Exhibit 10.8


 


COMMERCIAL LEASE


 


This lease is
made between KCR of Ohio, Ltd. herein called Lessor, and A-1 Specialty &
Govt. Packaging, Inc., herein called Lessee.


 


Lessee hereby
offers to lease from Lessor the premises situated in the City of Columbus, County
of Franklin, State of Ohio, described as 6000 square feet of warehouse space
located at 321 Dering Avenue designated building 1., upon the following TERMS
and CONDITIONS:


 


1.       Term and Rent.    Lessor demises the above premises for a
term of 3 years, commencing November 10, 2003 and terminating on September 30,
2006 or sooner as provided herein at the annual rental of ($) $18,000.00
payable in equal installments in advance on the first day of each month for
that month’s rental, during the term of this lease.  All rental payments shall be made to Lessor, at the address
specified above.  $1000.00 rent is
immediately due for the proration of November. 
The terms of this lease will coincide with the terms of the previous
lease for 1st 6000 square feet of the building entered into on the 1st October
2003.  All terms and options to renew
will be based on the October 1, 2003 date


 


2.       Use.    Lessee shall use and occupy the premises
for wood shop and packaging.  The
premises shall be used for no other purpose. 
Lessor represents that the premises may lawfully be used for such
purpose.


 


3.       Care and Maintenance of
Premises.    Lessee acknowledges that
the premises are in good order and repair, unless otherwise indicated herein
Lessee shall, at his own expense and at all times, maintain the premises in
good and safe condition, including plate glass, electrical wiring, plumbing and
heating installations and any other system or equipment upon the premises, and
shall surrender the same at termination hereof.  in as good condition as received, normal wear and tear
excepted.  Lessee shall be responsible
for all repairs required, excepting the roof, exterior walls, structural
foundations, and:


 


4.       Alterations.    Lessee shall not, without first obtaining
the written consent of Lessor, make any alterations, additions, or
improvements, in, to or about the premises.


 


5.       Ordinances and
Statutes.     Lessee shall comply with
all statutes, ordinates and requirements of all municipal, state and federal
authorities now in force, or which may hereafter be in force, pertaining to the
premises, occasioned by or affecting the use thereof by Lessee.


 


6.       Assignment and
Subletting.     Lessee shall not assign
this lease or sublet any portion of the premises without prior written consent
of the Lessor, which shall not be unreasonably withheld.  Any such assignment or subletting without
consent shall be void and, at the option of the Lessor, may terminate this
lease.


 


7.       Utilities.    All applications and connections for
necessary utility services on the demised premises shall be made in the name of
Lessee only, and Lessee shall be solely liable for utility charges as they
become due, including those for sewer, water, gas, electricity, and telephone
services.


 


8.       Entry and
Inspection.     Lessee shall permit
Lessor or Lessor’s agents to enter upon the premises at reasonable times and
upon reasonable notice, for


 

















 


the purpose of inspecting the
same, and will permit Lessor at any time within sixty (60) days prior to the
expiration of this lease, to place upon the premises any usual “To Let” or “For
Lease” signs, and permit persons desiring to lease the same to inspect the
premises thereafter.


 


9.       Possession.    If Lessor is unable to deliver possession
of the premises at the commencement hereof, Lessor shall not be liable for any
damage caused thereby, nor shall this lease be void or voidable, but Lessee
shall not be liable for any rent until possession is delivered.  Lessee may terminate this lease if possession
is not delivered within 5 days of the commencement of the term hereof.


 


10.     Indemnification of
Lessor.    Lessor shall not be liable
for any damage or injury to Lessee, or any other person, or to any property,
occurring on the demised premises or any part thereof, and Lessee agrees to
hold Lessor harmless from any claim for damages, no matter how caused.


 


11.     Insurance.     Lessee, at this expense, shall maintain
plate glass and public liability insurance including bodily injury and property
damage insuring Lessee and Lessor with minimum coverage as follows:


Lessee shall
provide Lessor with a Certificate or Insurance showing Lessor as additional
insured.  The Certificate shall provide
for a ten-day written notice to Lessor in the event of cancellation or material
change of coverage.  To the maximum
extent permitted by insurance policies which may be owned by Lessor or Lessee,
Lessee and Lessor, for the benefit of each other, waive any and all rights of
subrogation which might otherwise exist.


 


12.     Eminent Domain.    If the premises or any part thereof or any
estate therein, or any other part of the building materially affecting Lessee’s
use of the premise, shall be taken by eminent domain, this lease shall
terminate on the date when title vests pursuant to such taking.  The rent, and any additional rent, shall be
apportioned as of the termination date, and any rent paid for any period beyond
that date shall be repaid to Lessee. 
Lessee shall not be entitled to any part of the award for such taking or
any payment in lieu thereof, but Lessee may file a claim for any taking of
fixtures and improvements owned by Lessee, and for moving expenses.


