Exhibit 10.36 [LETTERHEAD OF I. J. KAPPLIN CO.] THIS LEASE, made this 15TH day of AUGUST, 1996, by and between KEE JOINT VENTURE, first party, (hereinafter called "Landlord"); and FIRST LIGHT FILMS, second party, (hereinafter called "Tenant"); and I....

 
                                                                  Exhibit 10.36

                       [LETTERHEAD OF X. X. XXXXXXX CO.]



               THIS LEASE, made this 15TH day of AUGUST, 1996, by and between
               KEE JOINT VENTURE, first party, (hereinafter called "Landlord");
               and FIRST LIGHT FILMS, second party, (hereinafter called
               "Tenant"); and X. X. Xxxxxxx Co., third party, (hereinafter
               called "Agent")

                             W I T N E S S E T H:

PREMISES            1.   The Landlord, for and in consideration of the rents, 
               covenants, agreements, and stipulations hereinafter mentioned,
               reserved and contained, to be paid, kept and performed by the
               Tenant, has leased and rented, and by these presents does lease
               and rent, unto the said Tenant, and said Tenant hereby agrees to
               lease and take upon the terms and conditions which hereinafter 
               appear, the following described property (hereinafter called 
               premises), to wit:

                    Office and warehouse area of approximately 8,000 sq ft. and 
                    known as 0000 Xxxxxx Xxxxxx, X.X., Xxxxxxx, Xxxxxxx


               No easement for light or air is included in the premises.

TERM                2.   To have and to hold for a term of one year beginning on
               the 1st day of December, 1996 and ending on the 30th day of
               November 1997 at midnight unless sooner terminated as hereinafter
               provided.

RENTAL              3.   Tenant agrees to pay Landlord, promptly on the first 
               day of each month in advance, during the term of this lease, a 
               base monthly rent of:
                    Three Thousand Three Hundred Dollars ($3,300.00).

LATE                3.   All rentals and other charges payable under this lease 
CHARGES        shall be due and payable as set forth above. Rentals and other
               charges received or post marked after the tenth day of each month
               shall be charged with and additional late charge in an amount
               equal to 5% of the delinquent rent or charge. Notwithstanding any
               provision hereof Lessor shall have the right to refuse any
               rentals paid after the first day of each month.

AGENT'S             4.   The commission to be paid in connection with this 
COMMISSION     transaction has been negotiated between Landlord and Agent and
               Landlord agrees to pay Agent, as compensation for services
               rendered in procuring this lease, five percent (5%) of all
               rentals thereafter paid by Tenant under this lease and any late
               charges collected by Agent, and Landlord, with consent of
               Tenant, hereby assigns to Agent aforesaid commission. If Tenant
               becomes a Tenant at will or at sufferance or if the term of this
               lease is extended, or if new lease is entered into between
               Landlord and Tenant covering leased premises, or any part
               thereof, or covering any other premises as an expansion of, or
               substitute for, the premises herein leased, then in either of
               said events, Landlord, in consideration of Agent's having
               procured Tenant hereunder, agrees to pay Agent five percent (5%)
               of all rentals paid to Landlord by Tenant, under such extension,
               amendment, or new lease. Agent agrees that, in the event Landlord
               sells leased premises, and upon Landlord's furnishing Agent with
               an agreement signed by Purchaser assuming Landlord's obligations
               to Agent under this lease, Agent will release original Landlord
               from any further obligations to Agent hereunder, Tenant agrees
               that if this lease is validly assigned by him that he will secure
               from assignee an agreement in writing by assignee recognizing
               assignment held by Agent and agreeing to pay rental to Agent
               herein named during the term of this lease. Agent is a party to
               this contract solely for the purpose of enforcing his rights
               under this paragraph and it is understood by all parties hereto
               that Agent is acting solely in the capacity as agent for
               Landlord, to whom Tenant must look as regards all covenants,
               agreements and warranties herein contained, and that Agent shall
               never be liable to Tenant in regard to any matter which may arise
               by virtue of this lease. Voluntary cancellation of this lease
               shall not nullify Agent's right to collect the commission due for
               the remaining term of this lease. In the event that the premises
               is condemned, or sold under threat of and in lieu of
               condemnation, Agent shall, on the date of receipt by Landlord of
               the condemnation award or sale proceeds, be paid agent's
               commission, which would otherwise be due to the end of the term
               contracted for under paragraph 2 above.

