Kahiki Foods Inc – Amendment No. 1 to the Supply Agreement AMENDMENT NO. 1 TO THE SUPPLY AGREEMENT (February 28th, 2007)This AMENDMENT NO. 1 TO THE SUPPLY AGREEMENT (this “Agreement”), dated as of February 26, 2007, is made by and between Townsends, Inc., a Delaware corporation (“Townsends”), and Kahiki Foods, Inc., an Ohio corporation (“Kahiki”).
Kahiki Foods Inc – PRESS RELEASE February 20, 2007 SOURCE: Kahiki Foods, Inc. DATELINE CITY: Gahanna, Ohio KAHIKI RECEIVES NON-BINDING OFFER OF $2.25 PER COMMON SHARE (February 21st, 2007)Kahiki Foods, Inc. (OTC Bulletin Board: KSCI), Gahanna, Ohio, announced today that it has received a non-binding offer for all of the outstanding capital stock of Kahiki for a purchase price of $2.25 per share of common stock and the payment of the liquidation preference of the preferred stock. The offer was received from a privately held company based in Pittsburgh, PA. The name of the company was withheld, but Kahiki indicated that the offering company is part of a group of affiliated companies with operations in several states and in several different industries. Its parent company had consolidated revenues of over $200 million last year. If the transaction is completed, the offering company has indicated that it intends to continue Kahiki’s existing operations of manufacturing frozen Asian foods.
Kahiki Foods Inc – PRESS RELEASE November 10, 2006 (November 13th, 2006)Kahiki Foods, Inc. (OTCBB: KSCI), Gahanna, Ohio, announced today record second quarter net sales of $5,874,977 for the period ended September 30, 2006, a 14.8% increase over the same quarter of the prior year. Income from operations for the quarter was $104,639, versus a loss from operations in the same period of the prior year of $267,958, representing an improvement of $372,597. Gross profits for the quarter were $1,129,534, a 21.7% increase compared to the same period of the prior year. Selling, general, and administrative expenses for the quarter, as a percentage of net sales, decreased from 23.3% to 17.4%. Kahiki reported a net loss for the quarter of $16,812. For the same quarter of the previous year, net income was $391,287, which included a one-time income of $750,000 from life insurance proceeds from the death of former CEO Michael Tsao.
Kahiki Foods Inc – REGISTRATION RIGHTS AGREEMENT (September 15th, 2006)EXHIBIT 10.11 Registration Rights Agreement between Registrant and Barron Partners LP, dated February 27, 2004 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and entered into as of the 27th day of February, 2004 by and among Kahiki Foods, Inc., a corporation organized and existing under the laws of the State of Ohio ("Kahiki" or the "Company"), and certain investors, (hereinafter referred to collectively as "Investor" or "Investors") as listed on Attachment A herein (each agreement with an Investor being deemed a separate and independent agreement between the Company and such Investor). Unless defined otherwise, capitalized terms herein shall have the identical meaning as in the Stock Purchase Agreement. PRELIMINARY STATEMENT WHEREAS, pursuant to the Stock Purchase Agreement, of even date herewith, by and among the Company and the Investors, as part of the consideration
Kahiki Foods Inc – ADDENDUM TO BUSINESS LOAN AGREEMENT (ASSET BASED) (September 15th, 2006)EXHIBIT 10.14 Addendum to Business Loan Agreement (Asset Based) between Registrant and KeyBank National Association dated June 1, 2004 [revolver] ADDENDUM TO BUSINESS LOAN AGREEMENT (ASSET BASED) DATED JUNE 1, 2004 BETWEEN KAHIKI FOODS, INC. AND KEYBANK NATIONAL ASSOCIATION The Business Loan Agreement (the "Agreement") between Kahiki Foods, Inc. ("Borrower") and KEYBANK National Association ("Lender") dated June 1, 2004 (the "Agreement") is hereby amended and supplemented as follows: Section 1. The section of the Agreement entitled "DEFINITIONS" is hereby amended by adding the following definitions thereto: "Affiliate" means any Person controlling or under common control with another Person, any officer or director of a Person, and any Person owning, beneficially or of record, or controlling with power to vote in excess of five percent of the outstanding shares of equity securities of a Person or securities
