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Exhibit 10.20
Renar Centre building lease, dated February 8, 1996, between
Port St. Lucie National Bank and Renar Development Company
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RENAR CENTRE LEASE
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Lessor: Renar Development Company
Agent for Owner of Renar Centre Lessee: Port St Lucie National Bank
Address: ▇▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇. Address: ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
▇▇▇▇ ▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇. ▇▇▇▇▇, ▇▇ ▇▇▇▇▇
Tel: (▇▇▇) ▇▇▇-▇▇▇▇ Fax: (407) ▇▇▇-▇▇ ▇▇ Tel: (▇▇▇) ▇▇▇-▇▇▇▇ FAX: (▇▇▇) ▇▇▇-▇▇▇▇
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1. Office. The approximately 1,268 sq ft designated as office
suite # 204 on the second floor of Renar Centre , all as substantially
sketched in Exhibit A, is leased by Lessor to Lessee under this lease.
2. Term. Subject to completion as stated in paragraph 10, the lease
term shall be four years, commencing May, 1996, and terminating April
30, 2000, unless the lease term is extended by Lessee's exercise of a
renewal option or terminated by Lessor or Lessee pursuant to a right
of termination expressly granted under this lease.
3. Use. The office shall be used by Lessee for banking or general
office purposes and for no other purposes without the prior written
consent of Lessor. Lessee shall not use the office for any unlawful
purpose or so as to constitute a nuisance, to store inflammable or
explosive materials that would change the Insurance classification of
the building, or to commit any act that would damage the building or
any person or property within the building. Lessee shall comply with
all reasonable building rules and regulations from time to time
promulgated by Lessor.
4. Hours of Operation. Lessee shall have around the clock (seven days
a week, twenty four hours a day) access and use of the leased office,
including office air conditioning, electricity, water, sewer, elevator
and other required services. For economy and security, however, Lessor
may curtail halfway air conditioning :and lock main entry doors when
there is no scheduled off hour use of the building.
5. Monthly Base Rent. Lessee shall pay $ 1,374 as monthly base rent
beginning on the commencement date of this lease and on the first day
of each month thereafter throughout the term of this lease. If this
lease shall commence on other than the first day of the month, the
first and last rental payments shall be apportioned in accordance with
the number of days to which they apply.
6. Limited CPI Adjustment, Every five years from the initial
commencement date of this lease, the monthly base rent shall be
increased by the percentage increase in the Consumer Price Index - All
Cities Average measured from the initial commencement date of this
lease to the date of the last index published prior to the date of the
adjustment. In no event shall this adjustment increase monthly base
rent at a compound rate of more than 3% per annum over the period for
which the percentage change in the CPI Index is measured. In the event
the referenced index is no longer published or available to Lessor,
the Lessor may in good faith select another available published index
that measures general price inflation in the United States.
7. Common Operating Expenses. In addition to monthly base rent, Lessee
shall pay Lessor a proportionate share of the cost of operating and
maintaining the building, (including, but not by way of limitation,
the amounts expended for property taxes, insurance, electricity,
water, sewage, trash removal, cleaning, security and repairs excluding
depreciation). Lessee's proportionate share of these common operating
expenses shall be the percentage determined by dividing the sq ft of
Lessee's office indicated above by 32,000, the approximate sq ft of
leasable space in Renar Centre. These common operating expenses shall
be billed and paid monthly along with monthly
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base rent. For mutual convenience, Lessor may ▇▇▇▇ on an estimated
average monthly basis so as to minimize fluctuations in these charges.
8. Sales, Use and Other Taxes. Concurrent with the payment of monthly
rent Lessee shall pay all sales, use and other taxes (excluding income
taxes) levied on the use, occupancy or rental paid by Lessee in
respect to the office. Lessee shall also pay as due all taxes
including income, sales, use, and intangible and tangible property
taxes, if any, applicable to Lessee's business or property maintained
in the office.
