exv10w1



 





Exhibit 10.1




FIRST AMENDMENT TO REAL ESTATE LEASE AGREEMENT




     This First Amendment to Real Estate Lease Agreement is made as of the 6th
day of May, 2003, by and between RONALD H. SCOTT and FRANK J. SCOTT t/d/b/a ST.
CLAIR LEASING CO., a Pennsylvania partnership (together “Lessor”) and INTERFORM
CORPORATION, a Pennsylvania corporation t/d/b/a INTERFORM SOLUTIONS, a
subsidiary of CHAMPION INDUSTRIES, INC. (“Lessee”).



WITNESSETH;




     WHEREAS, Lessor and Lessee executed a Real Estate Lease Agreement dated
the 25th day of September, 1998, whereby Lessor leased to Lessee the Premises
described therein (the “Lease”); and



     WHEREAS, Section 33 of the Lease provides that Lessee may renew the Lease
for two additional terms of five years each upon the terms and at the rental
therein stated; and



     WHEREAS, Lessor and Lessee desire to amend Section 33 of the Lease, and to
acknowledge Lessee’s exercise of its option to renew for an additional term
upon the terms as provided in the Lease, as amended by this First Amendment to
Real Estate Lease Agreement, and Lessor consent to same; and



     WHEREAS, except as hereinafter amended and provided, the Lease shall
remain in full force and effect.



     NOW, THEREFORE, WITNESSETH, that for and in consideration of the mutual
terms and conditions, covenants and agreements hereinafter and in the Lease set
forth, the Lease is hereby amended as follows:




	 	(1)	 	“Section 33 of the Lease is hereby amended to read in its
entirety as follows:




 









 






	 	 	 	Lessee may renew this Lease for an additional term of eighteen
(18) months, at an annualized rental of TWO HUNDRED EIGHTY TWO
THOUSAND TWO HUNDRED FOURTEEN AND 40/100 Dollars ($282,214.40)
payable in advance in equal consecutive monthly installments of
TWENTY THREE THOUSAND FIVE HUNDRED SEVENTEEN AND 87/100 Dollars
($23,517.87) and an additional term of Forty Two (42) months
thereafter at an annual rental of TWO HUNDRED EIGHTY TWO THOUSAND TWO
HUNDRED FOURTEEN AND 40/100 Dollars ($282,214.40) payable in advance
in equal monthly installments of TWENTY THREE THOUSAND FIVE HUNDRED
SEVENTEEN AND 87/100 Dollars ($23,517.87) and an additional term of
Five (5) years thereafter at an annual rental of TWO HUNDRED NINETY
THREE THOUSAND FIVE HUNDRED TWO AND 97/100 Dollars ($293,502.97)
payable in advance in equal monthly installments of TWENTY FOUR
THOUSAND FOUR HUNDRED FIFTY EIGHT and 58/100 Dollars ($24,458.58)
beginning on the first month of such renewal term(s) and subject to
all the terms, covenants and conditions hereof provided that Lessee,
in writing, notifies Lessor of its intention to renew not later than
one hundred eighty (180) days prior to the termination date of the
respective renewal term, and further provided that the Lessee is not
in default of any of the terms, covenants and conditions of this
Lease.”
	 
	 	(2)	 	Lessor and Lessee acknowledge and agree that this First
Amendment to Real Estate Lease Agreement constitutes a valid
exercise of Lessee’s option to renew the Lease, as hereby amended,
for an additional term of eighteen (18) months, commencing on
October 1, 2003, and extending through the last day of March, 2005
without other or further notice of being required.
	 
	 	(3)	 	Except as hereby amended, the Lease shall remain in full
force and effect in accordance with its terms.




     IN WITNESS WHEREOF, the parties hereto, intending to be legally
bound by this agreement, have caused this First Amendment to Real Estate
Lease Agreement to be signed by their duly authorized officers and
agents, on the day and year above written.



 









 




	 	 	 	 	 
	 	ST. CLAIR LEASING CO.

 	 
	 	By:  	/s/ Ronald H. Scott
 	 
	 	 	Ronald H. Scott, Partner 	 
	 	 	 	 
	 


	 	 	 	 	 
	 	 	 
	 	By:  	                                   /s/ Frank J. Scott
 	 
	 	 	Frank J. Scott, Partner 	 
	 	 	 	 
	 



	 	 	 	 
	Witness:

	 	/s/ Lisa E. McMurtry
	

	 	
 






	 	 	 	 	 
	 	INTERFORM CORPORATION

 	 
	 	By:  	/s/ Theodore J. Nowlen
 	 
	 	 	Theodore J. Nowlen, President 	 
	 	 	 	 
	 



	 	 	 	 
	Attest:
	 	 
	By:

	 	/s/ Robin Kania
	

	 	
 
	Title:

	 	Controller