Kahiki Foods Inc – PROMISSORY NOTE (September 15th, 2006)EXHIBIT 10.12 Promissory Note of Registrant to KeyBank National Association dated June 1, 2004 [revolver] *01010063354300000110010D20* PROMISSORY NOTE Principal $2,500,000.00 Loan Date 06-01-2004 Maturity 05-31-2006 Loan No 11001 Call/Coll 402/326 Account E0100633543 Officer MH031 Initials 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. Any item above containing "***" has been omitted due to text length limitations. Borrower: Kahiki Foods, Inc. 3004 East 14th Avenue Columbus, OH 43219 Lender: KeyBank National Association OH-MM-Columbus 88 East Broad Street Columbus, OH 43215 Principal Amount: $2,500,000.00 Initial Rate: 3.500% Date of Note: June 1, 2004 PROMISE TO PAY. Kahiki Foods, Inc. ("Borrower") promises to pay to KeyBank National Association ("Lender"), or order, in lawful money of the United States of America,
Kahiki Foods Inc – BUSINESS LOAN AGREEMENT (ASSET BASED) (September 15th, 2006)EXHIBIT 10.13 Business Loan Agreement (Asset Based) between Registrant and KeyBank National Association dated June 1, 2004 [revolver] *01010063354300000110010C40* BUSINESS LOAN AGREEMENT (ASSET BASED) Principal $2,500,000.00 Loan Date 06-01-2004 Maturity 05-31-2006 Loan No 11001 Call/Coll 402/326 Account E0100633543 Officer MH031 Initials 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. Any item above containing "***" has been omitted due to text length limitations. Borrower: Kahiki Foods, Inc. 3004 East 14th Avenue Columbus, OH 43219 Lender: KeyBank National Association OH-MM-Columbus 88 East Broad Street Columbus, OH 43215 THIS BUSINESS LOAN AGREEMENT (ASSET BASED) dated June 1, 2004, is made and executed between Kahiki Foods, Inc. ("Borrower") and KeyBank National Association ("Lender") on the following terms and c
Kahiki Foods Inc – REGISTRATION RIGHTS AGREEMENT (July 14th, 2006)EXHIBIT 10.11 Registration Rights Agreement between Registrant and Barron Partners LP, dated February 27, 2004 REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") is made and entered into as of the 27th day of February, 2004 by and among Kahiki Foods, Inc., a corporation organized and existing under the laws of the State of Ohio ("Kahiki" or the "Company"), and certain investors, (hereinafter referred to collectively as "Investor" or "Investors") as listed on Attachment A herein (each agreement with an Investor being deemed a separate and independent agreement between the Company and such Investor). Unless defined otherwise, capitalized terms herein shall have the identical meaning as in the Stock Purchase Agreement. PRELIMINARY STATEMENT WHEREAS, pursuant to the Stock Purchase Agreement, of even date herewith, by and among the Company and the Investors, as part of the consideration, Investors shall receive Shares of the Company; and WHEREAS, the
Kahiki Foods Inc – EMPLOYMENT AGREEMENT WITH ALAN L. HOOVER (July 14th, 2006)EXHIBIT 10.10 EMPLOYMENT AGREEMENT WITH ALAN L. HOOVER EMPLOYMENT AGREEMENT THIS AGREEMENT is dated as of the 1st day of April, 2006, between Kahiki Foods, Inc., an Ohio corporation (the "Company"), and Alan L. Hoover ("Employee"). Recitals A. The Employee has been and is presently employed by the Company and wishes to continue in the employ of this Company on the terms provided herein. B. The Employee possesses an intimate knowledge of the business and affairs of the Company and its policies, procedures, methods and personnel. In consideration of the mutual covenants herein contained, and for other good and valuable consideration, the parties hereto hereby agree as follows: 1. EMPLOYMENT. The Company hereby employs Employee to perform the duties described in this Agreement and the Employee hereby accepts such employment upon the terms and conditions hereinafter set forth. 2. DUTIES. The Employee shall serve as President and Chief Executive Officer of the Company or such oth