 


13.     Destruction of
Premises.    In the event of a partial
destruction of the premises during the term hereof, from any cause.  Lessor shall forthwith repair the same,
provided that such repairs can be made within sixty (60) days under existing
governmental laws and regulations, but such partial destruction shall not
terminate this lease, except that Lessee shall be entitled to a proportionate
reduction of rent while such repairs are being made, based upon the extent to
which the making of such repairs shall interfere with the business of Lessee on
the premises.  If such repairs cannot be
made within said sixty (60) days, Lessor, at his option, may make the same
within a reasonable time, this lease continuing in effect with the rent
proportionately abated as aforesaid, and in the event that Lessor shall not
elect to make such repairs which cannot be made within sixty (60) days, this
lease may be terminated at the option of either party.  In the event that the building in which the
demised premises may be situated is destroyed to an extent of not less than
one-third of the replacement costs thereof, Lessor may elect to terminate this
lease whether the demised premises be injured or not.  A total destruction of the building in which the premises may be
situated shall terminate this lease.


 


14.     Lessor’s Remedies on
default.    If Lessee defaults in the
payment of rent, or any additional rent, or defaults in the performance of any
of the other covenants or conditions hereof, Lessor may give Lessee notice of
such default and if Lessee does not cure any such default within 10 days, after
the giving of such notice (or if such other default is of such nature that it


 

















 


cannot be completely cured
within such period, if Lessee does not commence such during within such 10 days
and thereafter proceed with reasonable diligence and in good faith to cure such
default), then Lessor may terminate this lease on not less than 30 days’ notice
to Lessee. On the date specified in such notice the term of this lease shall
terminate, and Lessee shall then quit and surrender the premises to Lessor, but
Lessee shall remain liable as hereinafter provided.  If this lease shall have been so terminated by Lessor, Lessor may
at any time thereafter resume possession of the premises by any lawful means
and remove Lessee or other occupants and their effects.  No failure to enforce any term shall be
deemed a waiver.


 


15.     Security Deposit.    Lessee shall deposit with Lessor on the
signing of this lease the sum of fifteen hundred Dollars ($) $1,500.00 as
security deposit for the performance of Lessee’s obligations under this lease,
including without limitation, the surrender of possession of the premises to
Lessor as herein provided.  If Lessor
applies any part of the deposit to cure any default of Lessee, Lessee shall on
demand deposit with Lessor the amount so applied so that Lessor shall have the
full deposit on hand at all times during the term of this lease.


 


16.     Tax increase.    In the event there is any increase during
any year of the term of this lease in the City, Country or State real estate
taxes over and above the amount of such taxes assessed for the tax year during which
the Lessee shall pay to Lesser upon presentation of paid tax bills an amount
equal to 0% % of the increase in taxes upon the land and building in which the
leased premises are situated.  In the
event that such taxes are assessed for a tax year extending beyond the term of
the lease, the obligation of Lessee shall be proportionate to the portion of
the lease term included in such year.


 


17.     Common Area Expenses.    In the event the demised premises are
situated in a shopping center or in a commercial building in which there are
common areas, Lessee agrees to pay his pro-rata share of maintenance, taxes,
and insurance for the common area.


 


18.     Attorney’s Fees.    In case suit should be brought for
recovery of the premises, or for any sum due hereunder, or because of any act
which may arise out of the possession of the premises, by either party, the
prevailing party shall be entitled to all costs incurred in connection with
such action, including a reasonable attorney’s fee.


 


19.     Notices.    Any notice which either party may, or is
required to give, shall be given by mailing the same, postage prepaid, to
Lessee at the premises, or Lessor at the address shown below, or at such other
places as may be designated by the parties from time to time.


 


20.     Heirs, Assigns,
Successors.    This lease is binding
upon and inures to the benefit of the heirs, assigns and successors in interest
to the parties.


 


21.     Option to Renew.     Provided that Lessee is not in default in
the performance of this lease, Lessee shall have the option to renew the lease
for an additional term of 36 months commencing at the expiration of the initial
lease term.  All of the terms and
conditions of the lease shall apply during the renewal term except that the
monthly rent shall be the sum of $ to be determined.  The option shall be exercised by written notice given to Lessor
not less than 60 days prior to the expiration of the initial lease term.  If notice is not given in the manner
provided herein within the time specified, this option shall expire.


 


22.     Subordination.    This lease is and shall be subordinated to
all


 

















 


existing and future liens and
encumbrances against the property.


 


23.     Entire Agreement.    The foregoing constitutes the entire
agreement between the parties and may be modified only by a writing signed by
both parties.  The following Exhibits,
if any, have been made a part of this lease before the parties’ execution
hereof:


 


signed this
10th day of November, 2003.


 


 


	
  A-1
  Specialty & Govt. Packaging, Inc.

  	
  KCK or Ohio, LTD

  
	
   

  	
   

  
	
  By 

  	
  /s/ T.P.
  Schwartz

  	
   

  	
  By 

  	
  /s/ Thomas
  M. Koch

  	
   

  
	
  Lessee

  	
  Lessor