9. Lessee Improvements. Lessor shall, at Lessor's expense, improve the
office in accordance with the Renar Centre standard tenant work letter
and a design mutually approved by Lessor and Lessee. Lessor and Lessee
may mutually agree in writing to amend the Lessee work letter and add
upgrades or additional work to the Lessee work letter; in such event
Lessor shall ▇▇▇▇ Lessee for such upgrades or additional work and the
Lessee shall pay for such upgrades or additional work as provided in
the written amendment. Any subsequent alterations, additions or
improvements to the office by Lessee shall require Lessor's prior
written approval (which will not be unreasonably withheld), shall be
at the expense of Lessee, and shall become the property of Lessor and
shall remain in the office at such time as Lessee surrenders
possession of the office.
10. Occupancy and Acceptance of Possession. Lessor shall complete and
have the office ready for Lessee's possession on or before the
commencement of the lease term; provided that if completion is delayed
by reason of strikes, the unavailability of material or labor,
governmental action or Inaction, Acts of God, casualty, delays by
contractors or subcontractors or other events beyond the reasonable
control of Lessor, the commencement date and lease term shall be
extended until completion. The acceptance of the keys and entry to the
office shall constitute Lessee's acceptance of the office.
11. Signs. Well designed, tasteful and appropriate signage is
Important to the image of Renar Centre and its occupants. Lessor shall
provide a public and prominent signage monument outside and a
directory Inside the building identifying Lessee as an occupant of
Renar Centre. Lessor will also provide signage at the entry of each
office on the interior of the building. Lessee may propose, at Its own
expense, to establish additional signage, which proposal Lessor may,
in Its sole discretion, accept or reject. Lessee acknowledges that two
anchor Lessees, Port St Lucie National Bank and Medical Center of Port
St Lucie may, with the consent Of Lessor and at their own expense,
design and establish signage at the top of the building, and maintain
such signage for as long as they shall maintain their initial leases,
and any renewals or extensions of those leases. Port St Lucie National
Bank shall place its sign on the north face of Renar Centre. No other
signage visible outside of the office shall be permitted without the
prior written consent of Lessor.
12. Cleaning and Trash Removal. Lessor shall provide for the daily
weekday cleaning of all common areas and the collection and removal of
trash from a central area. Lessee shall provide for the daily weekday
cleaning of the interior of the office and the placement of trash in
the central trash collector. For cleaning the office interior, Lessee
shall use either the cleaning contractor selected by Lessor to clean
Renar Centre or a duly licensed cleaning contractor approved by
Lessor, which approval shall not be unreasonably withheld.
13. Repairs. Lessor shall maintain common areas in good repair, less
normal wear and tear, as part of common operating expenses. Lessee
shall, at its own expense, keep and maintain all of the office,
including but not limited to partition walls, doors, hardware, carpet,
acoustical ceiling, windows and glass, air conditioning, electrical
and plumbing systems and fixtures, within or dedicated to the leased
office, In good repair, less normal wear and tear.
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14. Utilities. Lessee shall pay before delinquency all charges for
telephone, gas, electricity, water, sewer, trash collection and other
similar charges incurred by Lessee with respect to and during its
occupancy of the office - excluding such services as are provided and
charged as common operating expenses.
15. Insurance. Throughout the term of this lease, Lessee shall
maintain with Insurance companies approved by Lessor Insurance
policies naming the Lessor and its designees as additional insureds
and beneficiaries, which policies shall insure (a) against liability
for death or Injury to persons and damage to property in the amount of
$100,000 for any one person injured or killed, $300,000 for any one
accident, and $1 00,000 for property damage, together with an umbrella
policy of $2,000,000 per person and $5,000,000 per accident; (b) the
office for fire, hazard and all risks at full replacement cost, (c)
▇▇▇▇▇▇▇'▇ compensation as required by the laws of Florida; and (d)
against plate glass damage. Policies shall be evidenced by
certificates of insurance and require thirty days prior notice to
Lessor and Its designees In the event of cancellation or non-renewal.
In the event Lessee shall fail to obtain or maintain such insurance,
Lessor may do so and charge the cost of such as additional rent on the
next monthly ▇▇▇▇ following the payment of same.
