Exhibit
10.25


 


L
E A S E


 


 


By and between


 


 


ABCS
PROPERTIES, LLC


2909 Gary Drive


Plymouth, IN  46563


And


MICHAEL
H. SHORT and LYNN C. SHORT


 


 


As Lessor,


 


 


and


 


BREMEN
BEARINGS INC.


60 Round Hill


Fairfield, CT  06430


 


a Delaware
Corporation,


 


 


As Lessee,


 


 


For the premises
known as


 


 


The East 300’ and
the South 500’ of Lot 3 Phase V


Van Vactor
Subdivision


Plymouth, IN


 





















 


TABLE OF
CONTENTS


 


	
  ARTICLE

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  I

  	
   

  	
  PREMISES

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  II

  	
   

  	
  TERM

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  III

  	
   

  	
  RENT

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  IV

  	
   

  	
  WAIVER OF CLAIMS

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  V

  	
   

  	
  ENVIRONMENTAL MATTERS

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  VI

  	
   

  	
  DELIVERY OF
  PREMISES

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  VII

  	
   

  	
  TITLE

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  VIII

  	
   

  	
  PARKING

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  IX

  	
   

  	
  RIGHT OF PRIOR INSTALLATION

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  X

  	
   

  	
  CONFORMITY WITH LAW

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XI

  	
   

  	
  UTILITIES

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XII

  	
   

  	
  REPAIRS & MAINTENANCE

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XIII

  	
   

  	
  ACCESS BY LESSOR

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XIV

  	
   

  	
  BBI’S FIXTURES

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XV

  	
   

  	
  ALTERATIONS

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XVI

  	
   

  	
  SURRENDER OF PREMISES

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XVII

  	
   

  	
  HOLDING OVER

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XVIII

  	
   

  	
  LESSOR’S REMEDIES UPON
  DEFAULT

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XIX

  	
   

  	
  NON-WAIVER OF DEFAULT

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XX

  	
   

  	
  QUIET ENJOYMENT

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XXI

  	
   

  	
  DAMAGE BY FIRE OR CASUALTY

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XXII

  	
   

  	
  WAIVER OF
  SUBROGATION AND WAIVER OF CLAIMS

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XXIII

  	
   

  	
  EMINENT DOMAIN

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XXIV

  	
   

  	
  PUBLIC LIABILITY INSURANCE

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XXV

  	
   

  	
  SUBORDINATION OF LEASE

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XXVI

  	
   

  	
  TRANSFER OF INTERESTS

  	
   

  



 


2





















 


	
  ARTICLE

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XXVII

  	
   

  	
  NOTICES

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XXVIII

  	
   

  	
  SEVERABILITY OF PROVISIONS

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XXIX

  	
   

  	
  REAL ESTATE TAXES

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XXX

  	
   

  	
  RECORDING

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XXXI

  	
   

  	
  ESTOPPEL CERTIFICATES

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XXXII

  	
   

  	
  DEPOSIT

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XXXIII

  	
   

  	
  ENTIRE AGREEMENT

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XXXIV

  	
   

  	
  ATTACHMENTS

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XXXV

  	
   

  	
  MISCELLANEOUS

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XXXVI

  	
   

  	
  INDEMNIFICATIONS AND
  RELEASE

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XXXVII

  	
   

  	
  ATTORNEY FEES

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XXXVIII

  	
   

  	
  GUARANTY

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  XXXIX

  	
   

  	
  RIGHT TO PURCHASE

  	
   

  



 


3





















 


L E
A S E


 


THIS LEASE, made as of
this               
day of August, 2001, (this “Lease”), by and between ABCS Properties, LLC,
(hereinafter called “Lessor”) and Bremen Bearings Inc., a Delaware Corporation
(hereinafter called “BBI”),


 


W I T N E S S E T
H:


 


That, in consideration of
the sum of One Dollar ($1.00) in hand paid by each to the other, the receipt
and sufficiency of which is hereby acknowledged by each party as of the time of
its execution hereof, and in further consideration of the rents reserved and
the covenants and conditions set forth herein, Lessor and BBI agree as follows:


 


ARTICLE I


 


PREMISES


 


Lessor does hereby let
and lease unto BBI the premises situated in the City of Plymouth, County of
Marshall and State of Indiana, and known and described as follows to wit:


 


A
certain pre-engineered steel building (hereinafter referred to as the “Building”),
to be constructed upon the land, a legal description of which is attached
hereto as Exhibit “A” and made a part hereof (the “Land”).  References to the premises, demised premised
or leased premises shall mean the collective reference to the Land and the
Building.


 


Said Building is to
comprise approximately 31,500 square feet of space, as defined in Article III,
and will be located as outlined in red on the plot plan, attached hereto as Exhibit “B”
and made a part hereof.


 


ARTICLE II


 


TERM


 


The term of this Lease
shall be for a period of twenty (20) years, to commence on the Commencement
Date (as hereinafter defined)and terminating on the day preceding the twentieth
(20th) anniversary of the Commencement Date.


 


ARTCILE III


 


RENT


 


BBI hereby covenants and
agrees to pay Lessor as fixed Base Rent for said premises during said term the
sum of Fourteen Thousand Eight Hundred Sixty Six and NO/00 Dollars ($14,866.00)
in advance upon the first day of every calendar month during said term
beginning on the Commencement Date. 
Until further notice from Lessor to BBI, rent checks shall be payable
and mailed to ABCS Properties, LLC, 2909 Gary Drive, Plymouth, IN  46563. 
If the Commencement Date is not the first day of a calendar month, or if
the expiration date is not the last day of a calendar month, the Base Rent for
the partial calendar month occurring at the beginning or end of the term of
this Lease, as applicable, shall be prorated.


 


BBI shall have the right
to request and approve changes, modification, additions or deletions to Lessor’s
Work and the Construction Specifications (as defined in Article VI).  In the event BBI approves changes,
modifications, additions or deletions evidenced by a signed change order that
result in credits and/or additional costs, it is agreed and understood that
said credit and/or additional costs may result in a change in the Base Rent
rate.  The annual Base Rent hereunder
decrease or 


 


4





















 


increase, as applicable,
by an amount equal to 10% times the aggregate net credit or aggregate
additional cost resulting from all change orders, and such change shall be
applicable for the life of the lease. 
The per year credit or additional cost shall be divided by 12 to
determine the change in the monthly Base Rent rate.


