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LEASE

         THIS  LEASE,  made  effective  this 24th day of February,  1998, by and

between AMERICANA INVESTMENT COMPANY, an Ohio general partnership  ("Landlord"),

and LEXFORD,  INC., a corporation  organized and existing under and by virtue of

the laws of the State of Ohio ("Tenant").

                                   WITNESSETH:


         ARTICLE 1. GRANT AND PREMISES. Landlord for and in consideration of the

rents and covenants hereinafter mentioned does hereby demise, lease and let unto

Tenant and Tenant does hereby hire,  lease and take from  Landlord the following

described  premises  situated in the  approximately  52,168 square foot building

known as 6954 Americana  Parkway,  Reynoldsburg,  Ohio (the  "Building"),  which

Building, together with the approximately 3.881 acre parcel of land described in

Exhibit A hereto upon which it is located,  and all improvements located thereon

are referred to as the "Project."

         Being  approximately  30,520  square  feet of office  space  (the
         "Office  Space") and 5,600  square feet of  warehouse  space (the
         "Warehouse  Space")  for a total  of  36,120  square  feet in the
         location  and  configuration  depicted  on Exhibit B hereto  (the
         Premises").


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         The Project  constitutes a portion of Americana  Commerce Park ( "ACP")

as  ACP is  shown  on  Exhibit  C  hereto.  The  Premises  shall  include  as an

appurtenant  right  the  non-exclusive  right of use of the  parking  lot on the

Project and the loading dock  turn-around  area between the buildings in ACP and

driveways in the Project.  Tenant shall be entitled to the  non-exclusive use of

the parking lot of the Project,  together  with other tenants of the Project and

their employees,  customers, agents, guests and invitees, it being the intent of

the parties that each tenant of the Project shall have the  non-exclusive use of

that number of the total  parking  spaces in the Project  determined by dividing

the total square feet of their respective  leased premises by the total leasable

square feet of the Building.  It is agreed that the entire loading dock area and

turn-around  area  between  the two  buildings  is a common  area of ACP for the

non-exclusive use of all tenants within ACP.

         ARTICLE 2. TERM.  The term of this Lease shall  commence on the date of

the  last to  occur of the  following  events  (the  "Commencement  Date"):  (i)

Tenant's  Work, as defined in Article 11 hereof,  is  completed,  and Tenant has

accepted  the  Premises;  (ii) Tenant has vacated all  portions of the  Building

which are not a part of the Premises, leaving the same in the condition required

upon  termination  under the terms of the existing  Lease  between  Landlord and


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Tenant for the Building;  (iii) Tenant has occupied the Premises for the conduct

of its  business;  and (iv) January 1, 1998 and expire on December 31, 2004.  If

Tenant  holds over the  expiration  of the term,  it is agreed  that the tenancy

shall be  month-to-month  under the same  terms and  conditions  as this  Lease.


         ARTICLE 3. RENTAL.

         (a) Monthly  Rental.  The monthly  rental  shall be as set forth below,

payable  without  deduction  or offset in  advance on or before the first day of

each  and  every  month  during  the  term  to the  following  address:  Oakwood

Management  Company,  6950 Americana Parkway,  Reynoldsburg,  Ohio 43068.


             Annual Rent
              Per Square   Annual Rent for
 Lease         Foot for        Warehouse
 Years       Office Space        Space        Annual Rental    Monthly Rental
-------      ------------  ---------------    -------------    --------------

  1-3          $8.75          $25,872.00      $292,922.00       $24,410.17
  4-5          $9.25          $27,165.60      $309,475.60       $25,789.63
  6-7          $9.75          $28,523.88      $326,093.88       $27,174.49

The first Lease Year shall commence on the Commencement Date and end on the last

day of the  twelfth  full  month  following  the  Commencement  Date,  and  each

subsequent  lease  year  shall  commence  on the  first  day of the  immediately

following  month,  except  that if the  Commencement  Date is a date  other than

January 1, 1998, the last lease year shall be a partial lease year and shall end

on December 31, 2004.  If the  Commencement  Date is a date other than the first


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day of a month, the monthly rental for the first partial month shall be prorated

based upon the actual number of days of the month within the lease term.

         (b)  Additional  Rent.  Tenant  shall  pay any and all sums of money or

charges  required  to be paid by Tenant as  additional  rent  under  this  Lease

promptly  when the same are due,  without any  deduction or set-off  whatsoever.

Tenant's failure to pay any such amounts or charges when due shall carry with it

the same consequences as the failure to pay Monthly Rental.  All such amounts or

charges shall be payable to Landlord at the place where rent is payable.


         (c) Delay or Default on Payment of Rent. In the event that Tenant shall

fail to pay any  installment  of rent on the date when due, or shall fail to pay

any other  payment or charges due from Tenant to Landlord  hereunder on the date

when due,  such past due  rentals or other  charges  shall bear  interest at the

lesser of (i) the highest rate then  allowable by law which  Landlord might then

have  charged  in making an  unsecured  loan to Tenant or (ii) the rate of three

percent (3%) per annum above the prime rate charged by The  Huntington  National

Bank,  Columbus,  Ohio (i.e.  the interest rate  established  by The  Huntington

National Bank, Columbus, Ohio, from time to time based upon its consideration of

economic, money market, business and competitive factors) as of


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the due date (in either instance,  the "Default Rate") from the due date thereof

until paid by Tenant. In like manner, all other obligations, benefits and moneys

which may be due to Landlord  from Tenant under the terms  hereof,  or which are

paid by Landlord because of Tenant's default  hereunder,  shall bear interest at

the  Default  Rate from the due date  until paid or, in the case of sums paid by

Landlord because of Tenant's default hereunder,  from the date such payments are

made by Landlord until the date Landlord is reimbursed by Tenant.

         ARTICLE 4. OPTIONS.

         (a) Option to Renew. Tenant shall have and is hereby granted the option

to extend the term of this Lease for one (1) additional  term of five (5) years.

The  renewal  period  shall be  governed by all of the  provisions,  terms,  and

conditions of this Lease;  except that the monthly rental shall be determined as

follows:

   Year of     Annual Rent   Annual Rental for
   Renewal     Per Square        Warehouse       Total Annual
    Term          Foot             Space            Rental        Monthly Rental
   -------     ----------    -----------------   ------------     --------------

      1             $9.99        $29,236.98       $334,131.76       $27,844.32
      2            $10.24        $29,967.90       $342,492.70       $28,541.06
      3            $10.50        $30,717.10       $350,763.31       $29,230.26
      4            $10.76        $31,485.03       $359,880.23       $29,990.02
      5            $11.03        $32,272.15       $368,907.75       $30,742.31


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In order to exercise the option as herein provided, Tenant must give to Landlord

written  notice of same at least  ninety  (90) days prior to end of the  initial

term.

         (b) Option to Delete  Warehouse  Space from Lease.  Tenant shall have a

one-time  right to delete the  Warehouse  Space from the  Premises  on the third

anniversary  date of the Lease (the "Warehouse  Option Date") upon the following

terms and conditions:

          (1)  Tenant  shall  give  written  notice to  Landlord  (an  "Election
               Notice")  stating its election to delete the Warehouse Space from
               the Premises effective on the Warehouse Option Date not more than
               one (1)  year  and not  less  than  six (6)  months  prior to the
               Warehouse Option Date.

          (2)  If a  timely  Election  Notice  is  given,  this  Lease  shall be
               automatically  amended on the Warehouse Option Date to delete the
               Warehouse  Space  from the  Premises  and to  adjust  the  rental
               accordingly.  At the request of either  party,  the parties shall
               exe-cute an Amendment to Lease reflecting such changes.

