LOAN ASSUMPTION AGREEMENT

EXHIBIT 10.4

Recording Requested By and

When Recorded Mail To:

GE Life and Annuity Assurance Company

707 East Main Street

Suite 1300-A

Richmond, Virginia ###-###-####

Attention: Mr. Peter Smith

GELAAC Loan No. 3982

LOAN ASSUMPTION AGREEMENT

THIS AGREEMENT is dated this 1st day of August, 2005, and is made by GE LIFE AND ANNUITY ASSURANCE COMPANY, a Virginia corporation (“Lender”); K-5 ASSOCIATES, LLC, a North Carolina limited liability company (“Borrower”); ROBERT S. KADIS and HAROLD L. KADIS (“Guarantors”); and A4 REALTY, LLC, a North Carolina limited liability company (“Purchaser”).

RECITALS

A. Loan Documents. On or about October 25, 2000, Lender made a loan (“Loan”) to Borrower in the principal sum of Four Million Four Hundred Thousand and No/100 Dollars ($4,400,000.00) evidenced by the following (together with this Agreement, the “Loan Documents”):

B. Permitted Transfer. Paragraph 4.1 of the Deed of Trust prohibits the transfer of the Property without the prior written consent of Lender.

C. Request for Consent to Transfer. Borrower has asked Lender to consent to the transfer of the Property to Purchaser and Purchaser’s assumption of the Loan pursuant to provision 4.2 of the Deed of Trust. Lender is willing to do so upon the terms below.

THEREFORE, the parties agree as follows:

1. Purchaser’s Acknowledgement of Loan Documents. Purchaser acknowledges that it is fully familiar with the terms of the Loan Documents and that they express the entire understanding of the parties regarding the Loan.

2. Purchaser’s Assumption of Loan Obligations. Purchaser assumes and agrees to perform all of Borrower’s obligations under the Loan Documents. However, Purchaser shall be personally liable on the Note only to the extent that Borrower has been liable; that is, the extent of the personal liability of Purchaser shall at all times be the same as if Purchaser had been the original maker of the Note without the release referred to in the following paragraph 3.

3. Borrower’s and Guarantors’ Liability. Borrower and Guarantors are hereby relieved of personal liability for acts or occurrences arising out of matters occurring after the date hereof, and, as to matters where the time when such act or occurrence took place is in dispute, the Borrower and Guarantors shall have the burden of proof that such act or occurrence took place subsequent to the date hereof.

4. Liability of Borrower and Purchaser. Purchaser and Borrower shall be jointly and severally liable under the Note and all other Loan Documents to the extent provided therein but subject to the terms and limitations in this Agreement.

5. Loan Modification. The Loan is modified as provided herein, and the Deed of Trust is further modified as follows:

Trustor Name(s); Matters Affecting Financing Statement Filings. At the request of Beneficiary, Trustor shall execute a certificate in form satisfactory to Beneficiary listing the trade-names or fictitious business names under which Trustor intends to operate the Property or any business located thereon and representing and warranting that Trustor does business under no other trade names or fictitious business names with respect to the Property. Trustor will not change any of the following without notifying the Beneficiary of such change in writing at least thirty (30) days prior to the effective date of such change and without first obtaining the prior written consent of the Beneficiary:

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Upon any change in the matters referred to above (if permitted hereunder), Trustor will, upon request of Beneficiary, execute any financing statement amendments, additional financing statements and other documents required by Beneficiary to reflect such change.

This Deed of Trust shall be effective as a Financing Statement filed as a fixture filing with respect to all goods which are or are to become fixtures related to the Property. The information below is provided in connection with the filing of this instrument as a Financing Statement, and the Trustor hereby represents and warrants it to be true and correct as of the date of this instrument:

The name and address of the record owner of the real estate described in this instrument is:

A4 Realty, LLC, a North Carolina limited liability company

5501 Dillard Drive

Cary, North Carolina 27511

Attention: Ms. Cindy Pittman

A4 Realty, LLC, a North Carolina limited liability company

5501 Dillard Drive

Cary, North Carolina 27511

Attention: Ms. Cindy Pittman

Organizational Number: NC-787453

GE Life and Annuity Assurance Company, a Virginia corporation

707 East Main Street

Suite 1300-A

Richmond, Virginia ###-###-####

Trustor specifically authorizes Beneficiary to file such Uniform Commercial Code Financing Statements before, on or after the date hereof, and to file such amendments and continuation statements, all as Beneficiary determines necessary or desirable from time to time to perfect or continue the lien of Lender’s security interest in the Property.