 


BBI covenants and agrees
that all sums to be paid under this Lease, if not paid within five days of when
due, shall bear interest on the unpaid portion thereof at the rate of twelve
percent (12%) per annum from the date when due, but not in excess of the
highest rate legally chargeable.  In
addition, if BBI fails to pay any sum to be paid by BBI hereunder within three (3) business
days of when due, Lessor may impose a late charge in the amount of five percent
(5%) of the sum due to help defray the extra expense of handling delinquent
payments.  This is not a grace period;
any payment not received when due is in default.  All obligations under this paragraph shall
survive the expiration or termination of this Lease.


 


All sums payable by BBI
or which are at the expense of BBI hereunder are deemed to be rent and, if not
paid, Lessor shall have with respect thereto all the rights and remedies
provided for herein and by law for nonpayment of rent.


 


Any payment by BBI or
acceptance by Lessor of a lesser amount than shall be due shall be treated as a
payment on account.  The acceptance by
Lessor of a check for a lesser amount with an endorsement or statement thereon
or upon any letter accompanying such check that such lesser amount is payment
in full shall be given no effect, and Lessor may accept such check without
prejudice.


 


ARTICLE IV


 


WAIVER OF CLAIMS


 


Lessor and Lessor’s
agents, servants and employees shall not be liable for, and BBI hereby releases
Lessor and Lessor’s agents, servants and employees from, all claims for injury,
death or damage to property (including but not limited to disappearance or
theft of property and loss or interruption of business) sustained by BBI or any
person claiming through BBI or sustained by any other person resulting from any
fire, accident, occurrence or condition in or upon the premises, the land, the
buildings, or any streets, sidewalks or other areas abutting or adjacent to the
land or building, including but not limited to such claims for damage resulting
from (except as a result of Lessor’s, or its agents’, servants’ or employees’,
negligence):


 


(i)            any
defect in or failure of plumbing, heating or air conditioning equipment,
elevators, electric wiring or installation thereof, water pipes, stairs,
railings or walks;


(ii)           any
equipment or appurtenances necessitating repair;


(iii)          the
bursting, leaking or running of any tank, washstand, toilet, sink, water
closet, waste pipe, drain or any other pipe or tank in, upon or about the land,
building or premises;


(iv)          the
backing up of any sewer pipes or downspout;


(v)           the
escape of hot water;


(vi)          water,
snow or ice being upon or coming through the roof or any other place upon or
near the premises, building or the land;


(vii)         the
falling of any fixture, plaster or stucco;


(viii)        broken
glass;


(ix)           any
act or omission of BBI or other occupants of the building or adjoining or
contiguous property or buildings;


(x)            any
act or omission of parties other than Lessor, its employees or agents.


 


All property placed or
moved into the premises shall be at the sole risk of BBI or other owner of such
personal property.


 


5





















 


ARTICLE V


 


ENVIRONMENTAL MATTERS


 


Lessor represents that it
is aware of no Hazardous Materials, environmental problems or underground
storage tanks in, on or about the premises. 
Lessor shall indemnify and hold harmless BBI against any loss, cost,
damage, expense or claim that may arise as a result of or relate to any
presence, use, handling or Release of Hazardous Materials in, to or from the
premises, or other environmental issues or violation of any Environmental Laws,
in each case occurring, or existing prior to the Commencement Date.


 


Further, BBI agrees that
in its occupancy of the premises it will comply with all Environmental Laws,
both Federal and State and will emit no contaminants or pollutants which
contaminate the premises.  Further, BBI
is responsible for any clean-up costs associated with its occupancy of the
premises during the term and shall indemnify and hold harmless Lessor in
connection therewith (except to the extent such clean-up costs are caused by
the acts or omissions of Lessor, its agents, servants or employees), and while
the Lessor has the right to inspect from time to time, it by no means has the
obligation to police the conduct of BBI in order to make sure the Environmental
Laws are being complied with.


 


For purposes hereof, the
following capitalized terms shall have the following meanings:


 


“Hazardous Materials”
shall mean any flammable or explosive materials, any petroleum or petroleum
products (including oil, crude oil, natural or synthetic gas), any radioactive
materials, any asbestos or asbestos containing materials, PCBs, or any other
waste, material or substance with respect to which liability or standards of
conduct are imposed pursuant to any Environmental Law, including, without
limitation, any waste, material or substance now or hereafter included in the
definition of “hazardous substances,” “hazardous wastes,” “hazardous materials,”
“toxic substances,” “toxic wastes” or “toxic materials” (or similar term)
thereunder.


 


“Environmental Law” shall
mean any federal, state, or local law (including common law), statute, code,
ordinance, rule, regulation, permit, order, directive relating to or addressing
human health and/or the environment, and shall include but not be limited to
the Comprehensive Environmental Response, Compensation and Liability Act, 42
U.S.C. S 9601, et seq., as amended, the Clean Air Act, 42 U.S.C. S 7401, et
seq., as amended, the Federal Water Pollution Control Act, 33 U.S.C. S 1251, et
seq., as amended, the Emergency Planning and Community Right-to-Know Act, 42
U.S.C. S11001, et seq., as amended, the Resource Conservation and Recovery Act,
42 U.S.C. S 6901, et seq., as amended, the Safe Drinking Water Act, 42 U.S.C.
S300f, et seq., as amended, the Oil Pollution Act, 33 U.S.C. S 2701, et seq.,
as amended, and any regulation promulgated thereunder, and any similar state or
local law or regulation.


 


“Release” shall mean any
spilling, leaking, pumping, pouring, emitting, emptying, discharging,
injecting, escaping, leaching, dumping, or disposing.


 


ARTICLE VI


 


CONSTRUCTION AND DELIVERY
OF PREMISES


 


(a)           Promptly
after the execution and delivery of this Lease, Lessor shall commence and
thereafter prosecute with diligence and continuity to completion the
construction of the Building and all other work and improvements on the Land
called for by the Construction Specifications attached hereto as Exhibit “D”
(collectively, the “Lessor’s Work”).