16. Indemnification. Lessor shall have no liability and Lessee shall
indemnify and hold Lessor harmless against all claims, liens, claims
of lien, demands, charges, litigation or other liabilities (including
court costs and attorney fees and appellate fees,) arising out of or
In connection with Lessee's use or occupancy of the office or property
in it , including but not limited to Injury or damage to the person or
property of Lessee or Lessee's employees, guests, invitees, agents,
clients, or otherwise and claims for work, services, material or labor
provided to Lessee or the office.
17. Quiet Enjoyment. Lessor covenants that Lessee, upon paying the
monthly basic rent and other sums provided In this lease and
performing all other obligations under this lease, shall and may
peacefully and quietly hold and enjoy the office for the term of this
lease.
18. Inspection & Maintenance; Showing To Prospective Lessees. Lessor
shall have the right at all reasonable times to enter the office,
inspect and effect such maintenance and repairs in the office as
Lessor shall In good ▇▇▇▇▇ ▇▇▇▇ necessary. In the last six months of
the lease term, Lessor may show the office to prospective Lessees
during normal business hours and with reasonable notice if Lessee has
not effected a lease renewal.
19. Casually Damage; Repairs Abatement of Rent. Either Lessee or
Lessor may terminate this lease if during the last year of the lease
term Renar Centre is damaged by casualty to an extent exceeding 60% of
the then reconstruction cost of Renar Centre as a whole: provided that
the right to terminate because of such casualty will cease if not
effected by the delivery of a written notice of termination within
thirty days from the happening of the casualty causing such damage. If
the lease is not so terminated, Lessee shall continue to use the
office to the extent it may be practical to do so from the standpoint
of good business. During such use and until Lessor has repaired the
premises, the monthly basic rent shall be equitably reduced In the
proportion that the unusable part of the office bears to the whole
office. No rental shall be payable while the office is wholly
unoccupied pending repair of the casualty damage. Lessor shall, upon
receipt of the applicable insurance proceeds, Immediately and
diligently proceed to repair so that the office will have, to the
extent feasible, substantially the same design and quality that it had
before the casualty. Lessor shall not be liable to Lessee for any
Inconvenience or Interruption of Lessee's business occasioned by the
casualty.
20. Condemnation. If a public authority condemns all or such part of
Renar Centre as shall make the office unusable for the purpose leased,
this lease shall terminate on and rent shall be proportioned to the
date when title or possession Is given to the public authority,
whichever last
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occurs. Lessor shall be entitled to the entire award for such taking,
except for any statutory claim of Lessee for injury to Lessee's
business. If only a part of Renar Centre is condemned and the office
is usable in part for the purpose leased, the lease shall continue but
rent shall be fairly and equitably adjusted for the part of the office
not usable.
21. Transfer, Assignment and Sublease. Lessee shall not transfer,
assign, encumber or sublease this lease or any part of the office
without the prior written consent of Lessor and any such attempted
transfer, assignment, encumbrance or sublease shall be void and an
event of default under this lease. In no event shall this lease be
assigned or transferred by operation of law or by voluntary or
Involuntary bankruptcy or judicial proceedings nor shall this lease be
an asset or right of Lessee under any bankruptcy, Insolvency or
reorganization proceedings.
22. Holdover. If Lessee shall continue to occupy the office after the
expiration of the lease term, such tenancy shall be a tenancy at
sufferance, unless such occupancy is with the Lessees written consent,
In which event Lessee will be a Lessee from month to month upon the
same terms as this lease , except at the monthly basic rent stated in
Lessor's written consent. Acceptance by Lessor of rent after such
termination shall not constitute a lease renewal.
23. Subordination, This lease shall be subordinate to any mortgages or
security interests now existing or hereafter created by Lessor
encumbering all or any part of the office and/or Renar Centre and
Lessee shall immediately execute any instrument permitting and
acknowledging any such mortgage or security interest and the
subordination of this lease as Lessor may request. If such a mortgage
or security interest is foreclosed, Lessee's peaceful enjoyment and
possession of the office under this lease shall not be disturbed by
the purchaser at a foreclosure sale or such purchaser's successor in
title so long as Lessee shall pay the monthly basic rent and all other
sums and fully perform all other obligations under this lease.
