Exhibit 10.28
SECOND LEASE AMENDMENT AGREEMENT
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AMERICAN CONSUMERS, INC.
D/B/A SHOP-RITE SUPERMARKET
CHATSWORTH SHOPPING CENTER
THIS SECOND LEASE AMENDMENT AGREEMENT (hereinafter called the "Agreement")
made and entered into this 30th day of November 2007 by and between CHATSWORTH
HOLDINGS, LLC, A GEORGIA LIMITED LIABILITY COMPANY (hereinafter called the
"Landlord") and AMERICAN CONSUMERS, INC., D/B/A SHOP-RITE SUPERMARKET
(hereinafter called the "Tenant");
W I T N E S S E T H :
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WHEREAS, by Lease dated April 29, 1988 and amended by a First Lease
Amendment Agreement dated March 19, 2003 (hereinafter collectively called the
"Lease"), Landlord leased to Tenant those certain premises (hereinafter called
the "Premises") situated at ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇
▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇ as more particularly described in the Lease;
WHEREAS, Landlord and Tenant now desire to amend the Lease so as to extend
the Term thereof and to make other changes as set forth herein below.
NOW THEREFORE, for valuable consideration paid by each of the parties to
the other, receipt of which is hereby acknowledged, it is agreed between the
parties as follows:
1. The foregoing recital of facts is hereby incorporated herein to
the same extent as if hereinafter fully set forth. Capitalized terms
not otherwise defined herein shall be defined in accordance with their
meaning in the Lease. In the event of any inconsistency or conflict
between the terms of this Agreement and of the Lease, the terms hereof
shall control. This Agreement together with the Lease contain the
entire agreement of the parties with respect to the subject matter
hereof and no representations, inducements, promises or agreements,
oral or otherwise, between the parties not embodied herein shall be of
any force or effect.
2. The Lease Term for the Premises is hereby extended for a period
of five (5) additional years commencing May 1, 2008 and expiring on
April 30, 2013.
3. The monthly rent shall be as follows:
Total Base Rent,
Landlord's Operating Landlord's Operating Costs
Base Rent Costs & Insurance, & Insurance Charges
Term Monthly Charges Monthly* Monthly
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May 1, 2008 - April 30, 2013 $10,125.00 $762.00 $10,887.00
*NOTE: Landlord's Operating Costs = $536.00/mo and Insurance = $226.00/mo.
4. Tenant hereby agrees to pay Landlord, on or before the first of
each month, Seven Hundred Sixty Two & No/100 Dollars ($762.00) as
Tenant's estimated share of Landlord's Operating Costs and Insurance
for the leased Premises. Said amount may be adjusted annually, or as
Landlord deems necessary, which shall be based on actual expenses
incurred by Landlord.
5. Paragraph 33 of the Lease is hereby deleted in its entirety and
shall be replaced with the following:
33. Tenant's Participation in Real Estate Taxes:
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SECOND LEASE AMENDMENT AGREEMENT
AMERICAN CONSUMERS, INC., D/B/A SHOP-RITE SUPERMARKET
PAGE TWO
The Landlord will pay in the first instance all real property taxes (or sums in
lieu of taxes) which may be levied or assessed against the entire tract of land
and improvements thereon. If the amount of the real property taxes levied or
assessed against the land and improvements, of which the Premises form a part,
shall in any lease year after 2005 exceed the amount of such real property taxes
assessed during 2005, Tenant shall pay to Landlord in addition to the rental
specified hereinabove as further additional rent a proportion of such excess
based upon the ratio of the square feet of the Tenant's Premises, (24,360 square
feet) to the total square feet of all leaseable space in the Shopping Center
(42,900 square feet). Provided that if additional structures are added by the
Landlord to the Shopping Center and completed and assessed as completed in a tax
year subsequent to the tax year in which
Tenant's Premises were completed and assessed as completed, Tenant shall not be
responsible for a prorated share of an increase in taxes resulting from the
building of additional structures. If,
however, after such additional structures have been completed and the Shopping
Center and additional structures have been assessed as completed , another
increase is made in the real property taxes by any lawful authority against the
land and improvements in the Shopping Center, Tenant shall pay to Landlord as
further additional rent its proportion of such excess likewise based upon the
ratio of the square feet of the Tenant's Premises to the total square feet of
all the leaseable space in the Shopping Center. A copy of Landlord's tax ▇▇▇▇ or
statement upon which this adjustment is based shall be furnished to Tenant.
IN WITNESS WHEREOF, the said parties have executed this Second Lease
Amendment Agreement, as of the day and year set forth above.
LANDLORD:
Signed, sealed and delivered
in the presence of: CHATSWORTH HOLDINGS, LLC
A GEORGIA LIMITED LIABILITY COMPANY
By: M&K WAREHOUSES, LLC,
a Georgia limited liability company
its sole member and manager
/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇
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Notary Public or Witness ▇▇▇▇▇ ▇. ▇▇▇▇▇, Manager
▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇
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Name (Please Print)
TENANT:
Signed, sealed and delivered AMERICAN CONSUMERS, INC.,
in the presence of: D/B/A SHOP-RITE SUPERMARKET
/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇ ▇. ▇▇▇▇
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Notary Public or Witness
▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇
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Name (Please Print)
Title: Chief Financial Officer
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Telephone No.: ▇▇▇-▇▇▇-▇▇▇▇