(b)           Lessor
represents and warrants to BBI that Lessor’s Work shall be (I) sound,
first-class work, using good quality materials and freed from defects, (ii) in
compliance with all legal requirements, and (iii) free of any and all
asbestos, asbestos-containing materials and other Hazardous Materials
whatsoever.  Lessor shall not deviate in
performing Lessor’s Work in 


 


6





















 


 


accordance with the
Construction Specifications in any material respect without the prior consent
of BBI.  During the course of Lessor’s
Work, Lessor shall, with BBI’s full cooperation, obtain all approvals, if any,
required by any governmental authority for the leasing and occupancy of the
premises by BBI and the conduct of its business therein.


(c)           Lessor
shall obtain, maintain and comply with all permits and licenses required in
connections with the performance and completion of Lessor’s Work and shall
maintain, and cause its contractors to maintain, commercial general liability
insurance policy having a combined single limit of at least $3 million per
occurrence (in the case of the policy maintained by each of Lessor’s
contractors), on which BBI shall be named as an additional insured.


(d)           Lessor
agrees to deliver the demised premises completed in accordance with the
Construction Specifications to BBI no later than January 15, 2002 or 165
days after the signing of this lease whichever is later (the “Target Completion
Date).  Lessor shall deliver the premises
with all construction, decorating and improvements as provided in the
Construction Specifications completed at Lessor’s expense except BBI’s
furnishing of its trade fixtures, equipment and furniture.  Notwithstanding the foregoing, if Lessor
shall not have completed Lessor’s Work by the date ninety (90) days following
the Target Completion Date, then BBI, by written notice to Lessor may cancel
this Lease, and this Lease shall be of no further force and effect except that
Lessor shall promptly return to BBI the deposit provided for in Article XXI.
 BBI agrees that in the event of the
inability of Lessor to deliver possession of the Premises by the Target
Completion Date, Lessor shall not be liable for any damages, and BBI shall not
be liable for any rent until such time as Lessor can and does deliver
possession of the Premises to BBI in the condition required hereunder, and the
total rent payable by BBI and the Commencement Date (as hereinafter defined) of
the Lease term shall both be adjusted accordingly.


(e)           Lessor’s
Work shall be deemed “completed” on such date (the “Commencement Date”) as
Lessor shall have furnished to BBI each of the following:


(i)            a
certificate of Lessor’s architect confirming that Lessor’s Work has been
substantially completed (subject only to completion of minor “punchlist items”
which Lessor shall diligently prosecute to completion); and


(ii)           a
permanent certificate of occupancy issued by the appropriate municipal
authority covering the Building with respect to BBI’s intended use hereunder.


(f)            The
Construction Specifications shall be and remain the property of BBI, and Lessor
shall provide BBI with a complete “as-built” set of plans and specifications
promptly following the Completion Date.


 


ARTICLE VII


 


TITLE


 


Lessor hereby represents
and warrants that it has full right and lawful authority to enter into this
Lease in accordance with the terms hereof and that it has good title in fee
simple to the demised premises and the Building is, and on the Commencement
Date shall be, free and clear of all claims, liens and encumbrances which are
superior to or affect BBI leasehold interest, use or occupancy of the
premises.  Subject to Article XXV,
Lessor shall have the right to place mortgages against subject real estate
subject to BBI’s leasehold interest.


 


ARTICLE VIII


 


PARKING


 


BBI and BBI’s visitors,
customers, agent and employees shall have the right, without charge, in common
with all others so entitled, to use all sidewalks, driveways, service areas and
parking spaces at the subject location as per the attached site plot, see Exhibit “B”.


 


7





















 


ARTICLE IX


 


RIGHT OF PRIOR INSTALLATION


 


BBI,
at any time prior to the Commencement Date, shall have the right to enter the
premises for the purpose of taking measurements and may install in the leased
premises fixtures, equipment and merchandise, provided that said installations
do not unreasonably interfere with any prior occupancy or, if applicable,
Lessor’s completion of said premises. 
Any entry by BBI for the purpose of installing fixtures and equipment
shall not be deemed acceptance of the premises by BBI.


 


ARTICLE X


 


CONFORMITY WITH LAW


 


BBI will use and occupy
said premises and appurtenances in a careful, safe and proper manner and comply
with the valid requirements of the proper public authorities regarding the
conduct of BBI’s business.  BBI may use
and occupy the premises for manufacturing, industrial, general warehouse, sales
and office use, and all uses incidental thereto.  BBI will not permit said premises to be used
for any unlawful purpose.  To the extent
of Lessor’s control thereof, Lessor warrants that the Building is and in the
future will be in conformance with the applicable building and zoning codes and
other laws, ordinances or regulations of any authority having jurisdiction.  Lessor shall not grant any occupancy rights in
the sidewalk space surrounding the leased premises without BBI’s consent.  Lessor represents to the best of its
knowledge that the premises upon the Commencement Date shall be in compliance
with and not subject to the presence or effect of any Hazardous Materials,
asbestos or petroleum product or other contaminating materials in violation of
applicable Environmental Laws.


 


Lessor represents and
warrants to BBI that (a) there is no litigation pending, or to the best of
Lessor’s knowledge threatened, against Lessor, the Land or the premises, (b) the
Land in zoned to permit the Building and the intended use hereunder and, to the
best of Lessor’s knowledge, there is no pending or threatened requests,
applications or proceedings to alter or restrict the zoning or other use
restrictions applicable to the Land, (c) Lessor has not received, and does
not otherwise know of, any notice or other instrument or advice form any
governmental agency relating to any actual or alleged violation of any legal
requirement applicable to the Land or the premises, (d) Lessor has not
entered into, and to the best of Lessor’s knowledge, the Land is not subject to
any agreement or transfer relating to development rights, (e) Lessor has
not knowledge of any actual, proposed, pending, threatened or studied (I)
special assessment, (ii) condemnation proceeding, or (iii) proceeding
relating to or changing the grade of any street, (f) the Land is bounded
by open and dedicated public streets, and served by fire and police protection,
telephone, gas and electricity, (g) no easements are required for the
proper and continued enjoyment by the premises of the services and utilities
referred to above and, to the best of Lessor’s knowledge, there is no basis
for, or proceeding pending with a view to, interruption or curtailment of any
thereof, and (h) there are no covenants, conditions or restrictions of
record providing for an easement over any part of the Land or which restrict
the use of the Land or which require the owner thereof to pay any assessment or
other charge.


