**EXHIBIT 10(e)**

**COMMERCIAL LEASE(Form A140)**

THIS LEASE is made between Master Distributors, Inc. t/a Atlantic Beverage Co., Inc. ofJessup, Maryland, herein called Lessor, and Wink Davis Equipment Co., Inc., of Charlotte, North Carolina, herein calledLessee.

Lessee hereby offers to lease from Lessor the premises situated in the City of Jessup,County of Howard, State of Maryland, described as 8106 Stayton Drive (Portion), upon the following TERMS AND CONDITIONS:

- **Term and Rent.**     Lessor demis es the above premises for a term of (18 mos) 11⁄2 years, commencing October 1, 2001, and terminating on March 31, 2003, or sooner as provided herein at the annual rental ofTwenty-Nine Thousand Five Hundred Twenty Dollars & No Cents Dollars ($29,520.00), payable in equal installments in advance onthe first day of each month for that month’s rental, during the term of this lease.  All rental payments shall be madeto Lessor, at the address specified above.  (Installment monthly = $2,460.00).
- **Use.**  Lessee shall use and occupy the premises for Offices and Warehouse. The premises shall be used for no other purpose.  Lessor represents that the premises may lawfully be used for suchpurpose.  (Two (2) Office Suites plus 3,000 sq. ft. warehouse)  See attached letter dated 9/4/01.
- **Care and Maintenance of Premises.**  Lessee acknowledges that the premises are ingood order and repair, unless otherwise indicated herein.  Lessee shall, at his own expense and at all times, maintain thepremises in good and safe condition, including plate glass, electrical wiring, plumbing and heating installations and any othersystem or equipment upon the premises and shall surrender the same, at termination hereof, in as good condition as received, normalwear and tear excepted.  Lessee shall be responsible for all repairs required, excepting the roof, exterior walls, structuralfoundations, and: --, which shall be maintained by Lessor.  Lessee shall also maintain in good condition such portionsadjacent to the premises, such as sidewalks, driveways, lawns and shrubbery, which would otherwise be required to be maintained byLessor.
- **Alterations.**  Lessee shall not, without first obtaining the written consent ofLessor, make any alterations, additions, or improvements, in, to or about the premises.
- **Ordinances and Statues.**  Lessee shall comply with all statutes, ordinances andrequirements of all municipal, state and federal authorities now in force, or which may hereafter be in force, pertaining to thepremises, occasioned by or affecting the use thereof by Lessee.
- **Assignment and Subletting.**  Lessee shall not assign this lease or sublet anyportion of the premises without prior written consent of the Lessor, which shall not be unreasonably withheld.  Any suchassignment or subletting without consent shall be void and, at the option of the Lessor, may terminate this lease.
- **Utilities. **All applications and connections for necessary utility services onthe demised premises shall be made in the name of Lessee only, and Lessee shall be solely liable for utility charges as they becomedue, including  including those for sewer, water, gas, electricity, and telephone services.  N/A except for telephone.

 