          (3)  If a timely  Election  Notice is given,  Tenant  shall vacate the
               Warehouse Space on or before the Warehouse Option Date and comply
               with all terms of the Lease  which  apply to  termination  of the
               Lease,  including Articles 10 and 12 hereof,  with respect to the
               Warehouse Space.

         ARTICLE 5. TAXES AND UTILITIES.

         (a) Taxes and  Obligations.  Subject  to the  provisions  of Article 22

hereof,  Landlord shall pay all taxes,  assessments (whether general or special)

and any other  obligations  which are or may become a lien on or levied  against

the Premises and Project.


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         (b) Utilities.  Tenant agrees during the term hereof to pay all charges

for electricity,  water, gas, heat, telephone and other utility services,  used,

consumed  or wasted  upon the  Premises.  Landlord  shall not be liable  for the

quality,  quantity or any interference with such utilities.  Tenant shall, on or

prior to the Commencement  Date, cause all utility services used by Tenant to be

placed in Tenant's name.

         ARTICLE 6.  ASSIGNMENT  AND  SUBLETTING.  Tenant may at any time assign

this Lease or sublet any part or all of the  Premises  to any party whom  Tenant

may  reasonably  select,  provided  that  the  occupancy  of that  party  or the

operations to be conducted in or on the Premises by that party shall not be of a

more  hazardous  nature than the  occupancy  of or the  operations  conducted by

Tenant on the  Premises at the time of said  assignment  or  subletting.  In the

event of any assigning or  subletting by Tenant,  Tenant shall remain liable for

the  performance  of its  covenants as contained in this  Agreement,  unless the

assignee in the case of an  assignment  has a net worth equal to or greater than

the net worth of Tenant on the date  hereof  and on the date of the  assignment,

which assignee is approved by Landlord in its reasonable discretion.

         ARTICLE  7. USE.  Tenant  may use the  Premises  for any  lawful use or

purpose. Tenant will at its own expense comply with all statutes, ordinances,


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rules,  orders and  regulations of federal,  state or local public  authorities,

subject to the provisions of Article 26 hereof.

         ARTICLE 8. DAMAGE OR DESTRUCTION.  If all or a part of the Premises are

rendered  untenantable  by  reason of  damage  or  destruction  caused by perils

customarily covered under fire and extended coverage  insurance,  acts of God or

any cause beyond the  reasonable  control of Tenant,  this Lease  shall,  at the

option of Tenant,  terminate unless (a) Landlord notifies Tenant within ten (10)

days after notice from Tenant of the untenantable  condition of the Premises, of

its intention to repair and restore the Premises to their former condition,  and

(b) such  restoration is completed within one hundred twenty (120) days from the

date Landlord  receives  notice of the  untenantable  condition of the Premises.

During the period of  restoration,  Tenant's rental  obligation  shall be abated

proportionate  to the time and the extent of the damage or  destruction  and the

time during which and the extent to which the Premises  have been  untenantable.

In the event of  termination,  Landlord shall reimburse to Tenant any portion of

rent  paid  representing  the  portion  of the  term  subsequent  to the date of

Premises were rendered untenantable.

         ARTICLE 9. MUTUAL WAIVER OF SUBROGATION. Each party hereto releases and

waives all rights of recovery against the other party, its officers,  employees,


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agents,  invitees and  representatives for any damage to any person, or for loss

of or damage to their  property or property of others under its control  arising

from any cause insured against under any insurance  policies carried by Landlord

and Tenant.

         ARTICLE 10. SURRENDER. Tenant agrees to surrender at the termination of

this Lease  possession  of the Premises in as good  condition  and repair as the

same were in at the commencement of the term hereof except for the following:


          (a)  Reasonable wear and tear,

          (b)  Repairs  and  restoration  to be made by  Tenant or  Landlord  as
               herein provided,

          (c)  Damage or destruction caused by perils customarily  covered under
               fire and  extended  coverage  insurance,  acts of God,  or by any
               other cause beyond the reasonable control of Tenant.

         ARTICLE  11.  TENANT   IMPROVEMENT   ALLOWANCE  AND   CONSTRUCTION   OR

IMPROVEMENTS  BY TENANT.  Landlord  shall  provide an allowance in the amount of

$396,760.00  (the  "Allowance  Amount") to pay for Tenant's Work as  hereinafter

defined.  Said allowance shall be paid as follows:

          (a)  Landlord  shall  retain  and  pay  directly  to all  contractors,
               subcontractors,   materialmen,   laborers  and  others  all  sums
               necessary to pay for Landlord's Work.


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          (b)  Tenant shall submit draw requests for construction and relocation
               expenses  incurred  and  paid to date  no  more  frequently  than
               monthly,  which shall include an  itemization of each invoice for
               which  reimbursement  is sought together with evidence of payment
               of same.

          (c)  Landlord  shall pay all such requests upon  verification  thereof
               within  10  days  of  receipt  of the  request  up to  the  total
               Allowance Amount.

          (d)  Any portion of the  Allowance  Amount  remaining  unpaid shall be
               paid by Landlord to Tenant within 30 days after all Tenant's work
               (as  hereinafter  defined)  is  completed,  and  Tenant has fully
               accepted and occupied the Premises.

         Tenant shall  construct or cause to be  constructed  a demising wall or


walls  between the Premises and the  remainder of the Building  (the  "Remaining

Space") and construct such other  improvements  as are necessary to separate the

Premises from the Remaining  Space,  provide  utility  services to the Remaining

Space,  and allow the Remaining Space to be used separately by a separate tenant

from the Premises,  including separate metering or submetering of all utilities,

and shall construct a building identification sign or signs as agreed to between

Landlord  and Tenant.  Tenant shall not be required to have  separate  meters or

submeters  installed for the Remaining Space until such time as Landlord advises

Tenant  that it has  obtained  a tenant  for all or a portion  of the  Remaining


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Space, in which case Tenant shall cause the separate meters (or submeters to the

extent  submetering  is  allowed  by the  respective  utility  companies)  to be

installed  within thirty (30) days of written  notice from Landlord to do so. If

Tenant elects to provide  submetering of utilities instead of separate metering,

Tenant shall be responsible for all costs of reading the meters and apportioning

the utility  bills.  Notwith-standing  anything  herein to the contrary,  Tenant

shall be  responsible  for the  payment of all  utility  charges  for the entire

Building  until the separate  meters or submeters  for the  Remaining  Space are

installed.  Tenant shall also be solely  responsible at its cost for making such

improvements  to the  Premises  as are  necessary  to cause the  Premises  to be

suitable  for  Tenant's  intended  use and to comply with all  applicable  laws,

ordinances,  building codes and regulations in effect on the Commencement  Date.

All such work done under this  Article 11 is  referred  to as "Tenant  Work" and

shall be done at  Tenant's  expense to the extent the cost  thereof  exceeds the

Allowance  Amount.  Tenant's  Work  shall be done in  accordance  with  detailed

working drawings approved by Landlord,  which approval shall not be unreasonably

withheld or delayed.  Tenant shall have the right to enter the Premises prior to

the  Commencement  Date for the purpose of doing such work,  provided  that upon

such entry Tenant shall  maintain all required  insurance  upon the Premises and


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pay all utilities  from such date and all  provisions  of the Lease  relative to

occupancy and  indemnification  shall apply.  Tenant shall provide  construction

management  services  for  Tenant's  Work and shall  retain a qualified  general

contractor to perform Tenant's Work.