 


ARTICLE XI


 


UTILITIES


 


BBI shall pay, when due,
all bills for gas, water, electricity and other utilities used on the leased
premises from the date of delivery of possession and until expiration of
term.  If Lessor resells any utility
services, BBI may purchase same from Lessor at the lowest step in Lessor’s
cost.  Lessor shall install all utilities
to the Building and shall connect all utilities and pay all costs of
construction, installation, and connection fees.


 


8





















 


ARTICLE XII


 


REPAIRS & MAINTENANCE


 


BBI agrees to perform all
nonstructural interior and exterior repairs and replacements to the premises,
including repair or replacement of damaged or broken doors and windows except
those repairs necessary to correct defects or lack of workmanship in the Lessor’s
construction and installation of the Building and other improvements to the
premises or damages caused thereby, and to keep and maintain the interior and
exterior of said premises in a clean and sanitary condition.  Lessor shall assign to BBI, or provide BBI
with the benefit of, all warranties or guaranties provided or issued in
connection with Lessor’s Work.  Subject
to the effect of the waiver of subrogation and claims hereinafter provided, BBI
shall be required to make structural repairs or repairs necessitated by reason
of the neglect, fault or default of BBI, its agents, employees or contractors,
and only if not covered by insurance required to be provided under this Lease.


 


BBI agrees to perform
maintenance of lawn, landscape, building, parking lot, drives and snow removal
on the Premises in a reasonable manner at BBI’s expense.  Also, BBI shall without injury to the roof,
remove all snow and ice or other loads from the same when necessary, and keep
the same clean of debris and weight.


 


ARTICLE XIII


 


ACCESS BY LESSOR


 


BBI shall permit Lessor’s
access to the premises at reasonable times during BBI’s normal business hours
for the purpose of examining same or making any alterations or repairs to the
Building which Lessor may deem necessary for safety or its preservation,
provided that Lessor shall use its reasonable efforts not to interfere with BBI’s
business.  During the last two (2) months
of the term of this Lease, provided that same shall not interfere with BBI’s
business, Lessor may have access to the premises during BBI’s normal business
hours for the purpose of exhibiting said premises and posting the usual notice “to
rent” or “for sale”, which notice shall not be removed, obliterated or hidden
by BBI.  No more than one (1) sign
shall be placed upon the premises at a reasonable location and same shall not
exceed thirty-two (32) square feet in surface area.


 


ARTICLE XIV


 


BBI’S FIXTURES


 


BBI may install and
operate interior and exterior electric and other signs, including signs on
poles erected by BBI, machinery and any other mechanical equipment and, in so
doing, shall comply with all laws and ordinances.  BBI may also install and maintain in the
leased premises, pipes, conduits and ventilating ducts as required in addition
to those installed as part of Lessor’s Work. 
BBI shall at all times, including upon expiration or other termination
of the term hereof, have the right to remove all fixtures, machinery,
equipment, appurtenances or other property heretofore or hereafter furnished or
installed by BBI, provided it repairs any damage caused thereby, it being
expressly understood and agreed that said property shall not become part of the
premises but shall at all times be and remain the property of BBI and not
subject to any Landlord’s lien.  Subject
building is structurally designed for a ten (10) pound (#) collateral load
which may not be exceeded by the installations of any fixtures, equipment or
otherwise without written permission subject to an approved design analysis
acceptable to Lessor and at BBI’s expense.


 


ARTICLE XV


 


ALTERATIONS


 


BBI, at BBI’s cost and
expense, may make changes and alterations to the interior of the premises, but
shall obtain Lessor’s consent, which consent shall not be unreasonably
withheld, before making any changes to the Building structure.  In the event BBI has not received written
objections from Lessor within thirty (30) days after submission of BBI’s written
request for its consent, Lessor, not so responding within said thirty (30) day
period, shall be deemed to have consented thereto.  Lessor, if 


 


9





















 


requested by BBI, shall
cooperate in securing necessary permits and authority.  BBI shall not permit any mechanics’ or other
liens to stand against the premises for work or material furnished to it except
that BBI may defend against any lien claim without removal thereof if it
deposits by surety bond or otherwise adequate security in accordance with the
Indiana mechanic liens laws to protect Lessor against adverse effects of
enforcement of such lien claim.  Any
alterations, additions and/or improvements made in, to or on the premises and
consented to by Lessor shall be the property of Lessor, and shall remain upon
and be surrendered with the premises.


 


ARTICLE XVI


 


SURRENDER OF PREMISES


 


Subject to the effect of
the application of the waiver of subrogation and waiver of claims, BBI will
deliver and surrender to the Lessor possession of the premises hereby leased
upon the expiration of this Lease, or its termination in any way, in as good
condition and repair as same shall be at the commencement of said term, loss by
fire; ordinary wear, tear and decay; casualty; neglect, fault or default of
Lessor; and taking by eminent domain only excepted.


 


ARTICLE XVII


 


HOLDING OVER


 


In the event of BBI’s
continued occupancy of the premises after expiration of the term of this Lease
or any renewal or extension thereof, or any earlier termination provided or
permitted by this Lease, either with or without the consent of Lessor, such
tenancy shall be from month-to-month at a rate one and one-half (1 1⁄2) times the
monthly rental and in no event from year-to-year and such continued occupancy
shall not defeat Lessor’s right to possession of the premises and the
month-to-month tenancy hereunder may be cancelled at the end of any calendar
month upon not less than sixty (60) days’ prior written notice from either
party.  All other covenants, provisions,
obligations and conditions of the Lease shall remain in full force and effect
during such month-to-month tenancy.