Kahiki Foods Inc – ADDENDUM TO BUSINESS LOAN AGREEMENT (ASSET BASED) (July 14th, 2006)EXHIBIT 10.14 Addendum to Business Loan Agreement (Asset Based) between Registrant and KeyBank National Association dated June 1, 2004 [revolver] ADDENDUM TO BUSINESS LOAN AGREEMENT (ASSET BASED) DATED JUNE 1, 2004 BETWEEN KAHIKI FOODS, INC. AND KEYBANK NATIONAL ASSOCIATION The Business Loan Agreement (the "Agreement") between Kahiki Foods, Inc. ("Borrower") and KEYBANK National Association ("Lender") dated June 1, 2004 (the "Agreement") is hereby amended and supplemented as follows: Section 1. The section of the Agreement entitled "DEFINITIONS" is hereby amended by adding the following definitions thereto: "Affiliate" means any Person controlling or under common control with another Person, any officer or director of a Person, and any Person owning, beneficially or of record, or controlling with power to vote in excess of five percent of the outstanding shares of equity securities of a Person or securities convertible into in excess of five percent of the outstanding share
Kahiki Foods Inc – PROMISSORY NOTE (July 14th, 2006)EXHIBIT 10.12 Promissory Note of Registrant to KeyBank National Association dated June 1, 2004 [revolver] *01010063354300000110010D20* PROMISSORY NOTE Principal $2,500,000.00 Loan Date 06-01-2004 Maturity 05-31-2006 Loan No 11001 Call/Coll 402/326 Account E0100633543 Officer MH031 Initials 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. Any item above containing "***" has been omitted due to text length limitations. Borrower: Kahiki Foods, Inc. 3004 East 14th Avenue Columbus, OH 43219 Lender: KeyBank National Association OH-MM-Columbus 88 East Broad Street Columbus, OH 43215 Principal Amount: $2,500,000.00 Initial Rate: 3.500% Date of Note: June 1, 2004 PROMISE TO PAY. Kahiki Foods, Inc. ("Borrower") promises to pay to KeyBank National Association ("Lender"), or order, in lawful money of the United States of America, the principal amount of Two Million Five Hundred Thousand & 00/100 D
Kahiki Foods Inc – BUSINESS LOAN AGREEMENT (ASSET BASED) (July 14th, 2006)EXHIBIT 10.13 Business Loan Agreement (Asset Based) between Registrant and KeyBank National Association dated June 1, 2004 [revolver] *01010063354300000110010C40* BUSINESS LOAN AGREEMENT (ASSET BASED) Principal $2,500,000.00 Loan Date 06-01-2004 Maturity 05-31-2006 Loan No 11001 Call/Coll 402/326 Account E0100633543 Officer MH031 Initials 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. Any item above containing "***" has been omitted due to text length limitations. Borrower: Kahiki Foods, Inc. 3004 East 14th Avenue Columbus, OH 43219 Lender: KeyBank National Association OH-MM-Columbus 88 East Broad Street Columbus, OH 43215 THIS BUSINESS LOAN AGREEMENT (ASSET BASED) dated June 1, 2004, is made and executed between Kahiki Foods, Inc. ("Borrower") and KeyBank National Association ("Lender") on the following terms and conditions. Borrower has received prior commercial loans from Lender or
Kahiki Foods Inc – SUBORDINATED PROMISSORY NOTE (March 30th, 2006)EXHIBIT 10.9 SUBORDINATED PROMISSORY NOTE August 18, 2003 $150,000 Kahiki Foods, Inc., an Ohio corporation (the "Company), hereby promises to pay to the order of Alice Tsao the principal amount of One Hundred Fifth Thousand Dollars ($150,000.00) together with interest thereon calculated from the date hereof in accordance with the provisions of this Note. This Note and the indebtedness evidenced hereby, including the principal and interest, at all times shall remain junior and subordinate to any and all indebtedness of the company to all financial institutions. (the "Lender Debt") TERM The entire unpaid principal hereon, together with accrued and unpaid interest thereon, and all other obligations of the Company hereunder, if not sooner paid, shall be due and payable in full on February 1, 2005 ("Maturity Date"). PAYMENTS Interest will accrue at a variable rate of interest computed as of the last day of each month at the then prime lending rate of Bank One, N.A.