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- **Entry and Inspection. **Lessee shall permit Lessor or Lessor’s agents toenter upon the premises at reasonable times and upon reasonable notice, for the purpose of inspecting the same, and will permitLessor at any time within sixty (60) days prior to the expiration of this lease, to place upon the premises any usual “ToLet” or “For Lease” signs, and permit persons desiring to lease the same to inspect the premisesthereafter.
- **Possession.**  If Lessor is unable to deliver possession of the premises at thecommencement hereof, Lessor shall not be liable for any damage caused thereby, nor shall this lease be void or voidable, but Lesseeshall not be liable for any rent until possession is delivered.  Lessee may terminate this lease if possession is notdelivered within – days of the commencement of the term hereof.
- **Indemnification of Lessor.**  Lessor shall not be liable for any damage or injuryto Lessee, or any other person or to any property, occurring on the demised premises or any part thereof, and Lessee agrees to holdLessor harmless from any claims for damages, no matter how caused.
- **Insurance.**  Lessee, at his expense, shall maintain plate glass and publicliability insurance including bodily injury and property damage insuring Lessee and Lessor with minimum coverage as follows:Lessee shall provide Lessor with a Certificate of Insurance showing Lessor as additional insured.  The Certificate shallprovide for a ten-day written notice to Lessor in the event of cancellation or material change of coverage.  To the maximumextent permitted by insurance policies which may be owned by Lessor or Lessee, Lessee and Lessor, for the benefit of each other,waive any and all rights of subrogation which might otherwise exist.
- **Eminent Domain. **If the premises or any part thereof or any estate therein, orany other part of the building materially affecting Lessee’s use of the premises, shall be taken by eminent domain, thislease shall terminate on the date when title vests pursuant to such taking.  The rent, and any additional rent, shall beapportioned as of the termination date, and any rent paid for any period beyond that date shall be repaid to Lessee.  Lesseeshall not be entitled to any part of the award for such taking or any payment in lieu thereof, but Lessee may file a claim for anytaking of fixtures and improvements owned by Lessee, and for moving expenses.
- **Destruction of Premises.**  In the event of a partial destruction of the premisesduring the term hereof, from any cause, Lessor shall forthwith repair the same, provided that such repairs can be made within sixty(60) days under existing governmental laws and regulations, but such partial destruction shall not terminate this lease, exceptthat Lessee shall be entitled to a proportionate reduction of rent while such repairs are being made, based upon the extent towhich the making of such repairs shall interfere with the business of Lessee on the premises.  If such repairs cannot be madewithin said sixty (60) days, Lessor, at his option, may make the same within a reasonable time, this lease continuing in effectwith the rent proportionately abated as aforesaid, and in the even that Lessor shall not elect to make such repairs which cannot bemade with sixty (60) days, this lease may be terminated at the option of either party.  In the event that the building inwhich the demised premises may be situated is destroyed to an extent of not less than one-third of the replacement costs thereof,Lessor may elect to terminate this lease whether the demised premises be injured or not.  A total destruction of the buildingin which the premises may be situated shall terminate this lease.
- **Lessor’s Remedies on Default.**     If Lessee defaults in the payment of rent,or any additional rent, or defaults in the performance of any of the other covenants or conditions hereof, Lessor may give Lesseenotice of such default and if Lessee does not cure any such default within ten (10) days, after the giving of such notice (or ifsuch other default is of such nature that it cannot be completely cured within such period, if Lessee does not commence such curingwithin such 10 days and thereafter 

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 proceed with reasonable diligence and in good faith to cure such default), then Lessor mayterminate this lease on not less than 5 days’ notice to Lessee.  On the date specified in such notice the term of thislease shall terminate, and Lessee shall then quit and surrender the premises toLessor, but Lessee shall remain liable ashereinafter provided.  If this lease shall have been so terminated byLessor, Lessor may at any time thereafter resumepossession of the premises by any lawful means and remove Lessee or other occupants and their effects. No failure to enforceany term shall be deemed a waiver.

- **Security Deposit.**  Lessee shall deposit with Lessor on the signing of thislease the sum of Four Thousand Nine Hundred Twenty Dollars and No Cents Dollars ($4,920.00) as security for the performance ofLessee’s obligations under this lease, including without limitation the surrender of possession of the premises to Lessor asherein provided.  If Lessor applies any part of the deposit to cure any default of Lessee, Lessee shall on demand deposit withLessor the amount so applied so that Lessor shall have the full deposit on hand at all times during the term of this lease.
- **Tax Increase.**  In the event there is any increase during any year of the termof this lease in the City, County or State real estate taxes over and above the amount of such taxes assessed for the tax yearduring which the term of this lease commences, whether because of increased rate or valuation, Lessee shall pay to Lessor uponpresentation of paid tax bills an amount equal to N/A % of the increase in taxes upon the land and building in which the leasedpremises are situated.  In the event that such taxes are assessed for a tax year extending beyond the term of the lease, theobligation of Lessee shall be proportionate to the portion of the lease term included in such year.
- **Common Area Expenses.**  In the event the demised premises are situated in ashopping center or in a commercial building in which there are common areas, Lessee agrees to pay his pro-rata share ofmaintenance, taxes, and insurance for the common area.  [#17 – N/A  Common Area Expenses are included in leasepayment.]
- **Attorney’s Fees. **In case suit should be brought for recovery of thepremises, or for any sum due hereunder, or because of any act which may arise out of the possession of the premises, by eitherparty, the prevailing party shall be entitled to all costs incurred in connection with such action, including a reasonableattorney’s fee.
- **Waiver. **No failure of Lessor to enforce any term hereof shall be deemed to bea waiver.
- **Notices.**  Any notice which either party may or is required to give, shall begiven by mailing the same, postage prepaid, to Lessee at the premises, or Lessor at the address specified above, or at such otherplaces as may be designated by the parties from time to time.
- **Heirs, Assigns, Successors.**  This lease is binding upon and inures to thebenefit of the heirs, assigns and successors in interest to the parties.
- **Option to Renew.**   (TBD)  Provided that Lessee is not in default inthe performance of this lease, Lessee shall have the option to renew the lease for an additional term of N/A months commencing atthe expiration of the initial lease term.  All of the terms and conditions of the lease shall apply during the renewal termexcept that the monthly rent shall be the sum of $__.  The option shall be exercised by written notice given to Lessor notless than __ days prior to the expiration of the initial lease term.  If notice is not given in the manner provided hereinwithin the time specified, this option shall expire.