 


ARTICLE XVIII


 


LESSOR’S REMEDIES UPON DEFAULT


 


In the event BBI shall at
any time be in default of the payment of rent or the performance of any of its
other obligations under this Lease and BBI shall fail to remedy such default
within:


 


(i)            ten
(10) days after receipt of written notice thereof from Lessor if said
default relates to the payment of rent; or


(ii)           thirty
(30) days after receipt of written notice thereof from Lessor if said default
relates to matters other than the payment of rent,


 


then Lessor may declare
the term of this Lease terminated, enter into possession of said premises and
sue for and recover all rent and damages accrued or accruing under this Lease,
less rentals or other monies or value received by Lessor for or during the
unexpired term, or less the reasonable value of the unexpired leasehold term
restored to Lessor, or Lessor may sue and recover without declaring this Lease
void or entering into possession of said premises, provided, however, that if
Lessor shall take back the premises it shall attempt to relet same in order to
mitigate its damages.  Anything to the contrary
contained herein notwithstanding, BBI shall not be deemed in default of a
matter (other than payment of rent) if it commences to remedy same with due
diligence.  In additions, but not by way
of limitation, the occurrence of any of the following events shall be deemed a
matter of default:


 


(i)            BBI
shall be adjudged a bankrupt; or


(ii)           BBI
shall make an assignment for the benefit of creditors; or


 


10





















 


(iii)          a
receiver of any property of BBI in or upon the premises be appointed in any
action, suit or proceeding by or against BBI and not removed within sixty (60)
days after appointment; or


(iv)          if
the interest of BBI in the premises shall be sold under execution or other
legal process.


 


Notwithstanding the
recital of any specific remedies, Lessor shall likewise have all rights without
limitation to which Lessor is entitled at law or in equity.


 


ARTICLE XIX


 


NON-WAIVER OF DEFAULT


 


No
acquiescence by either party in any breach of covenant or default by the other
party hereunder shall operate as a waiver of its rights with respect to any
other breach or default, whether of the same or any other covenant or
condition, nor shall the acceptance of rent by Lessor at any time constitute a
waiver of any rights of Lessor hereunder.


 


ARTICLE XX


 


QUIET ENJOYMENT


 


Lessor covenants and
agrees that in the event BBI shall perform all covenants and agreements herein
stipulated to be performed on BBI’s part, BBI shall at all times during this
term have the peaceable and quiet enjoyment and possession of said premises and
easement rights herein granted with respect to the common facilities, without
any manner of let or hindrance from Lessor or any other person or persons.


 


Lessor represents and
warrants that the execution of this Lease, compliance with the terms hereof and
occupation of the premises by BBI will not conflict with, cause a breach of or
constitute a default under the terms of any lease agreement or instrument to
which Lessor is a party.


 


A breach of this Article by
Lessor shall entitle BBI to all available equitable relief as well as any and
all remedies at law and Lessor shall indemnify BBI from and against all
damages, expenses and costs arising out of or resulting therefrom.


 


ARTICLE XXI


 


DAMAGE BY FIRE OR CASUALTY


 


During the term of this
Lease, BBI agrees to carry fire and extended coverage insurance on the Building
wherein the premises are situated for full replacement thereof in the amount of
$2,000,000 and shall provide Lessor with a certificate of insurance reflecting
such coverage with a loss payable clause to said Lessor and BBI as their
interests may appear.  As a part of the
insurance coverage, BBI shall carry rental loss insurance coverage in the
amount to cover the rent for a minimum duration of twelve (12) months.


 


If the demised premises
shall be destroyed or damaged by any cause and such destruction or damage could
reasonably be repaired within one hundred eighty (180) days after the happening
of such destruction or damage, then BBI shall not be entitled to surrender
possession of the demised premises, nor shall BBI’s liability to pay rent under
this Lease cease; but in the event of such destruction or damage, Lessor shall
with due diligence substantially complete such repairs and restoration within
one hundred eighty (180) days after the happening of such destruction or
damage.


 


If such destruction or
damage cannot reasonably be repaired within one hundred eighty (180) days after
the happening thereof, Lessor shall notify BBI within thirty (30) days after
the happening of such 


 


11





















 


destruction or damage
whether or not the Lessor will repair or rebuild.  If Lessor elects not to repair or rebuild,
this Lease shall terminate effective as of the date of destruction or damage.  If Lessor shall elect to repair or rebuild,
Lessor shall specify the time within which repairs or construction will be
completed, and BBI shall have the option, by notifying Lessor within thirty
(30) days after the receipt of Lessor’s notice, to elect either to terminate
this Lease and further liability hereunder or to extend the term hereof by a
period of time equivalent to the period from the happening of such destruction
or damage until the premises are restored to their former condition.  In the event BBI elects to extend the term of
this Lease, Lessor shall with due diligence restore the premises to their
former condition within the time specified in the notice and BBI shall be
entitled to an equitable abatement of rent.


 


If this Lease is
terminated by reason of destruction or damage or rent is required to be abated,
Lessor shall refund any rent paid in advance and any unearned charges.


 


ARTICLE XXII


 


WAIVER OF
SUBROGATION AND WAIVER OF CLAIMS


 


Lessor and BBI hereby
waive all rights of subrogation and waive all claims against the other which
either has or which may arise hereafter against the other for any damage to
premises, property or business caused by any perils covered by fire and
extended coverage, building, contents and business interruption insurance, or
for which either party may be reimbursed as a result of insurance coverage
affecting any loss suffered by it; provided, however, that the foregoing waiver
shall apply only to the extent of any recovery made by the parties hereto under
any policy of insurance now or hereafter issued and, further provided, that the
foregoing waivers do not invalidate any policy of insurance of the parties
hereto, now or hereafter issued, it being stipulated by the parties hereto that
such waivers shall not apply in any case which would result in the invalidation
of any such policy of insurance.  Each of
Lessor and BBI is required to take all reasonable action, including payment of
reasonable levels of additional premium, to obtain its insurer’s agreement and
endorsement of policies for the waiver of subrogation and waiver of claim.


 


ARTICLE XXIII


 


EMINENT DOMAIN


 


In the event that the
entire demised premises or a significant part thereof or the means of access to
the premises shall at any time after execution of this Lease be taken by public
or quasi-public use or condemned under eminent domain, then this Lease shall
terminate and expire effective the date of such taking and any rent paid in
advance and any unearned charges shall be refunded to BBI.