Kahiki Foods Inc – THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS (June 9th, 2005)Exhibit 10.7 EXECUTION COPY THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN APPLICABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT AND SUCH LAWS. ALL INDEBTEDNESS EVIDENCED HEREBY AND REFERENCED HEREIN IS SUBORDINATED IN RIGHT OF PAYMENT TO THE PRIOR PAYMENT IN FULL OF ALL INDEBTEDNESS OWED TO KEYBANK NATIONAL ASSOCIATION. KAHIKI FOODS, INC. SECOND CLOSING CONVERTIBLE PROMISSORY NOTE $1,000,000
Kahiki Foods Inc – SUPPLY AGREEMENT (December 28th, 2004)EXHIBIT 10.4 CONFORMED COPY SUPPLY AGREEMENT This SUPPLY AGREEMENT (this "Agreement"), dated as of December 21, 2004, is made by and between Townsends, Inc., a Delaware corporation ("Townsends"), and Kahiki Foods, Inc., an Ohio corporation ("Kahiki"). RECITALS A. Townsends and Kahiki have entered into that certain Note Purchase Agreement and the related investment documents (collectively, the "Note Purchase Agreement"), dated as of the date hereof, whereby Townsends has agreed to purchase up to $2,000,000 in convertible notes (the "Notes") from Kahiki. The execution of this Agreement is a condition to the closing of the Note Purchase Agreement. B. In addition, Townsends and Kahiki have executed a Copacking and Storage Agreement, dated as of the date hereof (as s
Kahiki Foods Inc – CONVERTIBLE PROMISSORY NOTE (December 28th, 2004)EXHIBIT 10.2 EXECUTION COPY THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN APPLICABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT AND SUCH LAWS. ALL INDEBTEDNESS EVIDENCED HEREBY AND REFERENCED HEREIN IS SUBORDINATED IN RIGHT OF PAYMENT TO THE PRIOR PAYMENT IN FULL OF ALL INDEBTEDNESS OWED TO KEYBANK NATIONAL ASSOCIATION. KAHIKI FOODS, INC. CONVERTIBLE PROMISSORY NOTE $1,000,000 Wilmington, Delaware
Kahiki Foods Inc – REGISTRATION RIGHTS AGREEMENT (December 28th, 2004)EXHIBIT 10.3 CONFORMED COPY REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this "AGREEMENT") is made as of December 21, 2004, by and among (i) Kahiki Foods, Inc., an Ohio corporation company (the "COMPANY") and (ii) Townsends, Inc., a Delaware corporation ("TOWNSENDS"). RECITALS: A. The Company and Townsends are parties to a Note Purchase Agreement dated the date hereof (the "PURCHASE AGREEMENT") pursuant to which Townsends acquired convertible promissory Notes (the "NOTES"), convertible into either the Company's Series A Convertible Preferred Shares (the "PREFERRED STOCK") or the Company's Common Shares (the "COMMON STOCK"). In order to induce Townsends to enter into the Purchase Agreement, the Company agreed to provide the registration rights
Kahiki Foods Inc – TERM PROMISSORY NOTE (December 28th, 2004)EXHIBIT 10.6 TERM PROMISSORY NOTE COLUMBUS, OHIO $2,227,187.48 DECEMBER 17, 2004 FOR VALUE RECEIVED, the undersigned, KAHIKI FOODS, INC., an Ohio corporation, whose address is 1100 Morrison Road, Gahanna, Ohio 43230 (the "Borrower"), hereby promises to pay to the order of KEYBANK NATIONAL ASSOCIATION, a national banking association (the "Bank"), on or before June 15, 2012 (the "Maturity Date"), the principal sum of Two Million Two Hundred Twenty Seven Thousand One Hundred Eighty Seven and 48/100 Dollars ($2,227,187.48) or such lesser sum that represents the amount borrowed hereunder (the "Debt"), together with interest, all as provided in Section 1 of this Note. SECTION 1. THE DEBT. Subject to and on the terms and conditions set forth in this Note, the Borro
Kahiki Foods Inc – CONVERTIBLE NOTE PURCHASE AGREEMENT (December 28th, 2004)EXHIBIT 10.1 CONFORMED COPY ================================================================================ CONVERTIBLE NOTE PURCHASE AGREEMENT DATED AS OF DECEMBER 21, 2004 BETWEEN KAHIKI FOODS, INC., AND TOWNSENDS, INC. ================================================================================ TABLE OF CONTENTS Page ARTICLE I AUTHORIZATION; CONVERSION....................................... 1 1.1 AUTHORIZATION.....................................