24. Default. In the event Lessee shall not pay monthly basic rent or
any other sum payable to Lessor under this lease and such non-payment
shall remain for ten days or in the event Lessee shall fail to perform
any other obligation under this lease and such failure shall continue
for ten days after written notice, Lessee shall be deemed in default
under this lease without further notice, demand or action of Lessor,
and Lessor may: (a) declare the entire unpaid balance of monthly basic
rent for the remainder of the lease term due and payable and may
collect the same by an action for money judgment, distress or
otherwise and shall have a lien on the personal property of Lessee in
the office and may protect such lien by locking up the office without
first obtaining a distress warrant, (b) terminate this lease and
retake possession of the office, and/or (c) enter, retake possession
and relet the office without terminating this lease, in which event
Lessee shall be liable for the deficiency after the Lessee is credited
with all rent thereby obtained less all repairs and expenses.
Notwithstanding any provision as to notice, if in the judgment of
Lessor the continued default by Lessee will jeopardize the office or
the rights and interests of Lessor, Lessor may, without notice, elect
to perform those acts in respect to which Lessee is in default, at the
expense of Lessee, and Lessee shall thereupon reimburse Lessor, with
interest at the rate of eighteen (18%) per annum, on three days notice
to Lessee by Lessor. The remedies available to Lessor are cumulative,
and the exercise of one or more shall not necessarily preclude the
exercise of any other remedy. Lessee waives all claims or demands for
damages that may be caused by Lessor reentering, taking possession and
reletting the office and for any loss or damage to the property of
Lessee or any other person as may be in the office.
25. Enforcement Costs. If either party incurs any expense in
enforcing any provision of this lease, the party in default shall pay
the other all such expenses, including reasonable attorney fees and
costs of appeal.
26. Notice. Notice shall be sufficient and deemed given if written
notice is hand delivered or sent by regular United States mail or
overnight package courier to the address of Lessor or
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Lessee first written above or faxed to the fax number first written
above; provided that Lessor or Lessee may at any time notify the other
of a change in address or fax number.
27. Miscellaneous. This lease shall be binding upon and inure to the
benefit of the successors, heirs and assigns of the parties (except as
prohibited by this lease), interpreted and governed under the laws of
Florida, enforceable by legal proceedings commenced only in a court
sitting in the County of St Lucie, Florida, and amended only by a
written instrument signed by both parties. In interpreting the
efficacy of any action or inaction under this lease, time shall be of
the essence and no waiver or acquiescence by either party in one or
more instances shall constitute or imply a waiver or acquiescence in
further instances.
28. Renewal Option. Lessee has the option of renewing this lease two
times, with each renewal being for a term of five years and being on
the same terms and conditions as this lease except for the extension
of the lease expiration date.. This option shall be exercised only by
Lessee giving Lessor written notice of the exercise at least six
months before the expiration of the lease term being renewed and the
failure to exercise the option for any renewal shall terminate the
option for succeeding renewals.
29. Special Provisions. Notwithstanding any other provisions contained
in the lease, in the event the Lessee is closed or taken over by any
banking or supervisory authority, the Lessor may terminate this lease
only with the concurrence of such authority, and any such authority
shall in any event have the election to either continue or terminate
this lease; provided that in the event this lease is so terminated the
maximum claim of Lessor for damages or indemnity for injury resulting
from the rejection or abandonment of the unexpired term of the lease
shall in no event be an amount exceeding the rent reserved by the
lease, without acceleration, for the next year succeeding the date of
the surrender of the leased office to the lessor or the date of the
re-entry of the Lessor, whichever first occurs whether before or after
the closing of the bank plus an amount equal to the unpaid rent
accrued without acceleration up to the subject date. As of February 8,
1996, Lessor and Lessee duty execute this lease.
Lessee: WITNESSES:
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By:
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Its:
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Lessor:
Renar Development Company,
As Agent for Owner
By:
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Its:
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