 


BBI shall have the right
to terminate this Lease, with an appropriate refund of rent paid in advance and
any unearned charges, if, as a result of such eminent domain proceeding or
other governmental or quasi-public action any portion of the demised premises
shall be taken, which materially interferes with BBI’s business operation.


 


ARTICLE XXIV


 


PUBLIC LIABILITY INSURANCE


 


BBI shall, during the
entire term hereof, keep in full force and effect a policy of Commercial
General public liability and property damage insurance with respect to the
leased premises, and the business operated by BBI therein, under which the
public liability limits shall be not less than $500,000 per person and
$1,000,000 per incident and under which the property damage liability limit
shall be not less than $250,000 per incident or a combined single limit policy
with a limit of $1,000,000 and a liability umbrella of an additional
$1,000,000.  A certificate reflecting
such insurance coverage and designating Lessor as additional insured thereunder,
with respect to BBI’s intentional or negligent acts and omissions, shall be
delivered to Lessor upon request therefor.


 


12





















 


ARTICLE XXV


 


SUBORDINATION OF LEASE


 


BBI shall, upon the
request of Lessor in writing, subordinate this Lease to the lien of any future
mortgage upon the demised premises or any property of which the demised
premises form a part, provided that the mortgagee to which BBI is asked to
subordinate shall enter into a written agreement with BBI (in form reasonably
acceptable to BBI) to the effect that, in the event of foreclosure, deed in
lieu of foreclosure, or other action taken under the mortgage by such
mortgagee, this Lease and the rights of BBI hereunder shall not be disturbed
but shall continue in full force and effect so long as BBI shall not be in
default hereunder beyond any applicable notice and cure period and that such
mortgagee shall permit insurance proceeds to be used for any restoration and
repair required by the provisions of this Lease as set forth in prior
Articles.  The word “mortgage”, as used
herein, includes mortgage, deed of trust or other similar instruments and any
modifications, extensions, renewals and replacements thereof.


 


ARTICLE XXVI


 


TRANSFER OF INTERESTS


 


Lessor may at any time
transfer or assign its interest in this Lease and the underlying fee but no
transfer or sale of Lessor’s interest hereunder shall be binding upon BBI until
BBI has received a copy of the original instrument assigning Lessor’s interest
in this Lease or a certified and conformed copy of any deed conveying Lessor’s
fee interest in the entire demised premises subject to this Lease.  Such instruments shall evidence the fact that
such assignee or transferee has assumed all of Lessor’s obligations hereunder
and acquired sufficient title to the demised premises to enable it to perform
such obligations; provided, however, this provision shall not be applicable to
any such transfer as security only for any loans made to Lessor if there is
compliance with the terms of Article XXV.


 


BBI shall not have the
right at any time to assign this Lease or sublet all or any part of the demised
premises without the expressed written consent of the Lessor, the same to not
be unreasonably delayed or withheld, provided that BBI shall remain liable for
the full performance of all terms, covenants and conditions of this Lease; and
further provided, that such assignees or sublessees shall agree to be bound by
all the terms and provisions hereof. 
Notwithstanding the foregoing, BBI may assign this Lease or sublet all
or any portion of the premises to (I) any person or entity which, directly or
indirectly, controls BBI or is controlled by BBI or is under common control
with BBI, (ii) any successor to BBI by merger, consolidation or operation
of law, or (iii) any person or entity to whom all or substantially all of
BBI’s assets are conveyed.


 


ARTICLE XXVII


 


NOTICES


 


Any notice of consent
required to be given by or on behalf of either party to the other shall be in
writing and given by mailing such notice or consent by registered or certified
mail, return receipt requested, or by overnight or expedited delivery service
courier, addressed to the other party as follows:


 


(i)            If
to Lessor:


 


ABCS PROPERTIES, LLC


2909 Gary Drive


Plymouth, IN  46563


 


13





















 


(ii)           If to BBI:


 


BREMEN BEARING INC.


C/o Roller Bearing
Company of America


60 Round Hill


Fairfield, CT  06430


 


(iii)          If
to Guarantor:


 


ROLLER BEARING COMPANY OF
AMERICA, INC.


60 Round Hill


Fairfield, CT 06430


 


With a copy to:


 


McDermott, Will &
Emery


50 Rockefeller Plaza


New York, NY 10020-1605


Att: Christopher Paul


 


or at such other address
as may be specified from time to time in writing by either party.  Any notice or consent given hereunder by the
parties hereto shall be deemed effective three (3) business days after the
date such notice or consent is deposited in a post office of the United States
Postal Service, or one (1) business day after depositing same with said
overnight or expedited delivery service courier.


 


ARTICLE XXVIII


 


SEVERABILITY OF PROVISIONS


 


If any term or provision
of this Lease, or the application thereof to any person or circumstances, shall
to any extent be determined to be invalid or unenforceable by a court of
competent jurisdiction, then the remainder of this Lease, or the application of
such term or provision to persons or circumstances other than those as to which
it is held invalid or unenforceable, shall not be affected thereby.


 


ARTICLE XXIX


 


TAXES AND ASSESSMENTS


 


BBI agrees to pay all real
estate taxes and all personal property taxes attributable to the demised
premises during the term.  The term real
estate taxes shall mean all real estate taxes and assessments, extraordinary as
well as ordinary, levied or assessed by the lawful taxing authorities upon the
premises.  Lessor shall arrange for the
bills for the Indiana real estate taxes to be sent directly to BBI, if possible
(and, if not, Lessor shall forward them to BBI promptly after receipt thereof
by Lessor), and BBI shall pay the Indiana real estate taxes directly to the
taxing authority.  BBI shall pay said
installment of Indiana real estate taxes on or before the date which is the
latter of: (I) the date such taxes are due and payable; and (ii) ten (10) days
after receipt of a bill therefore from Lessor or the appropriate taxing
authority.  In the event that any fine,
penalty or interest is imposed as a result of BBI late payment of taxes, BBI
shall pay such fine, penalty or interest unless Lessor has failed to furnish
BBI the relevant tax bill on or before the date which is ten (10) days
prior to the date the same as due, in which event Lessor shall be responsible
for any fine, interest or penalty imposed as a result of the late payment of
taxes.