Kahiki Foods Inc – COPACKING AND STORAGE AGREEMENT (December 28th, 2004)EXHIBIT 10.5 CONFORMED COPY COPACKING AND STORAGE AGREEMENT THIS AGREEMENT (this "Agreement") is entered into and made effective as of December 21, 2004 by and between Townsends, Inc., a Delaware corporation ("Townsends"), and Kahiki Foods, Inc., an Ohio corporation ("Kahiki"). RECITALS A. Townsends is an integrated poultry producer in the business of selling further processed poultry products to its customers in the food service and other industries. Kahiki is in the business of further processing and cooking poultry products to custom specifications. B. From time to time, Townsends desires to sell to Kahiki certain Townsends raw poultry products (the "Raw Poultry") and Kahiki desires to manufacture and package the Raw Poultry to create finished poultry products (the "
Kahiki Foods Inc – MODIFICATION AGREEMENT (October 19th, 2004)Exhibit 4.6 MODIFICATION AGREEMENT This Modification Agreement is entered into as of the 6th day of October, 2004, by and between KAHIKI FOODS, INC., a corporation organized and existing under the laws of the state of Ohio (the "Company"), and BARRON PARTNERS LP, (the "Barron"). RECITALS A. The Company and Barron have entered into a $2.25 Common Stock Purchase Warrant and a $3.00 Common Stock Purchase Warrant, each dated February 27, 2004. B. The Company and Barron agreed to amend the provisions of the $2.25 Common Stock Purchase Warrant and the $3.00 Common Stock Purchase Warrant pursuant to an Addendum dated as of March 1, 2004 (the "Addendum"). C. The parties desire to modify certain of the provisions of the above referenced Agreements. NOW, THEREFORE, in considerations of the premises and of the mutual
Kahiki Foods Inc – LOAN AGREEMENT (June 9th, 2004)EXHIBIT 10.2 LOAN AGREEMENT between THE DIRECTOR OF DEVELOPMENT OF THE STATE OF OHIO and KAHIKI FOODS, INC. Dated as of December 1, 2002 (OHIO ENTERPRISE BOND FUND PROGRAM) 123 INDEX (The Index is not a part of this Loan Agreement and is only for convenience of reference). ARTICLE I DEFINITIONS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 Section 1.1 Use of Defined Terms. . . . . . . . . . . . . . . . . . . . . . ...2 Section 1.2 Definitions. . . . . . . .
Kahiki Foods Inc – BY PURCHASING THIS COMMON STOCK PURCHASE WARRANT, AGREES FOR THE BENEFIT OF (June 9th, 2004)EXHIBIT 4.2 THIS COMMON STOCK PURCHASE WARRANT HAS NOT BEEN REGISTERED UNDE THE SECURITIES ACT OF 1933 ACT, AS AMENDED (THE "1933 ACT"). THE HOLDER HEREOF, BY PURCHASING THIS COMMON STOCK PURCHASE WARRANT, AGREES FOR THE BENEFIT OF THE COMPANY THAT SUCH SECURITIES MAY BE OFFERED, SOLD OR OTHERWISE TRANSFERRED ONLY (A) TO THE COMPANY, (B) PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE 1933 ACT, OR (C) IF REGISTERED UNDER THE 1933 ACT AND ANY APPLICABLE STATE SECURITIES LAWS. IN ADDITION, A SECURITIES PURCHASE AGREEMENT ("PURCHASE AGREEMENT"), DATED THE DATE HEREOF, A COPY OF WHICH MAY BE OBTAINED FROM THE COMPANY AT ITS PRINCIPAL EXECUTIVE OFFICE, CONTAINS CERTAIN ADDITIONAL AGREEMENTS AMONG THE PARTIES, INCLUDING, WITHOUT LIMITATION, PROVISIONS WHICH LIMIT THE EXERCISE RIGHTS OF THE HOLDER AND SPECIFY MANDATORY REDEMPTION OBLIGATIONS OF THE COMPANY.
