Annual Report — [x] Reg. S-K Item 405 — Form 10-K
Filing Table of Contents
Document/Exhibit Description Pages Size
1: 10-K405 Annual Report -- [x] Reg. S-K Item 405 77± 368K
2: EX-1 Underwriting Agreement 24± 93K
3: EX-2 Plan of Acquisition, Reorganization, Arrangement, 24± 95K
Liquidation or Succession
4: EX-3 Articles of Incorporation/Organization or By-Laws 29± 112K
5: EX-4 Instrument Defining the Rights of Security Holders 17± 76K
6: EX-5 Opinion re: Legality 6± 25K
7: EX-23 Consent of Experts or Counsel 1 7K
8: EX-27 ƒ Financial Data Schedule (Pre-XBRL) 1 5K
9: EX-27 ƒ Innovo Group Inc. - Financial Data Schedule 2± 10K
EX-5 — Opinion re: Legality
THIS INSTRUMENT PREPARED UPON
INFORMATION FURNISHED BY THE
LESSOR BY RICHARD M. BROOKS, ATTY.
CARTHAGE, TENNESSEE 37030
LEASE
This Lease is made and executed on this the 1st day of
October, 1996, by and between the owners of the building known as
the Sulphur City Manufacturing Building and its adjoining parking
lot, JOHN F. WILSON, TEDDY HALE, and WILLIAM DULWORTH, (hereinafter
called " Lessor"), and INNOVO, INC., a Tennessee Corporation,
located and doing business in Springfield, Tennessee, which is a
subsidiary of the parent corporation, INNOVO GROUP, INC.,
(hereinafter called "Lessee").
SECTION ONE
Lessors lease to Lessee and Lessee hires from Lessors, for the
purpose of conducting a lawful business and for no other purpose,
those certain premises described as follows:
Being located in the Sixth (6) Civil District of Macon
County, Tennessee and being only that portion of the
property described in Deed Book 171, pages 304-305, in
the Register's Office of Macon County, Tennessee which
encompasses the building known as the Sulphur City
Manufacturing Building and the surrounding parking lot.
This being a portion of the same property conveyed unto
John F. Wilson, Teddy Hale, and William Dulworth by
Warranty Deed from Naomi Driver, dated September 27,
1990 and recorded September 28, 1990 in Deed Book 171,
pages 304-305, R.O.M.C.T.
SECTION TWO
The term of this Lease shall be for Thirty-Six (36) months,
commencing on the date of this instrument. At the end of the
Thirty-Six (36) month period, this Lease will become null and void,
and Lessee will vacate the premises, unless the option to renew and
extend the term of this Lease is exercised as set out in Section
Four herein. If said option is exercised, the term of this Lease
shall be extended for an additional Three (3) years, at the end of
which this Lease shall terminate and Lessee shall vacate the
premises.
SECTION THREE
The total rent for the building and parking lot under the
terms of this Lease shall be due and payable as follows: The
rental payments for the first (1st) and second (2nd) months of the
Thirty-Six (36) month term of this Lease shall be One Thousand No
Hundred Dollars ($1,000.00) per month. The rental payments for the
third (3rd) month through the thirty-sixth (36th) month of the
Thirty-Six (36) month term of this Lease shall be Two Thousand No
Hundred Dollars ($2,000.00) per month.
The total rent for the equipment under the terms of this Lease
shall be due and payable as follows: No payment will be due for
the first (1st) month of the Thirty-Six (36) month term of this
Lease. All rental payments thereafter for the second (2nd) month
through the thirty-six (36) month of the Thirty-Six (36) month term
of this Lease shall be Three Hundred Dollars ($300.00) per month.
All rental payments, for the building and parking lot and for
the equipment are due on the first (1st) day of each month
beginning October 1, 1996. Any payment of rent that shall be more
than Ten (10) days past due shall be considered delinquent, and a
penalty of Five Percent (5%) will be charged for each day past the
10th of the month that payment is not made. Lessee agrees that
they shall pay any and all court costs, attorney's fees, or other
legal fees incurred to collect any delinquent rent and penalties.
SECTION FOUR
Lessors hereby grant to Lessee an option to renew this Lease
and extend the term of this Lease for a period of Three (3) years,
to be exercised by Lessee's giving written notice of its intent to
exercise to Lessor at least One (1) month before the expiration of
the current Lease term. If the term of this Lease is so extended,
this Lease shall remain in full force and effect without change for
an additional Three (3) years, except that the renewal rental
payment shall be increased to Two Thousand Two Hundred Dollars
($2,200.00) per month for the real estate, with the equipment
rental rate to be re-negotiated at the time the option to renew is
exercised.