 


BBI shall pay the tax
assessments thus imposed commencing with the spring installment of calendar
year 2002.  Said payment shall continue
for so long as this Lease is in effect.


 


BBI shall contest, in
good faith or by appropriate proceedings, in its own name, or, when necessary
in Lessor’s name, but at BBI’s own expense (in which case Lessor agrees to
execute all necessary appropriate documents), the amount of validity of any
such tax assessment.


 


14





















 


Nothing in this Lease
contained shall require the BBI to pay any tax, charge or levy imposed or
assessed upon or against Lessor under any federal, state or local law, on
account of the receipt by the Lessor of the rents herein reserved or upon the
transfer of Lessor’s interest under this Lease or of Lessor’s interest in, or
to, the premises.  Lessor agrees that any
refunds of real estate taxes or personal property tax, abatements or Tax
Incremental Fund (TIF) credits attributable to the demised premises shall be to
the benefit of BBI and promptly paid over to BBI upon receipt.  Lessor represents that the demised premises
constitute a separately assessable taxed lot.


 


ARTICLE XXX


 


RECORDING


 


This Lease shall not be
recorded, but the parties hereto have, simultaneously with the execution and
delivery of this Lease, executed and delivered to each other duplicate copies
of a Notice of Lease, a copy of which BBI may cause to be recorded in the
proper governmental office.


 


ARTICLE XXXI


 


ESTOPPEL CERTIFICATES


 


Upon the reasonable
request of either party, at any time and from time to time, Lessor and BBI
shall execute, acknowledge and deliver to the other, within ten (10) days
after request, a written instrument certifying that this Lease has not been
modified and is in full force and effect or, if there has been a modification
of this Lease, that this Lease is in full force and effect as modified and
stating such modifications, specifying the dates to which the fixed annual rent
and additional rent have been paid, and stating whether or not, to the
knowledge of the party executing such instrument, the other party hereto is in
default and, if such party is in default, stating the nature of such default.


 


ARTICLE XXXII


 


DEPOSIT


 


BBI shall deposit ONE (1) month’s
rent with said Lessor as the initial consideration for validating subject
Lease.  Said deposit shall be credited to
BBI’s last month’s rent thereby lowering the amount due accordingly.


 


ARTICLE XXXIII


 


ENTIRE AGREEMENT


 


This instrument shall
merge all undertakings between the parties hereto with respect to the demised
premises and, upon execution by both parties, shall constitute the entire
Lease, unless otherwise hereafter modified by both parties in writing.


 


ARTICLE XXXIV


 


ATTACHMENTS


 


Attached hereto and made
a part of this Lease are the following:


 


Exhibit “A”            Legal
Description


Exhibit “B”            Site
Plan


Exhibit “C”            Floor
Plan


Exhibit “D”            Specifications


 


15





















 


ARTICLE XXXV


 


MISCELLANEOUS


 


Each provision of this
Lease shall extend to and shall bind and inure to the benefit not only of
Lessor and BBI, but also their respective heirs, legal representatives,
successors and assigns, but this provision shall not operate to permit any
transfer, assignment, mortgage or subletting contrary to the provision of this
Lease.


 


BBI and Lessor each
represent that it has dealt with no broker in connection with this Lease.


 


This Lease may be
executed in any number of counterparts, each of which shall be considered an
original instrument but all of which together shall constitute one agreement.


 


ARTICLE XXXVI


 


INDEMNIFICATION AND RELEASE


 


BBI shall indemnify,
defend (with counsel reasonably acceptable to Lessor) and hold harmless Lessor
from and against all damages, claims and liability (other than damages, claims,
and liabilities arising from or related to the negligence or willful misconduct
of Lessor or its agents, contractors or employees) arising from or directly
related to BBI’s control or use of the premises, including without limitation,
any damage or injury to person or property. 
If Lessor shall, without fault, become a party to litigation commenced
by or against BBI, then BBI shall indemnify, defend (with counsel reasonably
acceptable to Lessor) and hold Lessor harmless. 
Lessor and BBI do each hereby release the other from all liability from
any accident, damage or injury caused to person or property provided, this
release shall be effective only to the extent that the injured or damaged party
is insured against such injury or damage and only if this release shall not
adversely affect the right of the injured or damaged party to recover under
such insurance policy.


 


ARTICLE XXXVII


 


ATTORNEY’S FEES


 


If any litigation shall
be initiated involving this lease agreement, the prevailing party in addition
to any other judgment rendered therein, shall be entitled to recover from the
other party reasonably attorney fees and other fees and expenses incurred by
such prevailing party in such litigation.


 


ARTICLE XXXVIII


 


GUARANTY


 


As an inducement for
Lessor to enter into this Lease and as a part of the consideration of this
Contract, Roller Bearing Company of America, Inc. (Guarantor), hereby
guarantees the prompt and complete performance by BBI of all the terms and
conditions of this Lease to be performed by BBI hereunder and agrees to indemnify
and hold Lessor or its legal representatives, harmless from and against any and
all liability, loss, damage or expense, including attorney fees, which Lessor
may incur or sustain by reason of the failure of BBI to fully perform and
comply with all of the terms and obligations of this Lease; and Guarantor
hereby understand and agree that this Guaranty shall continue until all of the
terms of this Lease have been satisfactorily performed or otherwise discharged
by BBI and Guarantor shall not be released of its obligations hereunder so long
as any claim of Lessor against BBI arising out of this Lease is not settled or
discharged in full.


 


Guarantor hereby waives
notice of acceptance hereof, and of non-performance or non-payment by BBI of
any of its obligations or liabilities under this Lease and Guarantor hereby
waives all rights which it has or may have by statute or otherwise to require
the Lessor to institute suit against the BBI or to 


 


16





















 


exhaust its rights or
remedies against the BBI, Guarantor, being bound to all of the terms,
conditions and obligations of payment and all indebtedness of the BBI to the
Lessor, whether now existing or hereafter accruing.  Forbearance of the part of the Lessor to take
steps to enforce the payment of any indebtedness held by it against BBI,
arising from its default in any respect whatever, or the giving of further time
to BBI shall in no way release Guarantor, but rather, Guarantor shall remain
liable hereunder for the prompt payment and performance of all terms and
conditions by the BBI and made to the Lessor.