                    In the event that Tenant or any person or related entity or 
               business organization having any direct or indirect financial
               interest in Tenant's business, acquires title to the leased
               premises at any time during the term of this lease, any renewals
               thereof, or within six months after the expiration of the term
               hereof or the extended term hereof, then Landlord shall pay Agent
               a commission on the sale of the property of the Landlord in lieu
               of any additional rental commissions. Such sales commission, as
               negotiated between parties, is to be a minimum of 5% of the sales
               price.

UTILITY BILLS       5.   Tenant shall pay all utility bills, including, but not 
               limited to water, sewer, gas, electricity, fuel, light, and heat
               bills, for the leased premises and Tenant shall pay all charges
               for garbage collection services or other sanitary services
               rendered to the leased premises or used by Tenant in connection
               therewith. If Tenant fails to pay any of said utility bills or
               charges for garbage collection or other sanitary services,
               Landlord may pay the same and such payment may be added to the
               rental of the premises next due as additional rental.

USE OF              6.   The demised premises shall be used only for purpose of
PREMISES         video tape & film production, receiving, storing, shipping and
               --------------------------------
               selling (other than retail) products, materials and merchandise
               made and/or distributed by Tenant and for such other lawful
               purposes as may be incidental thereto, and subject to any
               building or building complex rules and regulations. Outside
               storage, including without limitation, trucks and other vehicles,
               is prohibited without Landlord's prior written consent, Tenant
               shall at its own cost an expense obtain any and all licenses and
               permits necessary for any such use. Tenant shall comply with all
               governmental laws, ordinances and regulations applicable to the
               use of the premises, and shall promptly comply with all
               governmental orders and directives for the correction, prevention
               and abatement of nuisances in or upon, or connected with, the
               premises, all at Tenant's sole expense. Tenant shall not permit
               any objectionable or unpleasant odors, smoke, dust, gas, noise or
               vibrations to emanate from the premises, nor take any other
               action which would constitute a nuisance or would disturb or
               endanger any other tenants of the building in which their
               premises are situated or unreasonably interfere with their use of
               their respective premises. Without Landlord's prior written
               consent, Tenant shall not receive, store or otherwise handle any
               product, material or merchandise which is explosive or highly
               flammable. Tenant will not permit the premises to be used for any
               purpose or in any manner (including without limition any method
               of storage) which would render the insurance thereon void or the
               insurance risk more hazardous or cause the State Board of
               Insurance or other insurance authority to disallow any sprinkler
               credits. If any increase in the fire and extended coverage
               insurance premiums paid by Landlord or other Tenants for the
               building in which Tenant occupies space is caused by Tenant's use
               and occupancy of the premises, or if Tenant vacates the premises
               and causes an increase in such premiums, then Tenant shall pay as
               additional rental the amount of such increase to Landlord.

 
ABANDONMENT         7.   Tenant agrees not to abandon or vacate leased premises 
OF LEASED      during the period of this lease, and agrees to use said premises
PREMISES       for purpose herein leased until the expiration thereof.

REPAIRS BY          8.   Landlord agrees to keep in good repair the roof,
LANDLORD       foundations, and exterior walls of the premises (exclusive of all
               glass and exclusive of all exterior doors), and underground
               utility and sewer pipes outside the exterior walls of the
               Building, except repairs rendered necessary by the negligence of
               Tenant, its agents, employees, or invitees. Landlord gives to
               Tenant exclusive control of premises and shall be under no
               obligation to inspect said premises. Tenant shall promptly report
               in writing to Landlord any defective condition known to it which
               Landlord is required to repair, and failure to so report such
               defects shall make Tenant responsible to Landlord for any
               liability incurred by Landlord by reason of such defects.