SECTION FIVE
Lessors covenant that they are seized of the demised premises
in fee simple and have full right to make this Lease and that
Lessee shall have quiet and peaceable possession of the demised
premises during the term hereof.
SECTION SIX
In the event of total destruction of the premises by fire,
wind or other casualty or Act of God, this Lease shall terminate
immediately at the option of either party.
In the event of partial destruction of less than Fifty (50%)
per cent of the premises by fire, wind or other casualty or Act of
God, this Lease shall remain in full force and effect, provided
that the damages can be repaired within Ninety (90) days, however,
Lessee shall not be required to pay rent for the period of time the
premises are unfit for the purposes rented.
SECTION SEVEN
During the term of this Lease, Lessee shall comply with all
applicable laws affecting the demised premises, the breach of which
might result in any penalty on Lessors or forfeiture of Lessors'
title to the demised premises. Lessee shall not commit, or suffer
to be committed, any waste on the demised premise, or any nuisance.
SECTION EIGHT
Lessee shall not vacate or abandon the premises at any time
during the term hereof. If Lessee shall abandon, vacate or
surrender the demised premises, or be dispossessed by process of
law, or otherwise, any personal property belonging to Lessee and
left on the premises shall be deemed to be abandoned, at the option
of Lessors.
SECTION NINE
Lessee cannot sublet the premises in whole or in part or
assign this Lease without the written consent of the Lessors. Said
consent cannot be unreasonably withheld. Neither this Lease or the
leasehold estate of Lessee or any interest of Lessee hereunder in
the demised premise or any buildings or improvements thereon shall
be subject to involuntary assignment, transfer, or sale, or to
assignment, transfer, or sale by operation of law in any manner
whatsoever, and any such attempted involuntary assignment,
transfer, or sale shall be void and of no effect and shall, at the
option of Lessors terminate this Lease.
SECTION TEN
Lessee shall fully and promptly pay all taxes and public
utilities of every kind on the premises throughout the term hereof,
as well as all other costs and expenses of every kind, whatsoever,
of or in connection with the use, operation, maintenance and
repairs of the premises and equipment.
SECTION ELEVEN
Lessee shall obtain and keep in full force and effect a
general liability insurance policy on the premises in the amount of
One Million Dollars ($1,000,000.00) against any and all claims for
personal injury or property damage occurring within, upon, or about
the leased Premises during the term of this Lease, which shall
include, but not be limited to, any injury to any one person in any
one accident or occurrence, any injuries to any number of persons
in any one accident or occurrence, or any damage to property in any
one accident or occurrence. Lessors shall be named as additional
insured under all such policies together with Lessee. Lessee shall
furnish to Lessors appropriate and acceptable evidence of their
respective compliances with the provisions of this Section, such as
certificates of insurance or copies of the policies upon each
renewal of the same.
Further, Lessee shall obtain and keep in full force and effect
a fire and extended liability coverage insurance policy or policies
protecting the leased premises and the improvements thereon from
loss or damage within the coverage of said policy of policies
during the term of this Lease, such fire and extended liability
coverage insurance policy of policies to be in the amount of Two
Hundred Ten Thousand No Hundred Dollars ($210,000.00). Lessors
shall be named as additional insured under all such policies
together with Lessee. Lessee shall furnish to Lessors appropriate
and acceptable evidence of their respective compliances with the
provisions of this Section, such as certificates of insurance or
copies of the policies upon each renewal of the same.
Lessee shall, at their own cost and expense, obtain and keep
in full force and effect a fire and extended coverage insurance
policy or policies protecting Lessee's merchandise, property, and
equipment, and that of any subsidiary, related, or affiliated
corporation, firm, person, or entity, located within, upon, or
about the leased premises.
Any and all such policies of insurance required hereunder are
to be written by reputable insurance companies qualified to do
business in the State of Tennessee.
