Exhibit 10.22


 


LEASE AGREEMENT


 


THIS LEASE AGREEMENT, made and entered into this 2nd
day of October 2001, 2001, by and between RENO 26, LLC, a Nevada
Limited Liability Company (hereinafter “Lessor”), and NEVADA SECURITY BANK, a
Nevada Bank, its subsidiaries and affiliates, with its principal offices at 595
Double Eagle Court, #2100, Reno, Nevada 89511 (hereinafter “Lessee”).


 


WITNESSETH


 


1.             PREMISES.


 


In consideration of the mutual covenants and agreements set forth
herein, Lessor leases to Lessee and Lessee leases from Lessor, for the rental
and on the terms and conditions hereinafter set forth, certain real property
situated in the City of Reno, County of Washoe, State of Nevada, located at the
Northeast corner of Double R and South Meadows Boulevards, and described as
approximately 9,300 square feet, including twelve (12) designated parking
stalls at the front building entrance and adequate public parking, to be used
for a commercial bank, including drive-thru, ATM, night drop, etc., and all
other related uses.  Said real property,
including the land and all easements, tenant improvements and appurtenances
therein, is hereinafter referred to as the “Premises.”


 


The Premises are located within a parcel designed for the occupancy of
more than one lessee.  Lessee
acknowledges that the site contains area intended for the use in common by all
occupants of the site.  As long as
Lessee occupies the Premises, Lessee and its employees, agents, and invitees
shall have the right to use, in common with Lessor, its successors, assigns and
other lessees, all of the common areas, except for the areas reserved for the
exclusive use of Lessor or other lessees or occupants on site.


 


2.             TERM.


 


The term of this Lease shall commence on Substantial Completion of the
Tenant Improvements (“Commencement Date”) and shall end ten (10) years from the
date (“Termination Date”) unless terminated earlier by either party under the
terms of this Lease.  For purposes of
this paragraph, Substantial Completion of Tenant Improvements shall occur when
a Certificate of Occupancy is issued for the Premises.


 


If the Premises are not available for occupancy by July 15, 2002,
Lessee shall have the right to terminate this lease without any further
obligation or liability whatsoever.


 


3.             USE.


 


Lessee shall not occupy or use or permit any portion of the Premises to
be occupied or used, for any business or purpose other than the use or uses as
set out in Paragraph 1.  Lessee shall
not create any nuisance, commit waste, or interfere with, annoy or disturb any
other lessees or occupants of the site. 
If a special use permit is required for Lessee’s intended use, Lessee
shall be responsible for the


 


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acquisition and payment of any such permit from the appropriate
agencies.


 


4.                                       RENT.


 


Except as
provided herein, Lessee’s obligation to pay rent shall commence upon  its occupancy of the Premises as defined in
Paragraph 3 above, payable in advance on the 1st day of the month
during the term at the following address of Lessor:  Reno 26, LLC, 5370 Kietzke Lane, #207, Reno, NV 89511, or such
other address s may be designated by Lessor. 
Lessee shall be granted a five (5) business day grace period before the
rent is considered to be late.  A $100
late fee may be assessed by Lessor if the rent is paid after the 5th
business day of the month but on or before the 15th day of the month
(calendar day), except if the 15th is not a business day, then the
next business day shall be considered the 15th day of the month for
purposes of this lease.  Lessor may
impose a 3% late fee penalty if the rent is paid after the 15th day
of the month, but prior to the end of the month, and shall pay a 7% late
penalty if the rent is paid after the end of the month.  Late payments under this provision shall not
be cumulative.  For example, if the rent
I spaid after the end of the month, only the 7% late penalty may be
assessed.  Lessee hereby agrees to pay
Lessor, or assigns, the total sum per useable square foot per month, modified
trip net (NNN) as shown in the table below for the first four (4) years of the
lease.  The rents per month are for
approximately +/-7,5000 useable square feet of finished space and approximately
+/-1,800 square feet of unfinished space, the exact amount of useable space to
be determined by the floor plan attached hereto as Exhibit “A.”  In addition, Nevada Security Ban will p ay
its pro rata share of the common area space per BOMA standards, as determined
and certified by the project architect.