REPAIRS BY          8a.  Tenant accepts the leased premises in their present 
TENANT         condition and as suited for the uses intended by Tenant. Tenant
               shall, throughout the initial term of this lease and all renewals
               thereof, at its expense, maintain in good order and repair the
               leased premises, including the building and other improvements
               located thereon, except those repairs expressly required to be
               made by Landlord. Tenant agrees to return said premises to
               Landlord at the expiration, or prior to termination, of this
               lease in as good condition and repair as when first received,
               natural wear and tear, damage by storm, fire, lightning,
               earthquake or other casualty alone excepted. Tenant further
               agrees not to permit the storage or abandonment of disabled
               vehicles in the parking or loading areas.

TAX &               9.   Tenant shall pay upon demand, as additional rental
ESCALATION     during the term of this lease and any extension or renewal
               thereof, the amount by which all taxes (including, but not
               limited to, ad valorem taxes, special assessments and any other
               governmental charges), on the premises for each tax year exceeds
               all taxes on the premises for the tax year 1993. In the event the
                                                          ----
               premises are less than the entire property assessed for such
               taxes for any such tax year, then the tax for any such year
               applicable to the premises shall be determined by proration on
               the basis that the rentable floor area of the premises bears to
               the rentable floor area of the entire property assessed. If the
               final year of the lease term fails to coincide with the tax year,
               then any excess for the tax year during which the term ends shall
               be reduced by the pro rata part of such tax year beyond the lease
               term. If such taxes for the year in which the lease terminates
               are not ascertainable before payment of the last month's rental,
               then the amount of such taxes assessed against the property for
               the previous tax year shall be used as basis of determining the
               pro rata share, if any, to be paid by Tenant for that portion of
               the last lease year. Tenant's pro rata portion of increased
               taxes, as provided herein, shall be payable within fifteen days
               after receipt of notice from Landlord or Agent as to the amount
               due.

DESTRUCTION         10.  If premises are totally destroyed by storm, fire, 
OF, OR DAMAGE  lightning, earthquake or other casualty, this lease shall
TO PREMISES    terminate as of the date of such destruction, and rental shall be
               accounted for as between Landlord and Tenant as of that date. If
               premises are damaged but not wholly destroyed by any such
               casualties, rental shall xxxxx in such proportion as use of
               premises has been destroyed, and Landlord shall restore premises
               to substantially the same condition as before damage as speedily
               as practicable, whereupon full rental shall recommence.

INDEMNITY           11.  Tenant agrees to indemnify and save harmless the 
               Landlord against all claims for damages to persons or property by
               reason of the use or occupancy of the leased premises, and to
               reimburse Landlord for all expenses incurred by Landlord because
               thereof, including attorneys' fees and court costs. Landlord
               agrees to indemnify and save harmless the Tenant against all
               claims for damages to persons or property as a result of
               Landlord's occupancy in the building.

GOVERNMENTAL        12.  Tenant agrees, at his own expense, to promptly comply 
ORDERS         with all requirements of any legally constituted public
               authority made necessary by reason of Tenant's occupancy. It is
               mutually agreed, however, between Landlord and Tenant, that if in
               order to comply with such requirements, the cost to Landlord or
               Tenant, as the case may be, shall exceed a sum equal to one
               year's rent, then Landlord or Tenant who is obligated to comply
               with such requirements is privileged to terminate this lease by
               giving written notice of termination to the other party, by
               registered mail, which termination shall become effective sixty
               (60) days after receipt of such notice, and which notice shall
               eliminate necessity of compliance with such requirement by party
               giving such notice unless party receiving such notice of
               termination shall, before termination becomes effective, pay to
               party giving notice all cost of compliance in excess of one
               year's rent, or secure payment of said sum in manner satisfactory
               to party giving notice.