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6. Consent to Conveyance.

7. Assumption Fee, Lender’s Expenses. An Assumption Fee in the amount of Thirty-Five Thousand Three Hundred Eighteen and 85/100 Dollars ($35,318.85) must be paid to the Lender in consideration of Lender’s consent to transfer of the Property to Purchaser, and the Lender must also be paid a Loan Event Fee in the amount of Three Thousand Five Hundred and No/100 Dollars ($3,500.00) and all of Lender’s legal and administrative expenses in connection with this transfer and Agreement as a condition to such Agreement.

8. Notice to Purchaser. Purchaser requests that all notices under the Loan Documents be given to the address indicated above in this Agreement.

9. Attorneys’ Fees. If any suit or action is brought by Lender to enforce or interpret the terms of this Agreement, the Transferee shall pay the Lender’s costs and expenses, including reasonable attorneys’ fees, incurred in such suit or action. Such fees shall include, without limitation, attorneys’ fees incurred at or in preparation for any trial, appeal or review or in any bankruptcy proceeding.

10. Conditions. This Agreement is effective only when all of the following conditions are satisfied:

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11. Guaranty and Environmental Indemnity. By their signatures, the Guarantors agree that the Guaranty and Environmental Indemnity are modified to reflect the foregoing terms, that the Guaranty and Environmental Indemnity remain in effect, and that this Agreement does not impair the validity of the Guaranty or Indemnity or Guarantors’ liability under the Guaranty or Indemnity except as referred to in this Agreement.

12. Miscellaneous.

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DATED the day and year first above written.

NORTH CAROLINA,                                          COUNTY.

I, a Notary Public of the County and State aforesaid, certify that Harold L. Kadis, personally came before me this day and acknowledged that he is a member of K-5 Associates, LLC, a North Carolina limited liability company, and that by authority duly given and as the act of the limited liability company, the foregoing instrument was signed in its name by its member, as an act of, and for and on behalf of, said limited liability company. Witness my hand and official stamp or seal, this              day of                     , 2005.

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I, a Notary Public of the County and State aforesaid, certify that Cindy Pittman, personally came before me this day and acknowledged that she is the Manager of A4 Realty, LLC, a North Carolina limited liability company, and that by authority duly given and as the act of the limited liability company, the foregoing instrument was signed in its name by its Manager, as an act of, and for and on behalf of, said limited liability company. Witness my hand and official stamp or seal, this              day of                     , 2005.

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                                         ,                                          COUNTY

I, a Notary Public of the County and State aforesaid, certify that                              personally came before me this day and acknowledged that (s)he is an Investment Officer of GE Life and Annuity Assurance Company, a Virginia corporation, and that by authority duly given and as the act of the corporation, the foregoing instrument was signed in its name by                              as its investment officer, sealed with its corporate seal and attested by its                              Secretary as an act of, and for and on behalf of, said corporation. Witness my hand and official stamp or seal, this              day of                     , 2005.

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I, a Notary Public, do hereby certify that Robert S. Kadis personally appeared before me this day and acknowledged the due execution of the foregoing instrument. Witness my hand and official stamp or seal, this              day of                     , 2005.

I, a Notary Public, do hereby certify that Harold L. Kadis personally appeared before me this day and acknowledged the due execution of the foregoing instrument. Witness my hand and official stamp or seal, this              day of                     , 2005.

THIS DOCUMENT DRAFTED BY:

Duane L. Paulson

BEST & FLANAGAN LLP

225 South Sixth Street

Suite 4000

Minneapolis, Minnesota 55402

(612)  ###-###-####

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EXHIBIT A

TO

LOAN ASSUMPTION {AND MODIFICATION} AGREEMENT

LEGAL DESCRIPTION

The Property which is subject of this Agreement is situated in the County of Wake, State of North Carolina, and is legally described as follows:

Being all of that certain tract of land containing 5.562+/- acres designated as Lot 8R shown on plat of survey entitled “Recombination Map/CROSSROADS II”, prepared by Murphy Hobson Sacks, dated October, 1995, and recorded in Book of Maps 1995, Page 1742, in the Wake County, North Carolina, Public Registry, reference to which is hereby made for a more particular description, said real property located in Swift Creek Township, Wake County, North Carolina.

TOGETHER WITH appurtenant easement rights contained in Restrictive Covenants recorded in Book 3742, Page 196, Wake County Registry.