENERAL PROVISIONS. If any part of this Note cannot be enforced, this fact will not affect the rest of the Note. Lender may delay or forgo enforcing any of its rights or remedies under this Note without losing them. Borrower and any other person who signs, guarantees or endorses this Note, to the extent allowed by law, waive presentment, demand for payment, and notice of dishonor. Upon any change in the terms of this Note, and unless otherwise expressly stated in writing, no party who signs this Note, whether as maker, guarantor, accommodation maker or endorser, shall be released from liability. All such parties waive any right to require Lender to take action against any other party who signs this Note as provided in O.C.G.A. Section 10-7-24 and agree that Lender may renew or extend (repeatedly and for any length of time) this loan or release any party or guarantor or collateral; or impair, fail to realize upon or perfect Xxxxxx's Lxxxxx’s security interest in the collateral; and take any other action deemed necessary by Lender without the consent of or notice to anyone. All such parties also agree that Xxxxxx Lxxxxx may modify this loan Note without the consent of or notice to anyone other than the party with whom the modification is made. The No waiver of any of Lxxxxx’s rights hereunder, and no modification or amendment of this Note, shall be deemed to be made by Lender unless the same shall be in writing, duly signed on behalf of Lender; each such waiver shall apply only with respect to the specific instance involved, and shall in no way impair the rights of Lender or the obligations under this Note are joint and several. THIS NOTE IS GIVEN UNDER SEAL AND IT IS INTENDED THAT THIS NOTE IS AND SHALL CONSTITUTE AND HAVE THE EFFECT OF A SEALED INSTRUMENT ACCORDING TO LAW. BORROWER: AMERICAN CONSUMERS, INC. DBA SHOP RITE By: /s/ Xxxxxxx X. Xxxxxxxxxx (Seal) By: /s/ Xxxx X. Xxxx (Seal) -------------------------------------- ---------------------------------------- XXXXXXX X. XXXXXXXXXX, President of XXXX X. XXXX, Chief Financial Officer of AMERICAN CONSUMERS, INC. DBA SHOP RITE AMERICAN CONSUMERS, INC. DBA SHOP RITEBorrower to Lender in any other respect at any other time.