 


	
   

  	
   

  	
  Year 1

  	
   

  	
  Year 2

  	
   

  	
  Year 3

  	
   

  	
  Year 4

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Finished Space

  	
   

  	
  $

  	
  1.08

  	
   

  	
  $

  	
  1.35

  	
   

  	
  $

  	
  1.64

  	
   

  	
  $

  	
  1.94

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Unfinished Space

  	
   

  	
  $

  	
  0.90

  	
   

  	
  $

  	
  0.92

  	
   

  	
  $

  	
  0.95

  	
   

  	
  $

  	
  0.97

  	
   

  



 


Rent shall be increased annually, beginning in Year 5, on the
anniversary of the commencement date at the rate of 2.5%.  No other CPI increases shall be
charged.  Lessee has the right to finish
the Unfinished Space at its own expense for its own banking related use or
uses, or for other professional or retail use with the written permission of
the Lessor, which permission shall not be unreasonably withheld or delayed.


 


Rent shall be prorated for the fraction of a month, when applicable,
based on the number of days within the fractional month.  Lessor shall be responsible for payment of
all utility bills for utilities provided to the Premises and Lessor shall be
responsible for payment of all base year property taxes on the land and
finished building with the Lessee being responsible for its proportionate share
of future increases in the property taxes. 
For purposes of this paragraph, base year property taxes shall include
all real property taxes, assessments or obligations assessed against the
property one (1) year after the Commencement date.


 


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Lessee shall also pay as additional rent its proportionate share of CAM
charges, upkeep and maintenance based on Lessor’s actual costs.  For purposes of this provision,
proportionate share shall be calculated by dividing the Premises by the total
square footage of all of the buildings which share in the CAM, the resulting
fraction shall be Lessee’s assigned percentage.  Lessor guarantees that CAM charges will not be more than $0.18
per square foot per month and will not increase more than $0.01 per square foot
per month per year (i.e., $0.18 first year, no more than $0.19 the second year,
etc.).  Lessee shall have the right to
review the actual CAM expenses paid by the Lessor.  Lessor shall have the obligation to Lessee to insure that the CAM
expenses incurred are reasonable and customary in the area for the services
performed.  Lessor shall obtain written
consent of the Lessee for CAM which are not reasonable or customary.


 


5.             QUIET ENJOYMENT.


 


Lessor hereby warrants that Lessor has the right to lease the Premises
to Lessee and that the individuals executing this lease are fully authorized to
and legally capable of executing this lease on behalf of Lessor.  Lessor covenants that Lessee shall, while
Lessee is not in default on the terms of this lease, peaceably and quietly hold
and enjoy the Premises for the lease term, without interference or hindrance
from Lessor or persons claiming by or through Lessor.


 


Lessor and Lessee agree, at the request of either party, concurrently
with the execution of this lease, they shall execute a memorandum of this lease
suitable for recording, which at the option of either party may be recorded.


 


6.             LESSOR’S ACCESS
TO THE PREMISES.


 


Provided that the exercise of such rights does not unreasonably
interfere with Lessee’s use or occupancy of the Premises, Lessor shall have the
right to enter the Premises at reasonable times during normal business hours
and upon reason advance notice to Lessee (except in the case of emergency) for
the purpose of making alterations, repairs or improvements to the property, or
to show the Premises to prospective lessees, and for other reasonably related
lawful purposes.


 


7.             COMPLIANCE WITH
LAWS.


 


At the time of Commencement, Lessor will be in compliance with any and
all applicable laws, ordinances, rules, regulations, orders and covenants,
whether promulgated by state, federal, municipal or any other agency or body
having jurisdiction over the Premises, and Lessor shall perform, or cause to be
performed, any alterations, repairs, improvements or replacements related to
the use, condition or occupancy of the Premises, including but not limited to
laws relating to design, construction, energy conservation, environmental,
fire, health and safety laws.


 


Should Lessor fail to comply with any such laws, rules or regulations,
Lessee may, at its option, make any such repairs, alterations, or replacements
and reduce the rental due hereunder in the amount of the cost incurred by
Lessee.


 


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8.             ALTERATIONS AND
FIXTURES.


 


Lessee shall not, except with Lessor’s prior written consent, which
shall not be unreasonably withheld or delayed, make or cause to be made any
major alterations, decorations, additions or improvements to the Premises.  It is further understood and agreed by and
between the parties hereto that if Lessee installs furniture, fixtures or other
equipment with the written consent of Lessor, the furniture, fixtures or other
equipment may be detached and removed by Lessee at the expiration of this
lease, by the lapse of time or otherwise, provided the rent or other charges
upon Lessee are fully paid.  Any
alterations or repairs in excess of $15,000.00 will require written Landlord
approval.


 


9.             END OF TERM
HOLDOVER.


 


If Lessee remains in possession of the Premises at the expiration of
the term, or any renewal thereof, Lessee shall be deemed to be occupying the
Premises as a Lessee from month to month, at 150% of the monthly rental that
applied during the last month of the term or any renewal term.  In the event f a holdover, Lessee’s
occupancy of the Premises shall be subject to all other provisions of this
lease, but only as they are applicable to a month-to-month tenancy.