SECTION TWELVE
Lessors shall not be liable for any loss, injury, death, or
damage to persons or property which at any time may be suffered or
sustained by Lessee or by any person whosoever may be at any time
be using or occupying or visiting the demised premises or be in,
on, or about the same, whether such loss, injury, death or damage
shall be caused by or in any way result from or arise out of any
act, omission, or negligence of Lessee or of any occupant,
subtenant, visitor, or user of any portion of the premises, or
shall result from or be caused by any other matter or thing,
whether of the same kind as or of a different kind than the matters
or things above set forth, and Lessee shall indemnify Lessors
against all claims, liability, loss, or damage whatsoever on
account of any such loss, injury, death or damage.
SECTION THIRTEEN
Lessee shall use the premises solely and alone for the express
purpose of a manufacturing business and parking lot in accordance
with all applicable statutes and regulations, except for the
expressed written approval of Lessor which cannot be reasonably
withheld.
SECTION FOURTEEN
Lessee shall maintain the interior of the building, all
equipment of Lessors left in the building for Lessee's use, and the
parking area. Any improvements Lessee shall desire to make to this
property, building, equipment, or parking area must first be
approved by the Lessors, and payment for any such improvements will
be the responsibility of the Lessee.
SECTION FIFTEEN
At the termination of this Lease, Lessee shall return premises
to Lessors in substantially the same condition as present, normal
wear and tear excepted, and Lessee may remove trade fixtures which
were installed by them, but must restore the building, all
equipment originally in the building, and the parking area to their
original conditions prior to Lessee's installment of any trade
fixtures or use of Lessors' equipment or the parking area.
SECTION SIXTEEN
The covenants and conditions herein contained shall apply to
and bind the heirs, successors, executors, administrators and
assigns, of all of the parties hereto; and all of the parties
hereto shall be jointly and severally liable hereunder. Time is of
the essence of this Lease, and of each and every covenant, term,
condition and provision hereof.
IN WITNESS WHEREOF, the parties have executed this Lease at
______________,_____________ on the day and year first above
written.
"LESSEE"
INNOVO,INC. INNOVO GROUP,INC.
BY:________________________ BY:_____________________
PAT ANDERSON LASKO, PAT ANDERSON LASKO,
PRESIDENT PRESIDENT
"LESSORS"
_______________________
JOHN WILSON
_________________________
TEDDY HALE
_______________________
WILLIAM DULWORTH
STATE OF __________________
COUNTY OF _________________
PERSONALLY appeared before me, the undersigned authority, a
Notary Public in and for the County and State aforesaid, the within
named bargainor ("Lessee"), PAT ANDERSON LASKO, with whom I am
personally acquainted, or who proved to me the basis of
satisfactory evidence, and who acknowledged that she is the
President of INNOVO, INC., a Tennessee Corporation located and
doing business in Springfield, Tennessee, which is subsidiary of
the parent corporation, Innovo Group, Inc., and that as such
President of Innovo, Inc., she is authorized to sign said
instrument on behalf of said Corporation for the purposes therein
contained.
WITNESS MY HAND and official seal at office in ___________,
____________County, ____________, this the ______ day of October,
1996.
_____________________
NOTARY PUBLIC
MY COMMISSION EXPIRES:_____________
______________________________________________________________
STATE OF _____________
COUNTY OF _____________
PERSONALLY appeared before me, the undersigned authority, a
Notary Public in and for the County and State aforesaid, the within
named bargainor ("Lessee"), PAT ANDERSON LASKO, with whom I am
personally acquainted, or who proved to me the basis of
satisfactory evidence, and who acknowledged that she is President
of INNOVO GROUP, INC., and that as such President of Innovo Group,
Inc., she is authorized to sign said instrument on behalf of said
Corporation for the purposes therein contained.
WITNESS MY HAND and official seal at the office in __________,
_____________County, ___________, this the ____ day of October,
1996.
____________________
NOTARY PUBLIC
MY COMMISSION EXPIRES:_________________
STATE OF TENNESSEE
COUNTY OF ____________
PERSONALLY appeared before me, the undersigned authority, a
Notary Public in and for the County and State aforesaid, the within
named bargainors ("Lessors") JOHN F. WILSON, TEDDY HALE, and
WILLIAM DULWORTH, with whom I am personally acquainted, or who
proved to me the basis of satisfactory evidence, and who
acknowledged that they executed the fore going instrument for the
purposes therein contained.,
WITNESS MY HAND and official seal at office in _____________,
______________County, Tennessee, this the ____day of October, 1996.
_________________________
NOTARY PUBLIC
MY COMMISSION EXPIRES:__________________
Dates Referenced Herein and Documents Incorporated by Reference
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