         ARTICLE 12. ALTERATIONS.  Tenant shall not make or cause to be made any

alterations,  additions, or improvements to the Premises, or install or cause to

be installed any exterior signs, floor coverings, interior or exterior lighting,

plumbing  fixtures,  shades,  canopies  or  awnings  or make any  changes to the

mechanical,  electrical or sprinkler  systems (if any) without the prior written

consent of Landlord,  which consent shall not be unreasonably  withheld.  Tenant

shall present to Landlord plans and specifications for any such proposed work at

the time  approval is sought.  Subject to the  foregoing,  Tenant shall have the

right to make  installations  upon the roof of the  Building  for  communication

devices provided the same, or their installation,  does not affect the integrity

of the  roof or  structure  of the  Building.

         All alterations, installations, additions and improvements in or to the

Premises,  installed by Landlord and all alterations,  installations,  additions

and  improvements to the Building made by Tenant other than Tenant's  equipment,


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furniture,  furnishings,  trade fixtures and other personal  property,  shall be

deemed to have  attached  to the  Premises  and to have  become the  property of

Landlord upon such attachment,  and upon expiration of this Lease or any renewal

term thereof,  Tenant shall not remove any of such  alterations,  installations,

additions and improvements; provided, however, Landlord may designate by written

notice to Tenant  at the time  Landlord  consents  to such  Tenant  alterations,

installations,    additions   and   improvements   which   Tenant   alterations,

installations,  additions  and  improvements  must be  removed  by Tenant at the

expiration or  termination of this Lease,  and Tenant shall promptly  remove the

same and repair any damage to the Premises caused by such removal.  Tenant shall

have  no  obligation  to  remove  alterations,   installations,   additions  and

improvements installed by Landlord. All equipment, furniture, furnishings, trade

fixtures,  exhaust hoods, and other personal property installed by Tenant in the

Premises  shall  remain  Tenant's  property  and may be removed by Tenant at the

termination  of the  Lease;  provided  Tenant  shall  repair  any  damage to the

Premises caused by such removal;  further  provided that Landlord shall have the

right to remove any such personal  property owned by Tenant which is not removed

by Tenant prior to the  expiration  date of the Lease or within thirty (30) days

after any earlier  termination of the Lease, and if not claimed by Tenant within


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thirty (30) days after  removal and  storage,  such  personal  property  will be

deemed to have been  abandoned  by Tenant  and may be  disposed  of by  Landlord

without any further obligation to Tenant.  Landlord hereby waives any landlord's

lien on  Tenant's  personal  property.

         Tenant  shall  have the right to make any  non-structural  alterations,

installations,  additions or improvements not exceeding  $10,000.00 and which do

not materially affect the building utility systems without obtaining  Landlord's

consent.  Tenant shall provide Landlord with copies of the drawings covering the

work.

         Tenant  shall not place any signs on the  interior (if visible from the

exterior)  or on  the  exterior  of  the  Building  or on  the  Project  without

Landlord's written consent.  Tenant shall maintain its sign(s) in good condition

and  repair at all  times  during  the term of this  Lease.  All signs  shall be

installed in compliance with all applicable  laws,  ordinances and  regulations.

Landlord shall  construct a monument or building sign or signs on or outside the

Building at a location or locations  mutually  agreed to by Landlord and Tenant,

which  shall be for the joint use of Tenant and other  tenants  in the  Building

with the cost of such sign to be paid from the Allowance Amount under Article 11

hereof.  The space on such sign identifying  Tenant shall not exceed fifty eight


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and one-half percent (58.5%) of the portion of the sign used to identify tenants

in the  Building.

         If a mechanic's  lien is filed against the Premises or the Project for,

or purporting to be for, labor or material alleged to have been furnished, or to

be  furnished,  to or for Tenant or any  subtenant  or assignee of Tenant at the

Premises, Tenant shall cause such lien to be discharged within fifteen (15) days

after  receipt of written  notice  from  Landlord,  by  bonding  proceedings  or

otherwise. If Tenant shall fail to take such actions as shall cause such lien to

be discharged within said fifteen (15) day period,  Landlord may, at its option,

pay the amount of such lien or may  discharge  the same by  bonding  proceedings

and, in the event of such bonding  proceedings,  Landlord may require the lienor

to prosecute  the  appropriate  action to enforce the lienor's  claim.  Any such

amount paid or expense  incurred by Landlord,  or any expense incurred or sum of

money paid by  Landlord  by reason of the  failure of Tenant to comply  with the

foregoing  provisions  of this Article,  or in defending any such action,  shall

become immediately due and payable as rent by Tenant to Landlord,  together with

interest at the Default Rate thereon from the date of payment by Landlord  until

paid by Tenant.  Any such payment by Landlord shall not be deemed to be a waiver


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of any other rights which  Landlord may have under the  provisions of this Lease

or as  provided  by law.

         ARTICLE  13.  RIGHT OF ENTRY.  Tenant  agrees to permit  Landlord,  its

agents or  employees,  to enter the  Premises at all  reasonable  times,  with a

minimum of 24 hours'  advance  notice except in an emergency to show premises to

parties  wishing  to  purchase,  lease  or  to  make  repairs,  alterations  and

improvements. Landlord may enter the Premises at any time in cases of emergency.

         ARTICLE 14.  LIABILITY.  Landlord shall not be liable for any damage to

property  of  Tenant or  property  of  Tenant's  employees,  agents or  invitees

resulting  from  perils  customarily  covered  by  fire  and  extended  coverage

insurance,  acts of God or any other  cause  beyond  the  reasonable  control of

Landlord.  Tenant  agrees  to  indemnify  and save  harmless  Landlord  from any

liability,  claim or demand  which may arise from such damage to said  property.

Tenant shall not be responsible for any damage to or destruction of the Premises

resulting  from  perils  customarily  covered  by  fire  and  extended  coverage

insurance.

         ARTICLE 15. DEFAULT.

         (a) Events of Default by Tenant.  It is  expressly  agreed that each of

the  following  shall  constitute  an  event of  default  ("Event  of  Default")

hereunder:


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               (l)  The  failure,  neglect  or  refusal  of  Tenant  to pay  any
                    installment  of rent or  additional  rent at the time and in
                    the amount as herein  provided,  or to pay any other  monies
                    agreed by it to be paid  promptly when and as the same shall
                    become due and payable  under the terms  hereof,  and if any
                    such failure, neglect or refusal to pay shall continue for a
                    period of more than seven (7) days after Tenant's receipt of
                    Landlord's written notice of default.

               (2)  The  filing of any  voluntary  or  involuntary  petition  or
                    similar  pleading  under  any  section  or  sections  of any
                    bankruptcy  act  against  Tenant or the  institution  of any
                    voluntary or involuntary proceeding in any court or tribunal
                    to declare Tenant  insolvent or unable to pay its debts, and
                    the same shall not be dismissed or discharged  within thirty
                    (30)  days  after  Tenant's  receipt  of notice  thereof  in
                    writing from Landlord.

               (3)  The  failure,  neglect  or  refusal  of  Tenant  to keep and
                    perform any of the  covenants,  conditions  or  stipulations
                    herein  contained and  covenanted  and agreed to be kept and
                    performed by it and such  failure,  neglect or refusal shall
                    continue  for a period of more than  thirty  (30) days after
                    Tenant's receipt of notice thereof in writing from Landlord;
                    provided,  however, that if the cause for giving such notice
                    involves the making of repairs or other  matters  reasonably
                    requiring a longer  period of time than such thirty (30) day
                    period,  Tenant shall be deemed to have  complied  with such
                    notice  within said  period of time if Tenant is  diligently
                    prosecuting  compliance  with  said  notice or has taken the
                    proper  steps or  proceedings  under  the  circumstances  to
                    prevent  the  seizure,  destruction,   alteration  or  other
                    interference  with the Premises by reason of  non-compliance
                    with the  requirements  of any law or  ordinance or with the
                    rules,   regulations  or  directions  of  any   governmental
                    authority, as the case may be.