 


10.           SERVICES.


 


Lessor’s Obligations.  Lessor shall, at Lessor’s sole cost and
expense, provide approximately +/-7,500 usable square feet (as set forth in
Exhibit “A”) of office space with a $15.00 per usable square foot Tenant
Improvement Allowance.  Lessor has
provided Lessee certain specifications detailing what the Lessor will provide
to Lessee as a shell building, which specifications are attached to this lease
as Exhibit “B” and incorporated herein by reference as though set forth more
fully.  The Tenant Improvement Allowance
shall not include any improvements to be provided by Lessor as specified in Exhibit  “B.”


 


In the event Lessor is prevented or delayed in furnishing any service
or utility system set forth in this Lease for any reason, Lessee shall be
entitled to an abatement or reduction in rent, to the extent the failure to
provide services or utility systems or the delay in furnishing services or
utility systems substantially interferers with the conduct of Lessee’s
business.  Lessor reserves the right to
stop any service or utility system when necessary by reason of accident or
emergency, or until necessary repairs have been completed, provided, however,
that in each instance of stoppage, Lessor shall exercise reasonable diligence
to eliminate the cause thereof.  Except
in the case of emergency repairs, Lessor will give Lessee reasonable advance notice
of any contemplated stoppage and will use reasonable efforts to avoid
unnecessary inconvenience to Lessee.


 


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11.           MAINTENANCE AND
REPAIRS.


 


Lessor’s Obligations.  Lessor warrants that the Premises and all of
its related areas and systems affecting the Premises are in compliance with all
applicable building codes and regulations. 
Lessor also warrants that for a period of twelve (12) months from the
Commencement Date ll mechanical, electrical, engineering, HVAC systems shall be
in good condition and working order and the roof to be in watertight
condition.  Lessee shall incur no
expenses relating to such systems by way of CAM charges or otherwise during the
twelve (12) month warranty period.


 


Lessee’s Obligations.  Subject to the foregoing provisions, Lessor
and Lessee agree tat the Lessor, by reason of the CAM charges and this
agreement, shall be responsible for the roof, structure, foundation,
electrical, mechanical, HVAC systems, exterior and all common areas of the
building in which the Premises are located. 
Lessee agrees to be responsible for interior maintenance of its leased
Premises and all glass, interior electrical, and plumbing (after a one year
warranty period).


 


12.           ASSIGNMENTS AND
SUBLEASES.


 


Lessee agrees not to assign or sublet all or any part of the Premises
without Lessor’s prior written consent, which shall not be unreasonably
withheld or delayed.


 


13.           INDEMNIFICATION
AND HOLD HARMLESS.


 


Lessor and Lessee shall indemnify and save each other harmless from and
against any and all liabilities, claims, and costs (including reasonable
attorney’s fees, penalties and fines) for death, injury, or damages to persons,
or properties during the term of this lease, arising from (a) any default by each
in the performance of its obligations under this lease, (b) the manner of each
party’s use and occupancy of the Premises, or (c) any acts, omissions, or
negligence of each party or its agents, employees, contractors or invitees.  If any action or proceeding is brought
against the other based upon any such claim, the party at fault shall cause
such action to be defended, at its expense, by counsel reasonably satisfactory
to the other party.  This hold harmless
and indemnity shall survive termination of this lease.


 


14.           FORCE MAJEURE.


 


In the event Lessor or Lessee is delayed, hindered or prevented from
performing any act or thing require hereunder by reason of strikes, lockouts,
labor troubles, casualties, failure or lace of utilities, governmental laws or regulations,
riots, insurrection, war, acts of God, or other causes beyond the reasonable
control of Lessor or Lessee , nether party shall be liable for the delay, and
the period for the performance by either party shall be inapplicable to the
payment of rent by Lessee and to the delivery of the Premises by Lessor.


 


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15.           HAZARDOUS
MATERIAL.