CONDEMNATION        13.  If the whole of the leased premises, or such portion
               thereof as will make premises unusable for the purposes herein
               leased, be condemned by any legally constituted authority for
               any public use or purpose, then in either of said events the term
               hereby granted shall cease from the date when possession thereof
               is taken by public authorities, and rental shall be accounted for
               as between Landlord and Tenant as of said date. Such termination,
               however, shall be without prejudice to the rights of either
               Landlord or Tenant to recover compensation and damage caused by
               condemnation from the condemnor. Its is further understood and
               agreed that neither the Tenant nor Landlord shall have any rights
               in any award made to the other by any condemnation authority
               notwithstanding the termination of the lease as herein provided.
               Landlord agrees to pay to Agent, from the award made to Landlord
               under condemnation, the balance of lease commissions, as provided
               in paragraph 4 thereof, and agent may become a party to the
               condemnation proceeding for the purpose of enforcing its rights
               under this paragraph.

ASSIGNMENT          14.  Tenant may sublease portions of the leased premises to
SUBLETTING     others provided such sublessee's operation is a part of the
               general operation of Tenant and under the supervision and control
               of Tenant, and provided such operation is within the purposes 
               for-which said premises may be used. Except as provided in
               preceding sentence. Tenant shall not, without the prior written
               consent of premises by any party other than Tenant. Consent to
               any assignment or sublease shall not destroy this provision, and
               all later assignments or subleases shall be made likewise only on
               the prior written consent of Landlord. Assignee of Tenant, at
               option of Landlord, shall become directly liable to Landlord for
               all obligations of Tenant hereunder, but no sublease or
               assignment by Tenant shall relieve Tenant of any liability
               hereunder.

REMOVAL OF          15.  Tenant may (if not in default hereunder) prior to the
FIXTURES       expiration of this lease, or any extension thereof, remove only
               trade fixtures and trade equipment which he has placed in
               premises, provided Tenant repair all damage to premises caused by
               such removal. All improvements and additions made to the premises
               by the Tenant shall become the property of the Landlord.

CANCELLATION        16.  It is mutually agreed that in the event the Tenant
OF LEASE BY    shall default in the payment of rent, including additional rent,
LANDLORD       herein reserved, when due, and fails to cure said default within
               five (5) days after written notice thereof from Landlord; or if
               Tenant shall be in default in performing any of the terms or
               provisions of this lease other than the provision requiring the
               payment of rent, and fails to cure such default within thirty
               (30) days after the date of receipt of written notice of default
               from Landlord; or if Tenant commits an act of bankruptcy; or if a
               permanent receiver is appointed for Tenant's property and such
               receiver is not removed within sixty days after written notice
               from Landlord to Tenant to obtain such removal; or if, whether
               voluntarily or involuntarily, Tenant takes advantage of any
               debtor relief proceedings under any present of future law,
               whereby the rent or any part thereof is, or is proposed to be,
               reduced or payment thereof is, or is proposed to be, reduced or
               payment thereof deferred; or if Tenant makes an assignment for
               benefit of creditors; or if Tenant's effects should be levied
               upon or attached under process against Tenant, not satisfied or
               dissolved within thirty (30) days after written notice from
               Landlord to Tenant to obtain satisfaction thereof; then, and in
               any of said events, Landlord at his option may at once, or within
               six (6) months thereafter (but only during continuance of such
               default or condition), terminate this lease by written notice to
               Tenant; whereupon this lease shall end. After an authorized
               assignment or subletting of the entire premises covered by this
               lease, the occurring of any of the foregoing defaults or events
               shall affect this lease only if caused by, or happening to, the
               assignee or sublessee. Any notice provided in this paragraph may
               be given by Landlord, or his attorney, or Agent herein named.
               Upon such termination by Landlord, Tenant will at once surrender
               possession of the premises to Landlord and remove all of Tenant's
               effects therefrom: and Landlord may forthwith re-enter the
               premises and repossess himself thereof, and remove all persons
               and effects therefrom, using such force as may be necessary
               without being guilty of trespass, forcible entry or detainer or
               other tort. In the event Tenant's check, given to Landlord in
               payment, is returned by the bank for non-payment, Tenant agrees
               to pay all expenses incurred by Landlord as a result thereof.
               Tenant shall pay all rent payments thereafter by bank cashier's
               check or money order, after the second occurrence of a check
               returned for non-payment.