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               (4)  The making of any  assignment by Tenant of the Premises,  or
                    part thereof,  for the benefit of  creditors,  or should the
                    Premises be taken under any levy of execution or  attachment
                    in execution  against Tenant,  and such levy,  attachment or
                    assignment  is not dismissed  and  discharged  within thirty
                    (30) days after  Tenant's  receipt of written notice thereof
                    from Landlord.

         (b) Landlord's Remedies. Upon the occurrence of any Event of Default as

set forth in Article  15(a)  hereof,  then  Landlord,  in  addition to the other

rights or remedies  that  Landlord  may have as provided by law,  shall have the

right to declare this Lease terminated and the term ended.

         Should  Landlord  take  possession  of  the  Premises,  it  may  either

terminate  this Lease or it may,  from time to time,  without  terminating  this

Lease,  make such  alterations and repairs as may be necessary in order to relet

the  Premises,  and relet the Premises,  or any part  thereof,  for such term or

terms (which may be for a term  extending  beyond the term of this Lease) and at

such rental or rentals and upon such other terms and conditions as Landlord,  in

its sole discretion, may deem advisable,  subject to Landlord's duty to mitigate

damages.  Upon each such  reletting,  all  rentals  and other sums  received  by

Landlord from such reletting shall be applied as follows:  first, to the payment

of any  indebtedness  other than rent due  hereunder  from  Tenant to  Landlord;

second,  to the payment of any costs and expenses of such  reletting,  including


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reasonable  brokerage fees and attorneys' fees and of costs of such  alterations

and  repairs;  third,  to the  payment of rent and other  charges due and unpaid

hereunder;  and fourth,  the  remainder,  if any,  shall be held by Landlord and

applied in payment of future  fixed and  additional  rent as the same may become

due and payable  hereunder.  If such rentals and other sums  received  from such

reletting  during  any month is less than  that to be paid  during  the month by

Tenant hereunder,  Tenant shall pay such deficiency to Landlord. Such deficiency

shall be calculated and paid monthly.  No such re-entry or taking  possession of

the  Premises  by  Landlord  shall be  construed  as an  election on its part to

terminate this Lease unless a written notice of such intention shall be given by

Landlord  to Tenant or unless  the  termination  hereof be decreed by a court of

competent jurisdiction.  Notwithstanding any such reletting without termination,

Landlord  may at any time  hereafter  elect to  terminate  this  Lease  for such

previous  breach.  Should  Landlord  at any time  terminate  this  Lease for any

breach,  in addition to any other remedies that Landlord may possess pursuant to

the terms of this Lease or as provided by law,  Landlord may recover from Tenant

all  damages  it may  incur by  reason  of such  breach,  including  the cost of

recovering the Premises,  reasonable  attorneys'  fees, and the present value at

the time of such  termination  of the  amount of fixed and  additional  rent and


                                       19
<PAGE>   20

other charges equivalent to rent reserved in this Lease for the remainder of the

stated term of this Lease,  all of which  amount  shall be  immediately  due and

payable by Tenant to Landlord,  subject, however, to Landlord's duty to mitigate

damages.

         In the event  that a lawsuit is brought by  Landlord  for  recovery  of

possession of the  Premises,  for recovery of rent or any other amount due under

the  provisions  of this Lease or  because  of the breach of any other  covenant

herein  contained on the part of Tenant to be kept and  performed,  and a breach

shall be  established,  Tenant  shall  pay to  Landlord  all  expenses  incurred

therefor,  including reasonable attorneys' fees.

         (c)  Default by  Landlord.  In the event of the  failure of Landlord to

perform any obligation of Landlord to be performed by Landlord hereunder, and if

such  default  continues  for a period  of more  than  thirty  (30)  days  after

Landlord's  receipt of notice  thereof in writing from  Tenant,  then Tenant may

elect to perform such  obligation  itself and the  reasonable  cost  incurred by

Tenant is performing such  obligation  shall be due and payable within seven (7)

days of the receipt of an invoice for the same by Landlord, and if not paid when

due shall bear  interest at the Default  Rate.  Provided,  however,  that if the

cause for giving such  notice  involves  the making of repairs or other  matters


                                       20
<PAGE>   21

reasonably  requiring a longer  period of time than such thirty (30) day period,

Landlord shall be deemed to have complied with such notice within said period of

time if Tenant is diligently  prosecuting  compliance with said notice.

         ARTICLE 16. LANDLORD'S  WARRANTY.  Landlord warrants and covenants that

it is lawfully in possession of the Premises and has good right and authority to

lease the same and that upon  Tenant's  paying  the  rents  and  performing  the

covenants as herein  provided it shall and may peaceably and quietly have,  hold

and enjoy the Premises for the term or terms herein  provided and Landlord  will

defend such holding and  enjoyment.

         ARTICLE 17.  SUCCESSORS  AND  ASSIGNS.  The  covenants  and  agreements

contained  in this Lease shall apply to,  inure to the benefit of and be binding

upon the Landlord and Tenant and upon their  respective  successors  in interest

and  assigns.

         ARTICLE 18. WAIVER. Any failure or neglect by either party to assert or

enforce  any rights or  remedies  because of any breach or default by the others

hereunder shall not prejudice or affect their respective rights or remedies with

respect to any subsequent breach or default.


                                       21
<PAGE>   22

         ARTICLE 19. INSURANCE.

         (a)  Landlord's  Insurance.  Subject  to the  provisions  of Article 22

hereof,  Landlord  shall at all times  during the term or any  extension of this

Lease,  carry fire and extended coverage  insurance on the Building in an amount

equal to the full replacement value of the Building.  Landlord shall comply with

any co-insurance  clause in said insurance policy or policies.  Tenant shall not

be liable for Landlord's  failure to comply with any such  co-insurance  clause.

Tenant shall not be responsible  for any deductible  portion of Landlord's  fire

and extended coverage insurance  policies.  Landlord shall provide Tenant with a

certificate  that  such  insurance  is in effect  and  renewal  certificates  as

necessary within fifteen (15) days after written request by Tenant.

         (b)  Tenant's  Insurance.  Tenant  agrees  that,  at its own  cost  and

expense,  it shall procure and continue in force,  general  liability  insurance

insuring  Tenant against any and all claims for injuries to persons or damage to

property  occurring in or upon the  Premises or  occurring  on the Project,  and

including all damage to signs,  fixtures or other appurtenances now or hereafter

erected upon the Premises or the  Project,  during the term of this Lease.  Such

insurance  shall at all times be in an amount not less than Two Million  Dollars

($2,000,000.00)  on account of bodily injury to or death of one person,  and Two


                                       22
<PAGE>   23

Million  Dollars  ($2,000,000.00)  on account of bodily  injuries to or death of

more than one  person  as a result of any one  accident  or  disaster,  and Five

Hundred Thousand Dollars  ($500,000.00) for property damage in any one accident.

Such insurance  shall be written by a company or companies  authorized to engage

in the  business  of general  liability  insurance  in the State of Ohio,  and a

certificate of all such policies procured by Tenant in compliance herewith shall

be  delivered  to  Landlord  at least  fifteen  (15) days prior to the time such

insurance is required to be carried by Tenant, and, thereafter, at least fifteen

(15) days prior to the expiration of any such  policies.  Such policy shall bear

an endorsement  stating that the insurer agrees to notify Landlord not less than

ten (10) days in advance of the modification or cancellation of any such policy.