 


ARTICLE XXXIX


 


RIGHT TO PURCHASE


 


BBI, or RBC, or their
successors in interest, shall have the right to purchase the building and real
estate outlined in red shown on Exhibit B (the legal description of which
shall be provided by Lessor), for the sum of two million four-hundred
thirty-four thousand four-hundred seventy-five dollars ($2,434,475.00) for a
period of five years starting from the commencement date.  The rights shall be exercised by so notifying
Lessor, or its successors in interest, in writing.  Thereafter, the matter shall close within
sixty days, somewhere in the State of Indiana, with Lessor (owner) conveying title
to the real estate outlined in red on Exhibit B by Warranty Deed free and
clear of all liens and encumbrances save and except those which might be
attributable to BBI or its parties in interest. 
The real estate and improvements shall be sold as is.


 


Additionally, for a
period of time commencing sixty (60) days prior to the expiration of the Lease
and running until the lease ends, BBI, RBC, or its successors in interest shall
have the right to purchase the real estate and improvements at a price to be
determined by an MAI appraiser agreeable to both parties.  Thirty (30) days after notice is mailed by
the MAI appraiser of the appraised value, BBI, RBC, or its successors in
interest shall, if they are agreeable to purchasing the real estate at that
price, shall so notify Lessor, or their successors in interest and the
obligations for conveyance shall be the same as set forth in the proceeding
paragraph.


 


 


THIS SPACE LEFT BLANK


 


17





















 


IN WITNESS WHEREOF, the
parties hereto have executed six copies of this Lease as of the date first
above written.


 


In the Presence of:


 


	
   

  	
   

  	
  BREMEN BEARINGS INC.

  
	
   

  	
   

  	
  A Delaware Corporation

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  ABCS PROPERTIES, LLC

  
	
   

  	
   

  	
  An Indiana Limited
  Liability Company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Michael H. Short

  
	
   

  	
   

  	
  “LESSOR”

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Lynn C. Short

  
	
   

  	
   

  	
  “LESSOR”

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  ROLLER BEARING OF
  AMERICA, INC.

  
	
   

  	
   

  	
  “GUARANTOR”

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:

  	
   

  	
   

  
	
   

  	
   

  	
   

  



 


18





















 


LESSEE
ACKNOWLEDGEMENT (CORPORATE)


 


STATE OF                                                     )


) SS:


COUNTY OF                                                 )


 


Before me, the
undersigned, a Notary Public in and for said County and State, personally
appeared                                                       ,
as                                                       
of the Bremen Bearings Inc., a Delaware Corporation, known to me to be the
person and officer whose name is subscribed to the foregoing instrument and
acknowledged to me that the same was the free act and deed of Bremen Bearings
Inc., and such person executed the same as the act of such corporation for the
purposes and consideration therein expressed and in the capacity therein
stated.


 


IN TESTIMONY WHEREOF, I
have hereunto set my hand and official seal at                                                       ,
this                       
day of                                       ,
20          .


 


	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  Notary Public Signature

  
	
  My commission expires:

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Printed Name

  
	
   

  	
   

  
	
   

  	
  A Resident of                             
  County

  
					



 


LESSOR
ACKNOWLEDGEMENT (CORPORATE)


 


STATE OF INDIANA                     )


) SS:


COUNTY OF MARSHALL            )


 


Before me, the
undersigned, a Notary Public in and for said County and State, personally
appeared                                                       ,
as                                                       
of the ABCS PROPERTIES, LLC, an Indiana limited liability company, known to me
to be the person and officer whose name is subscribed to the foregoing
instrument and acknowledged to me that the same was the free act and deed of
the said limited liability company and they executed the same as the act of
such company for the purposes and consideration therein expressed and in the
capacity therein stated.


 


IN TESTIMONY WHEREOF, I
have hereunto set my hand and official seal at                                                       ,
this                       
day of                                       ,
20          .


 


	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  Notary Public Signature

  
	
  My commission expires:

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Printed Name

  
	
   

  	
   

  
	
   

  	
  A Resident of
                              
  County

  
					



 


19





















 


LESSOR
ACKNOWLEDGEMENT (CORPORATE)


 


STATE OF INDIANA                     )


) SS:


COUNTY OF MARSHALL            )


 


Before me, the
undersigned, a Notary Public in and for said County and State, personally
appeared                                                       ,
and                                                       ,
known to me to be the person and whose name is subscribed to the foregoing
instrument and acknowledged to me that the same was the free act and deed of
the said limited liability company and they executed the same as the act of
such company for the purposes and consideration therein expressed and in the
capacity therein stated.


 


IN TESTIMONY WHEREOF, I
have hereunto set my hand and official seal at                                                       ,
this                       
day of                                       ,
20          .


 


	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  Notary Public Signature

  
	
  My commission expires:

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Printed Name

  
	
   

  	
   

  
	
   

  	
  A Resident of
                              
  County

  
					



 


 


GUARANTOR
ACKNOWLEDGEMENT (CORPORATE)


 


STATE OF                         )


)  SS:


COUNTY OF                     )


 


Before me, the
undersigned, a Notary Public in and for said County and State, personally
appeared                                                   
and                                                           
of ROLLER BEARING COMPANY OF AMERICA, INC., a Connecticut corporation, known to
me to be the persons whose names are subscribed to the foregoing instrument and
acknowledged to me that the same was the free act and deed of the said limited
liability company and they executed the same as the act of such company for the
purposes and consideration therein expressed and in the capacity therein
stated.


 


IN TESTIMONY WHEREOF, I
have hereunto set my hand and official seal at                                                   
this                       
day of                                       ,
20              .


 


	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  Notary Public Signature

  
	
  My commission expires:

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Printed Name

  
	
   

  	
   

  
	
   

  	
  A Resident of
                              
  County

  
					



 


20