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- **Subordination.**  This lease is and shall be subordinated to all existing andfuture liens and encumbrances against the property. 
- Entire Agreement.   The following constitutes the entire agreement between theparties and may be modified only by a writing signed by both parties.  The following Exhibits, if any, have been made a partof this lease before the parties’ execution hereof:

Signed this 6 day of September, 2001.

 

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By: _________________________________                                                                                  |  

 

By: _________________________________                                                                                             |
|----------------------------------------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------------------------------------------------------------------------------------|
|         Lessee:  Don Mullen,President                            |        Lessor:  Donna Brown, Vice President                                                                    |
|                     Wink Davis Co. |                     Master Distributors, Inc. |

 

 

 

 

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Atlantic Beverage Company, Inc.8106 Stayton Drive, Jessup, MD  20794PH:  410-792-7055 / 301-470-2744FAX:  301-604-0205

 September 4, 2001

 To:       David Carter            Wink Davis EquipmentCo.

 From:    Donna Brown            Atlantic BeverageCo.

 Subject:  Lease – Warehouse & Office Space

 David, we have attempted to itemize all costs involved in the leasing of the space you areconsidering.  As you know, it is not viable to have separate utility meters for the space in question, due to the taxes andadditional costs that will be incurred.  Please give me a call if you have any questions or concerns.

| Space:  2 Office suites with separate entrance. (approx. 693 sq. ft.)             Warehouse (3,000 sq. ft.) with loading docks and drive in entrance             Common areas (bathrooms, conference room, kitchen ??sq. ft.             Park Spaces – for 4 cars (minimum) |  

$ |  

1,800.00 |
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-----------|------------------|
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |           |                  |
| Utilities:  Pro-rated based on usuage of 6% of our total space                                                                                                                                                                                                                                                                                                                                                                                                                       | $         | 400.00           |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |           |                  |
| Phone:  Tenant provides                                                                                                                                                                                                                                                                                                                                                                                                                                                              |           |                  |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |           |                  |
| Janitorial Services:  Office cleaned weekly, common areas cleaned                                                                                                                                                                                                                                                                                                                                                                                                                    | $         | 140.00           |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |           |                  |
| Outside Maintenance:  Lawncare, trash removal, snow removal,                                         parking lot maintenance, etc.                                                                                                                                      | $         | 120.00           |
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      |           |                  |
| Insurance:   Tenant provides for contents, etc. Roof and structure iscovered by                      landlord.                                                                                                                                                                                                                                               |           |                  |

              **Total Monthly Payment - $2,460.00 (for the duration of our lease)**

David, our lease is complete April 1, 2003.  At that time we will have negotiated anew lease for probably 3 or 5 years, or, we will have acquired new warehouse and office space. If this is something you areinterested in pursuing with us, we can talk.

Regarding, segregation of your warehouse area, you can secure your space via fencing atyour own expense.  However, because of the nature of our companies, we do not believe there will ever be a problem withconfusing or losing inventory, etc.  Our warehouse is secured.  We have personnel in the warehouse from 6:00 a.m. until11:00 p.m. Monday through Friday.  We do have a security system in place for after hours.

 

*/s/ Donna Brown*

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