In the event that Tenant fails to maintain such  liability  insurance,  Landlord

shall have the right to obtain liability insurance on behalf of Tenant, insuring

Tenant and  containing  such  limits,  and to charge the cost  thereof to Tenant

together  with  interest  at the Default  Rate until paid.  Such right to obtain

liability  insurance  on behalf of Tenant  shall not be deemed to be a waiver of

any other rights which  Landlord may have under the  provisions of this Lease or

as  provided  by law.


                                       23
<PAGE>   24

         Landlord  shall  obtain  and  pay the  expense  of  whatever  liability

insurance  coverage it  determines  to be  necessary in order to protect its own

interest.

         Tenant further agrees to maintain in full force  throughout the term of

this Lease policies of fire insurance, including extended coverage, on all trade

fixtures,  furniture,  furnishings,  equipment  and other  personal  property of

Tenant located in the Premises. Tenant shall provide Landlord with a certificate

that such insurance is in effect and renewal certificates as necessary.

         ARTICLE 20. COMMON  AREAS.  Landlord  agrees that Tenant,  and Tenant's

clients,  employees,  agents,  visitors  and  invitees,  shall  have  the  right

throughout  the term of this Lease to use,  in common  with  others  entitled to

similar use thereof,  all of the areas of the Project that may from time to time

be  constructed  and  designated as common areas by Landlord,  including but not

limited to parking areas,  sidewalks and driveways for ingress and egress to the

Project; provided,  however, that Tenant, Tenant's clients,  employees,  agents,

visitors and invitees  shall not use any parking areas  reserved and  designated

for the exclusive  use of Landlord or any other  persons.  "Common  Areas" shall

include the Loading  Dock and Turn Around  Area.


                                       24
<PAGE>   25

         The  common  areas  shall at all  times  be  subject  to the  exclusive

management and control of Landlord, and Landlord shall have the right, from time

to time, to establish,  modify and enforce reasonable rules and regulations with

respect  to all such  common  areas if the same are,  in  Landlord's  reasonable

opinion, for the betterment or safety of the Project, and the use of such common

areas by Tenant shall be subject to such rules and regulations.  If an amendment

or modification of such rules and regulations  would adversely affect the rights

of Tenant  under this  Lease,  such  modification  shall  require the consent of

Tenant,  which consent shall not be unreasonably  withheld or delayed.  Landlord

shall  notify  Tenant  of any  modification  or  amendment  to  such  rules  and

regulations at least thirty (30) days before it becomes effective.

         Landlord  may do and perform  such acts in and to said common areas as,

in Landlord's good business judgment,  Landlord shall determine to be advisable.

Landlord hereby reserves the right to make alterations,  additions, deletions or

changes including, but not limited to, changes in size and configuration of said

common  areas,  with  the  consent  of  Tenant,   which  consent  shall  not  be

unreasonably withheld or delayed.


                                       25
<PAGE>   26

         Subject to the provisions of Article 22 hereof,  Landlord shall arrange

and adequately  maintain the common areas in a good usable condition  throughout

the term of this Lease.

         ARTICLE 21. NET LEASE.  It is the  purpose  and intent of Landlord  and

Tenant that except for Landlord's  obligations hereunder for roof and structural

replacement,  the  annual  fixed  rent  payable  by  Tenant  hereunder  shall be

absolutely net to Landlord so that this Lease shall yield,  net, to Landlord the

rent  specified  in  Article 3 or  Article  4, as the case may be,  and that all

costs,  expenses or  obligations of every kind and nature  whatsoever  which are

expressed as Tenant's  responsibility  or for which Tenant has agreed  herein to

pay additional  rent shall,  subject to the provisions of Article 22 hereof,  be

paid by Tenant.  Tenant hereby  agrees to and shall  indemnify and save Landlord

harmless from and against all such costs, expenses and obligations.

         ARTICLE 22. OPERATING EXPENSES.

         (a)  Tenant's  Proportionate  Share of  Landlord's  Operating  Expense.

Tenant shall pay to Landlord,  as  additional  rent, an amount equal to Tenant's

proportionate  share ("Tenant's  Operating Expense  Allocation") of the cost and

expense to Landlord  ("Landlord's  Operating  Expense") of Landlord's  Operating

Services, as hereinafter defined, for the Project.


                                       26
<PAGE>   27


         (b) Statement of Landlord's Operating Expense and Payment. Tenant shall

pay to  Landlord  monthly  installments  in  advance  on the  first  day of each

calendar  month  during  the term of this Lease an amount  equal to  one-twelfth

(1/12th) of Tenant's  annual  Operating  Expense  Allocation,  as said amount is

estimated  from time to time by Landlord.  Within thirty (30) days after the end

of each  calendar  year of the term of this Lease,  or any renewal term thereof,

Landlord  shall  furnish to Tenant a statement of the actual  amount of Tenant's

proportionate  share of Landlord's  Operating  Expense  incurred by Landlord for

Landlord's  Operating  Services during the preceding calendar year. In the event

that  Tenant's  proportionate  share of  Landlord's  Operating  Expense for such

calendar year exceeds the payments  made by Tenant to Landlord  pursuant to this

Article 22(b) during such calendar year,  Tenant shall,  within twenty (20) days

after Landlord has furnished such statement,  pay to Landlord the amount of such

excess.  In the event the amount of such excess is not paid  within  twenty (20)

days after  Landlord  has  furnished  such  statement,  such  excess  shall bear

interest at the Default  Rate  commencing  with the  twentieth  (20th) day after

Landlord has furnished  such statement  until such excess is paid by Tenant.  In

the event that Tenant shall have paid to Landlord  during such  calendar year an

amount for Landlord's Operating Expense which exceeds the amount due from Tenant


                                       27
<PAGE>   28

to Landlord for such  calendar  year,  the amount of such  overpayment  shall be

credited against the next payment which shall become due from Tenant to Landlord

for Landlord's  Operating  Expense.

         (c)  Landlord's  Operating  Expense  Items.  As used  herein,  the term

"Landlord's  Operating Expense" shall include all costs and expenses of any kind

or nature  incurred by Landlord in  managing,  operating,  equipping,  policing,

protecting,   lighting,  insuring,  repairing,  replacing  and  maintaining  the

Project,  including all common areas,  roof and structural  maintenance (but not

roof and  structural  replacement),  in accordance  with accepted  principles of

sound  operation  and  management,  including  but not  limited to all costs and

expenses incurred pursuant to Article 5, 19, 20 and 21 hereof, and the costs and

expenses of management, security programs, including but not limited to security

and life safety systems, illumination and maintenance of common signs, cleaning,

lighting, snow removal,  landscaping,  premiums for liability, property and rent

loss insurance,  personal property taxes,  supplies, the cost of maintaining and

replacement of equipment,  reasonable depreciation of maintenance equipment used

in the operation and maintenance of the Project, total compensation and benefits

(including premiums for workers' compensation and other insurance) paid to or on


                                       28
<PAGE>   29

behalf of the employees  involved in the  performance  of the work  specified in

this Article 22(c),  and an amount equal to twenty-nine and one-quarter  percent

(29.25%) of the expenses incurred by Landlord in sealing,  repairing,  striping,

cleaning,  and  removing  snow from the  driveways  and the common  loading dock

turn-around area which serves the Building and the adjacent building in ACP.

         (d) Computation of Proportionate Share. Tenant's proportionate share of

Landlord's  Operating  Expense shall be fifty-eight and one-half percent (58.5%)

of Landlord's  Operating Expense.

         (e) Review of Records.  Tenant shall have the right, within thirty (30)

days after  Landlord has rendered its annual  statement of Landlord's  Operating

Expenses for any calendar  year during the term of this Lease,  or any extension

thereof, to review Landlord's records relating to Landlord's  Operating Expenses

at the office where such records are kept and during Landlord's regular business

hours.  Such right shall be exercised  within such period and upon fourteen (14)

days' prior written notice given by Tenant to Landlord.