Kahiki Foods Inc – INCENTIVE STOCK OPTION PLAN (June 9th, 2004)EXHIBIT 4.5 2001 NON-QUALIFIED AND INCENTIVE STOCK OPTION PLAN 1. Purpose of the Plan. This 2001 Non-Qualified and Incentive Stock Option Plan of KAHIKI FOODS, INC. adopted as of April 6, 2001 is intended to encourage officers, directors and key employees and advisors of the Company to acquire or increase their ownership of common stock of the Company on reasonable terms. The opportunity so provided is intended to foster in participants a strong incentive to put forth maximum effort for the continued success and growth of the Company and its Subsidiaries, to aid in retaining individuals who put forth such efforts, and to assist in attracting the best available individuals to the Company and its Subsidiaries in the future. 2. Definitions. When used herein, the following terms shall have the meaning set forth below: 2.1. "Affiliate"
Kahiki Foods Inc – THIS COMMON STOCK PURCHASE WARRANT HAS NOT BEEN REGISTERED UNDER THE (June 9th, 2004)EXHIBIT 4.3 THIS COMMON STOCK PURCHASE WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 ACT, AS AMENDED (THE "1933 ACT"). THE HOLDER HEREOF, BY PURCHASING THIS COMMON STOCK PURCHASE WARRANT, AGREES FOR THE BENEFIT OF THE COMPANY THAT SUCH SECURITIES MAY BE OFFERED, SOLD OR OTHERWISE TRANSFERRED ONLY (A) TO THE COMPANY, (B) PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER THE 1933 ACT, OR (C) IF REGISTERED UNDER THE 1933 ACT AND ANY APPLICABLE STATE SECURITIES LAWS. IN ADDITION, A SECURITIES PURCHASE AGREEMENT ("PURCHASE AGREEMENT"), DATED THE DATE HEREOF, A COPY OF WHICH MAY BE OBTAINED FROM THE COMPANY AT ITS PRINCIPAL EXECUTIVE OFFICE, CONTAINS CERTAIN ADDITIONAL AGREEMENTS AMONG THE PARTIES, INCLUDING, WITHOUT LIMITATION, PROVISIONS WHICH LIMIT THE EXERCISE RIGHTS OF THE HOLDER AND SPECIFY MANDATORY REDEMPTION OBLIGATIONS
Kahiki Foods Inc – LEASE AGREEMENT (June 9th, 2004)EXHIBIT 10.1 LEASE AGREEMENT This LEASE AGREEMENT ("Lease") made effective the 27th day of December, 1999, between Simon Group Limited Partnership, an Ohio limited partnership, having an office at 3000 E. 14'h Avenue, Columbus, Ohio 43219, (hereinafter called "Landlord") and Kahiki Foods, Inc., an Ohio corporation, having an office at 3583 E. Broad Street, Columbus, Ohio 43213 (hereinafter called "Tenant"). WITNESSETH: Landlord leases to Tenant and Tenant leases from Landlord office space and warehouse/assembly space which combined area is commonly known as: 3004 E. 14th Avenue, Columbus, Ohio 43219, consisting of approximately 22,095 feet, (hereinafter called "the Demised Premises" or "the Premises") as more particularly described in Exhibit "A" for the term and upon the payment of the rents and the keeping, performance and observance of all other terms, covenants, provisions, con