 
                             SPECIAL STIPULATIONS

1. Tenant shall deduct the cost of new floor covering for the foyer from the 
next month's rent. Such cost not to exceed $450.00.

2. Tenant shall submit for Landlord's approval any modifications or remodeling 
of the building prior to commencement of such modification or remodeling. All
such work shall be at Tenant's sole cost and expense and Tenant shall furnish
Landlord with certificate of payment in full from any contractors,
subcontractors and material suppliers and Tenant shall have no right to create a
lien against the property and the leased premises.

3. All such repairs, improvements, remodeling and renovations must conform to 
all applicable governmental requirements and regulations.

4. Tenant agrees that upon termination of this lease regardless of reason, all 
improvements made to the premises by Tenant shall become the property of 
Landlord, including but not limited to air-conditioning and heating systems, 
floor covering, wall covering, lighting and plumbing fixtures, with the 
exception of personal property not attached to the realty, and at Landlord's 
option only, to remove ramp that is planned to be constructed by Tenant. 

5. Tenant shall at all times during the term of this lease and so long
thereafter as Tenant shall occupy the premises, cause to be written a policy or
policies of insurance by insurance companies authorized to do business in the
State of Georgia, insuring Tenant and Landlord against any and all insurable
liability in the form generally known as commercial general liability insurance,
insuring Tenant and Landlord against all matters normally insured for under such
policies. Such policies shall have limits of not less than One Million
($1,000,000) dollars for bodily injury and property damage combined per any one
occurrence and a Two Million ($2,000,000) aggregate limit for all occurrences
within the policy year. All such policies shall name Tenant and Landlord as
their respective interests may appear, as the persons insured by such policy or
policies, and the original or a true copy of each such policy shall be delivered
by Tenant to Landlord promptly upon the writing of such a policy or policies
together with adequate evidence of the fact that the premiums are therefore
paid.

6. Tenant further agrees to hold Landlord harmless against third party claims.

7. Tenant further waives any rights to subrogation against Landlord and Landlord
agrees to waive any rights to subrogation against Tenant.

8. It is understood that Tenant will be driving cars into the rear of building 
for purposes of photographing them. The cars shall be limited to passenger cars 
whose gross weight shall not exceed 5,000 lbs. and Tenant shall exercise care in
the movement of these cars so as not to exert excessive torque by such movement.
The mobile bus used by Tenant shall be kept only at the front end of the 
building. 

9. Tenant agrees to pay its pro-rata share of any increase in real estate taxes 
and insurance based upon square footage of leased premises relative to the base 
premises, during the term of this lease. 

10. Tenant agrees not to impose other than light storage loading on the elevated
portion of the warehouse and/or any concentrated floor loads over 125 PSF.

 
          All references in this lease to "the date hereof" or similar
references shall be deemed to refer to the last date, in point of time, on which
all parties hereto have executed this lease.

          This lease contains the entire agreement of the parties hereto and no 
representations, inducements, promises or agreements, oral or otherwise, 
between the parties, not embodied herein, shall be of any force or affect.

          IN WITNESS WHEREOF, the parties herein have hereunto set their hands 
and seal, the day and year first above written.

Executed by Landlord this 4th  day of   November,   1996
                         -----        -------------   --


/s/ Xxxxxx Xxxxxxx
----------------------------
(By:) KEE JOINT VENURES


Executed by Tenant, this __________ day of _____________, 19____.


/s/ J. Xxxx Xxx Xxxx
-----------------------------------------------------------
(By:) J. Xxxx Xxx Xxxx, Vice President   FIRST LIGHT FILMS


/s/ Xxxx Xxxxxx
-----------------------------------------------------------
(By:) XXXX XXXXXX    X.X. XXXXXXX CO.