         ARTICLE 23. MAINTENANCE AND REPAIRS.  Tenant will maintain the interior

of the  Premises  and all  windows  and doors in good  condition  and  repair in

accordance  with  maintenance  standards  employed in  maintenance of comparable


                                       29
<PAGE>   30

buildings in Franklin County,  Ohio.  Maintenance  procedures will be subject to

Landlord's  approval.  In the event that  Landlord  reasonably  determines  that

Tenant is not  adequately  maintaining  the  Premises,  Landlord  shall have the

right,  upon not less  than  forty-five  (45)  days  written  notice  to  Tenant

specifying the reasons for such conclusion,  and if Tenant has not corrected all

identified  problems  within such  forty-five  (45) day period,  to perform such

maintenance  on behalf of Tenant and to charge Tenant,  as additional  rent, the

reasonable costs thereof.

         Without  limitation,   Tenant's  obligations  hereunder  shall  include

ordinary and  extraordinary  repairs to keep the interior,  windows and doors of

the Premises, and all heating, air conditioning, plumbing and electrical systems

and all  fixtures  and  equipment  in good  order  and  repair.

         Subject to the  provisions  of Article  22  hereof,  Landlord  shall be

responsible for  maintaining  the exterior,  roof and structure of the Building.

Landlord shall be responsible at its sole cost and not subject to the provisions

of  Article  22  hereof  for  replacement,  as  distinguished  from  repair  and

maintenance,  of the roof and structure of the  Building.

         ARTICLE 24. RULES AND  REGULATIONS  FOR THE PROJECT.  Tenant  agrees to

comply  with and  observe  all rules and  regulations  as set forth in Exhibit C

attached  hereto and made a part  hereof,  and as modified  and  established  by


                                       30
<PAGE>   31

Landlord  from time to time with respect to the operation and use of the Project

and the  Premises  in  accordance  with the  provisions  of  Article  20 hereof.

Tenant's failure to keep and observe said rules and regulations shall constitute

a breach of the terms of this Lease in the manner defined as an Event of Default

hereunder.

         ARTICLE 25.  ENVIRONMENTAL  PROTECTION;  COMPLIANCE  WITH CODE.  Tenant

acknowledges  that  there  are in  effect  federal,  state  and  local  laws and

regulations  and that additional laws and regulations may hereinafter be enacted

to go into effect  relating to or affecting  the  Premises and the Project,  and

concerning the impact on the environment of construction,  land use, maintenance

and operation of structures,  and the conduct of business. Tenant will not cause

or  permit  to be  caused  any act or  practice,  by  negligence,  omission,  or

otherwise,  that  would  violate  any of  said  laws  or  regulations.

         Landlord acknowledges that as of the date of execution of this Lease it

has no  knowledge  of and has not  received any notice of intent to commence any

action or  proceeding  against  Landlord or the Premises or Project based on any

violation of any building,  fire, safety, zoning, land use or environmental law,

regulation  or ordinance of any  applicable  jurisdiction  in any respect  which


                                       31
<PAGE>   32
might adversely  affect the Premises or Project or require any  modifications to

the Building.

         It is the intent of the parties that Landlord shall be responsible  for

the cost of environmental  compliance  resulting from any existing  condition on

the  Premises as of the date that Tenant  first  enters the Premises to commence

Tenant's  Work  (the  "Work  commencement   Date")  and  that  Tenant  shall  be

responsible  for the cost of any  environmental  compliance  resulting  from any

condition  or event on the Premises  arising  after the Work  Commencement  Date

unless the same is solely the result of the  negligence of Landlord.  Therefore,

Landlord  agrees to indemnify and hold harmless  Tenant from any and all claims,

liability,  loss,  damage  costs  and  expenses  arising  under  any  applicable

environmental laws or regulations and conditions  existing on the Premises prior

to the Work  Commencement  Date,  except to the extent  the same were  caused by

Tenant.  Tenant agrees to indemnify and hold harmless  Landlord from any and all

claims, liability, loss, damage, costs and expenses arising under any applicable

environmental  laws or  regulations  and  conditions or events arising after the

Work  commencement  Date or prior to the Work  Commencement  Date if  caused  by

Tenant.

         In the event that any use of the Building by Tenant  different from the

office/warehouse  use for which  the  Building  was  designed  necessitates  any


                                       32
<PAGE>   33

modifications to the Building or other actions in order to cause the Building to

comply  with  applicable  land  use,   zoning,   building,   fire,   safety  and

environmental codes of governmental  authority having jurisdiction,  Tenant will

pay the cost of such modifications and indemnify and save Landlord harmless from

all liability and expense in connection  therewith.  Any other  modifications to

the Building or any other actions  required by a change in applicable  land use,

zoning,  building,  fire, safety and environmental codes after the completion of

Tenant's  Work will be made by  Landlord  at  Landlord's  expense.

         ARTICLE 26. REDUCTION OR CURTAILMENT DUE TO ENERGY  SHORTAGE.  Landlord

and Tenant specifically acknowledge that energy shortages in the region in which

the Project is located may from time to time  necessitate  reduced or  curtailed

operation of the Project and the business  conducted by Tenant in the  Premises.

Tenant agrees to and shall comply with all such rules and  regulations as may be

promulgated from time to time by any governmental  authority having jurisdiction

with respect to energy consumption and Tenant shall reduce or curtail operations

in the Premises as shall be directed by such governmental authority.  Compliance

with such  rules  and  regulations  and/or  such  reduction  or  curtailment  of

operation  shall  not  constitute  a  breach  of  Landlord's  covenant  of quiet


                                       33
<PAGE>   34

enjoyment or otherwise  invalidate or affect this Lease, and Tenant shall not be

entitled to any  diminution or abatement in rent during  periods of reduction or

curtailment of operations, subject, however, to Tenant's right to terminate this

Lease in the event of  circumstances  constituting  a  constructive  eviction if

reduction or curtailment is for a prolonged period.  Failure to keep and observe

said rules and regulations  and/or to reduce or curtail  business  operations as

herein  provided shall  constitute a breach of the terms of this Lease.


         ARTICLE 27.  OFFSET  STATEMENT.  Tenant  agrees  that,  within ten (10)

business  days after  receipt of a written  request  therefor  by  Landlord,  to

execute in  recordable  form and  deliver to Landlord a  statement,  in writing,

stating:  (a) that  this  Lease is in full  force  and  effect,  (b) the date of

commencement of the term of this Lease, (c) that rent is paid currently  without

any offset or defense thereto,  (d) the amount of rent, if any, paid in advance,

and (e) that  there are no  uncured  defaults  by  Landlord,  or  stating  those

defaults of Landlord claimed by Tenant,  provided that, if any such defaults are

claimed,  such facts are accurate  and  ascertainable.

         ARTICLE 28. ATTORNMENT.  Tenant shall, in the event any proceedings are

brought for  foreclosure of any mortgage made by Landlord  covering the Premises


                                       34
<PAGE>   35


or the Project,  attorn to the purchaser  upon any such  foreclosure or sale and

recognize   such   purchaser   as  Landlord   under  this  Lease.

         ARTICLE 29. SUBORDINATION.  Tenant agrees that this Lease shall, at the

request of  Landlord,  be  subordinate  to any  mortgage  that now exists or may

hereafter  be placed on the Project or the  Premises and to any and all advances

to  be  made  thereunder,  and  to  the  interest  thereon,  and  all  renewals,

replacements and extensions thereof;  provided that the mortgagees named in said

mortgages  shall agree to recognize  this Lease in the event of  foreclosure  if

Tenant is not then in default which default has continued  beyond the expiration

of the  applicable  notice and cure  period and has become an Event of  Default.

Tenant also agrees that any  mortgagee may elect to have this Lease a prior lien

to its mortgage and, in the event of such election and upon notification by such

mortgagee to Tenant to that effect,  this Lease shall be deemed prior in lien to

said  mortgage.  Tenant  agrees  that,  upon  the  request  by  Landlord  or any

mortgagee,  it shall execute whatever  instruments may be reasonably required to

carry out the  intent of this  Article  29 and which do not add to the intent of

this  Article  29. Such  instruments  must be in form and  substance  reasonably

satisfactory to Tenant and Tenant's counsel. Failure of Tenant to execute any of


                                       35
<PAGE>   36

the  instruments  provided  for in Articles  27 or 28 or this  Article 29 within

thirty (30) days after receipt of written  request to do so by Landlord  (unless

due to a  reasonable  request by Tenant for  modification  to such  instruments)

shall constitute a breach of this Lease, and Landlord may, at its option, cancel

this Lease and terminate Tenant's interest herein.

         ARTICLE 30. EMINENT DOMAIN - TAKING OF PREMISES.  In the event that the

whole of the Project or the whole or part of the Premises or (except as provided

below) the common area  serving the Premises is taken under the power of eminent

domain by any public authority,  this Lease shall terminate and expire as of the

date possession is taken by the public authority and Tenant shall pay rent up to

the date of such taking with an  appropriate  refund by Landlord of such amounts

thereof as shall have been paid in advance for a period  subsequent  to the date

of the taking.  If less than the whole of the Project  shall be so taken and the

portion of the Project  taken does not  involve any part of the  Premises or the

common  loading dock area serving the Premises and if access is maintained  over

at least one of the two common  driveways,  then this Lease  shall  continue  in

effect.  In the event of a termination,  Tenant shall pay rent up to the date of


                                       36
<PAGE>   37

such taking with an  appropriate  refund by Landlord of such amounts  thereof as

may have been paid in advance for a period subsequent to the date of the taking.

         In the event the Premises or the Project, or any part thereof, shall be

taken  or  condemned  either  permanently  or  temporarily  for  any  public  or

quasi-public use or purpose by competent authority in appropriation  proceedings

or by any right of eminent  domain,  the  entire  compensation  award  therefor,

including,  but not limited to, all damages as  compensation  for  diminution in

value of the leasehold,  reversion or fee, shall belong to Landlord  without any

deductions  therefrom  for any  present or future  estate of Tenant,  and Tenant

hereby assigns to Landlord all its right,  title and interest to any such award.

Although all damages in the event of any condemnation are to belong to Landlord,

whether such damages are awarded as compensation  for diminution in value of the

leasehold,  reversion or fee of the Premises,  Tenant  shall,  in the event that

this Lease is terminated by reason thereof,  have the right to claim and recover

from the condemning authority,  but not from Landlord,  such compensation as may

be separately  awarded or recoverable by Tenant in Tenant's own right on account

of any and all damage to Tenant's business by reason of the condemnation and for


                                       37
<PAGE>   38


or on account of any cost or loss which Tenant might incur in removing  Tenant's

merchandise,  furniture, fixtures, leasehold improvements and equipment.

         ARTICLE 31.  TENANT'S  PROPERTY.  Tenant shall be  responsible  for and

shall pay before  delinquency  all  municipal,  county,  state and federal taxes

assessed  during  the term of this  Lease  against  any  leasehold  interest  or

personal property of any kind, owned by or placed in, upon or about the Premises

by Tenant.

         Tenant shall hold Landlord harmless from and indemnify Landlord against

any and all  claims or  liability  for any  injury  or  damage to any  person or

property in or upon the  Premises  excepting  any injury or damage  arising from

Landlord's  negligence.  Landlord shall be liable for all claims of loss, injury

or damage  occurring in or upon the common  areas,  including the grounds of the

Building  and the  parking  lot,  unless  caused by the  negligence  of  Tenant.

Landlord  shall not be  responsible  for the  flooding of  subsurface  areas and

damage caused by refrigerators,  sprinkling devices, air conditioning apparatus,

water, snow, frost,  steam,  excessive heat or cold, falling plaster,  or broken

fixtures,  unless such damage  results from the act or neglect of Landlord,  and

whether  such damage be caused or results from any thing or  circumstance  above

mentioned or referred to, or any other thing or  circumstance  of a like nature.


                                       38
<PAGE>   39

If any such damage,  whether to the Premises, the Building or the Project or any

part thereof, or whether to Landlord or to other tenants in the Project, results

from any act or neglect of Tenant,  Landlord may, at Landlord's  option,  repair

such  damage and Tenant  shall,  upon  demand by  Landlord,  reimburse  Landlord

forthwith for the total cost of such repairs. Tenant shall not be liable for any

damages  caused by its act or neglect  if  Landlord  or any other  tenant of the

Project  has  recovered  the full  amount of  damages  from  insurance,  and the

insurance  company  has waived in  writing  its  rights of  subrogation  against

Tenant.

         ARTICLE 32.  LIABILITY  OF  LANDLORD.  Tenant  hereby  recognizes  that

Landlord is a partnership.  It is expressly understood and agreed by and between

the parties hereto, anything herein to the contrary  notwithstanding,  that each

and all of the  representations,  covenants,  undertakings and agreements herein

made on the part of  Landlord  are  intended  not as  personal  representations,

covenants, undertakings and agreements of the partners of Landlord, but are made

and intended for the purpose of binding only that portion of Landlord's property

leased here-under.  No personal liability or personal  responsibility is assumed

by, nor shall at any time be asserted or enforced  against,  any of the partners

of Landlord on account of this Lease or on account of any covenant,  undertaking

or agreement in this Lease  contained  (either  expressed or implied),  all such


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<PAGE>   40

personal  liability,  if any,  being  expressly  waived and  released  by Tenant

herein,  and by all persons  claiming by,  through or under Tenant.  If Landlord

shall  fail to  perform  any  covenant,  term or  condition  of  this  Lease  on

Landlord's part to be performed,  and if as a consequence of such default Tenant

shall  recover  a money  judgment  against  Landlord,  such  judgment  shall  be

satisfied  only out of the  proceeds of sale  received  upon  execution  of such

judgment and levied thereon against the right, title and interest of Landlord in

the  Project,  and neither  Landlord  nor its  partners  nor any other person or

interest or entity owning any interest in or affiliated  with Landlord  shall be

liable for any  deficiency.

         ARTICLE 33.  SECURITY  DEPOSIT.  There shall be no Security  Deposit in

connection with this Lease.

         ARTICLE  34.  NAME OF  PROJECT.  The name of the  Project is  Americana

Commerce  Park.  Such name shall not be changed  without  the consent of Tenant,

which  consent  shall not be  unreasonably  withheld  or  delayed.

         ARTICLE 35.  COMMISSIONS  AND FEES.  Landlord and Tenant each represent

that they have dealt with no real estate  brokers or agents in  connection  with

this Lease except Kohr,  Royer,  Griffith,  Inc. In reliance upon the foregoing,

Landlord  and  Tenant  agree to share  equally  in the  payment  of a  brokerage


                                       40
<PAGE>   41

commission to Kohr, Royer, Griffith, Inc. in the amount of three percent (3%) of

the net  rentals  to be paid by Tenant  during the  original  term of this Lease

under  Article 3(a) hereof.  Said  commission  shall be paid  one-half  upon the

execution  of this Lease by Landlord  and Tenant,  and  one-half  upon  Tenant's

acceptance  and occupancy of the  Premises.  Tenant agrees to indemnify and hold

harmless Landlord from all other claims for brokerage commissions and fees based

upon this Lease.

         ARTICLE 36. ENTIRE AGREEMENT.  This Lease and any exhibits,  addenda or

riders attached  hereto and forming a part hereof,  set forth all the covenants,

promises, agreements,  conditions and understandings between Landlord and Tenant

concerning  the Premises and there are no promises,  agreements,  conditions  or

understandings,  either oral or written,  between them other than are herein set

forth.  No  alteration,  amendment,  change or  addition  to this Lease shall be

binding  upon  Landlord  or Tenant  unless  reduced to writing and signed by the

parties hereto.

         ARTICLE 37.  DELAYS.  In the event that either  party  hereto  shall be

delayed or hindered in or  prevented  from the  performance  of any act required

hereunder by reason of strikes,  lockouts, labor troubles,  inability to procure

materials,  failure  of power,  restrictive  governmental  laws or  regulations,


                                       41
<PAGE>   42


riots,  insurrection,  war or other reason of a like nature not the fault of the

party delayed in performing  work or doing acts required under the terms of this

Lease,  then performance of such act shall be excused for the period  equivalent

to the period of such delay. The provisions of this Article 34 shall not operate

to excuse Tenant from prompt payment of rent or any other  payments  required by

the terms of this Lease.

         ARTICLE 38. NOTICES.  Any notice,  demand,  request or other instrument

which may be or is required to be given under this Lease shall be sent by United

States certified mail, return receipt requested,  postage prepaid,  and shall be

addressed to Landlord at c/o Oakwood Management Company, 6950 Americana Parkway,

Reynoldsburg, Ohio 43068, and to Tenant at 6954 Americana Parkway, Reynoldsburg,

Ohio 43068,  or such other  addresses as Landlord or Tenant  shall  designate by

written  notice to the other  party.  Notice shall be  effective  upon  receipt.

         ARTICLE 39.  RECORDING.  Tenant shall not record this Lease without the

prior written consent of Landlord; provided, however, upon the request of either

party  hereto,  the other party shall join in the  execution of a memorandum  or

so-called  "short  form" of this Lease for the  purposes  of  recordation.  Said

memorandum or "short form" of this Lease shall contain the names of Landlord and

Tenant and their addresses as set forth in this Lease, a reference to this Lease


                                       42
<PAGE>   43

with its date of execution, a description of the Premises, including a reference

by volume and page to the record of the deed under which Landlord  claims title,

and the term of this Lease,  together  with the rights of renewal or  extensions

thereof.

         ARTICLE  40.  TRANSFER  OF  LANDLORD'S  INTEREST.  In the  event of any

transfer or transfers of  Landlord's  interest in the Premises,  the  transferor

shall  automatically  be relieved of any and all  obligations and liabilities on

the part of Landlord accruing from and after the date of such transfer.

         ARTICLE 41.  APPROVAL AND  AUTHORIZATION.  At the time of execution and

delivery of this Lease by Tenant,  Tenant shall  deliver to Landlord a certified

resolution of its board of directors  evidencing  the previous  approval of this

Lease by Tenant and the  authority  of the  officers  of Tenant who  execute and

deliver this Lease on behalf of Tenant.

         ARTICLE 42. ACCORD AND SATISFACTION. No payment by Tenant or receipt by

Landlord of a lesser  amount than the monthly rent herein  stipulated to be paid

by Tenant to Landlord or any endorsement or statement on any check or any letter

accompanying  any  check or  payment  as rent  shall be  deemed  an  accord  and

satisfaction,  and Landlord shall accept such check or payment without prejudice


                                       43
<PAGE>   44

to  Landlord's  right to  recover  the  balance of such rent or pursue any other

remedy provided in this Lease.

         ARTICLE 43. RIGHT OF FIRST REFUSAL.  In the event space in the Building

immediately  contiguous to the Premises (the "Contiguous  Space") becomes vacant

and not subject to an existing  lease,  Landlord shall not lease such Contiguous

Space to any party other than Tenant  without first offering the space to Tenant

under the following terms and conditions:

     (a) In the event  Landlord  receives a bona fide  offer from a  prospective

tenant (including an affiliate of Landlord) which it desires to accept, Landlord

shall notify Tenant ("Landlord's  Notice") of the availability of the Contiguous

Space and the economic terms of such offer.

     (b) Tenant shall have a period of five (5) business  days after  receipt of

such notice to notify Landlord  ("Tenant's Notice") that it desires to lease all

of such  Contiguous  Space upon such terms or such other terms as  Landlord  and

Tenant may agree.

     (c) If Tenant so notifies Landlord that it desires to lease such Contiguous

Space,  Landlord  and  Tenant  shall  promptly  amend  this  Lease  to add  such

additional  space,  modify the rent,  and  include any tenant  finish  allowance

provisions  thereto.  All  other  terms  shall  be the  same as in  this  Lease.

Provided, however, that if an amendment to this Lease has not been


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<PAGE>   45

executed within thirty (30) days after the date of Tenant's Notice, Tenant shall

nonetheless  be  obligated  to pay the  additional  rent and common area charges

relative to such Contiguous Space.

     (d) If  Tenant  does not  notify  Landlord  of its  election  to lease  the

Contiguous  Space by Tenant's Notice within five (5) business days after receipt

of  Landlord's  Notice or notify  Landlord  within  such period that it does not

elect to lease the Contiguous  Space,  Tenant shall be deemed to have waived its

right under this Article 43 to lease the  Contiguous  Space,  and Landlord shall

have the right to enter into a lease  with any other  party for all or a portion

of the  Contiguous  Space on terms no less  favorable  to the Tenant  than those

contained in  Landlord's  Notice at any time.  If Landlord  desires to lease the

Contiguous  Space to a third party on terms more  favorable  to the  prospective

tenant than those  contained in the  Landlord's  Notice,  it must first offer to

lease the same to Tenant by means of a new Landlord's  Notice,  and Tenant shall

thereafter  have a five (5) business day period to elect to lease the Contiguous

Space on those terms by sending a Tenant's  Notice as set forth herein under the

same conditions set forth in this Article.


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<PAGE>   46

         IN WITNESS  WHEREOF,  the parties hereto have executed this Addendum as

of the date of execution of the printed Lease to which it is attached.


Signed and acknowledged                LANDLORD:
in the presence of:
                                       AMERICANA INVESTMENT COMPANY


/s/ Sally J. McGinty                   By    /s/ Donald W. Kelley
------------------------------------         -----------------------------------

/s/ John W. Royer                            Its   Managing Partner
------------------------------------         -----------------------------------


                                       TENANT:

                                       LEXFORD, INC.


/s/ John W. Royer                      By    /s/ Thomas R. Russell
------------------------------------         -----------------------------------

/s/ David Kerscher                           Its   Comptroller
------------------------------------         -----------------------------------


                                       46
<PAGE>   47



STATE OF OHIO          )
                       )     ss:
COUNTY OF FRANKLIN     )

     The  foregoing  instrument  was  acknowledged  before  me this  25th day of
February, 1998, by Donald W. Kelley, authorized partners of Americana Investment
Company, an Ohio general partnership, on behalf of the partnership.


                                        /s/ Sally J. McGinty
                                        ---------------------
                                        Notary Public



STATE OF OHIO          )
                       )     ss:
COUNTY OF FRANKLIN     )

     The  foregoing  instrument  was  acknowledged  before  me this  24th day of
February, 1998, by Thomas R. Russell, of Lexford, Inc., an Ohio corporation,  on
behalf of the corporation.


                                        /s/ Jamie Rustemeyer
                                        --------------------
                                        Notary Public



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