 


Lessor/Lessee warrants that neither Lessor/Lessee, nor to
Lessor’s/Lessee’s knowledge, has any third party used, generated, managed,
treated or disposed of any regulated or environmentally hazardous substance on,
under or about the Premises or transported any regulated or environmentally
hazardous substance to or from the Premises. 
Lessor further warrants that it has no knowledge of the presence of any
regulated or environmentally hazardous substances in, on or within reasonable
proximity to the Premises, nor of any existing violations of any laws, rules,
regulations, or ordinances, including without limitation, any environmental
laws against or upon the Premises. 
Should Lessor or Lessee, during the term of this lease, or any
extensions thereof, become aware of the existence of any regulated or
environmentally hazardous substance being present on the Premises, Lessor/Lessee
shall promptly remove the source of said substance.  If Lessor/Lessee is unable, for any reason, to promptly cure said
condition, then Lessee/Lessor may terminate this lease at Lessee’s/Lessor’s
option.  Lessor/Lessee further warrants
that it will indemnify and hold Lessee/Lessor harmless from any and all losses,
claims, injuries, or causes of action (including reasonable attorneys’ fees)
arising out of or caused by the existence of any such hazardous or regulated
substances, not created by or brought on the Premises by Lessee/Lessor, during
the term and any renewals of this lease. 
This indemnification and hold harmless provision shall survive
termination of this lease.


 


16.           DESTRUCTION OF
THE PREMISES.


 


If the during the term of this lease, the Premises are destroyed or
damaged in whole or in part by fire or other casualty (even if only part of the
building other than the Premises is damaged), Lessor shall promptly and
diligently repair the Premises unless the lease is terminated as hereinafter
provided.  Rent shall abate until such
repairs and restoration are made, or until the lease is terminated as
hereinafter provided; further provided, however, that if such fire or other
casualty is caused by fault or negligence of Lessee, its employees or agents, Lessee
shall not be entitled to any such abatement.


 


Within thirty (30) days of the date of such damage, Lessor shall notify
Lessee whether Lessor will restore the Premises, and provide Lessee with
Lessor’s anticipated time frame for the restoration or that the restoration
cannot be completed within a three (3) month period.  If the damage, whether to the Premises alone, another part of the
building, or both, renders the Premises unrentable for Lessee’s intended purposes
in whole or in part, and is so extensive that Lessor cannot restore or repair
the Premises to pre-casualty condition within a period of three (3) months from
the date of such fire or other casualty, either party shall have the right to
terminate this lease by notice to the other party.  In the event the damage, in Lessor’s reasonable opinion, can be
restored to pre-casualty condition within a period of three (3) months from the
date of such fire or other casualty, Lessor shall undertake to restore the
Premises and the building in a prompt and diligent manner.


 


17.           EMINENT DOMAIN.


 


In any part of the Premises shall be taken or condemned by eminent
domain and renders the Premises unsuitable for the business of Lessee, the term
of this lease shall cease and terminate as of the


 


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date of title to the Premises vests in the condemning authority.  All compensation awarded for any taking
under the power of eminent domain, whether for the whole or a part of the
Premises, shall be the property of the Lessor, whether awarded compensation for
diminution on the value of the leasehold or to the fee of the Premises or
otherwise, and Lessee hereby assigns to Lessor all of the Lessee’s right, title
and interest in and to any and all such compensation; provided, however, that
Lessor shall not be entitled to any award properly belonging to Lessee,
including, but not limited to, the taking of Lessee’s trade fixtures,
furniture, or for any award for moving expenses.


 


18.           OPTION TO RENEW.


 


In the event Lessee is not then in default in any of its obligations
under this lease, Lessor hereby grants to Lessee an option to extend this lease
for four (4), five (5) year periods, each at 95% of the then “ market”
rent.  To exercise these options, Lessee
shall give Lessor 120 days prior written notice of Lessee’s exercise of its
option to extend this lease.  “Market”
rent for purposes of this provision shall be defined as rents received on new
leases for similar commercial properties under similar terms and
conditions.  If the parties cannot agree
on such rent, the parties shall agree to hire a mutually acceptable appraiser
(and each party shall pay 50% of the appraisal fee) and agree to abide by the
rental recommendation made by the appraiser.


 


19.           DEFAULT.


 


Lessor:     If Lessor defaults in the performance of
any term, covenant, or condition required to be performed by it under this
lease, Lessee may elect either one of the following:


 


(a)     After not less than
thirty (30) days written notice to Lessor, Lessee may remedy such default by
any necessary action , and in connection with such remedy may pay expenses and
employ counsel; all sums expended  or
obligations incurred by Lessee in connection therewith shall be paid by Lessor
to Lessee on demand, and on failure of such reimbursement, Lessee may, in
addition to any other right or remedy that Lessee may have, deduct the cost and
expenses thereof form rent due hereunder; or


 


(b)     Elect to terminate this
lease on giving at least forty-five (45) days’ notice to Lessor, thereby terminating
this lease on the date designated in such notice, unless Lessor shall have
cured such default prior to expiration of the forty-five (45) day period.


 


Lessee:     If Lessee does not pay the entire amount
of rent due within 30 days of its due date, and after 15 days written notice
that such rent is 30 days late, then Lessor may declare this lease at an end
and recover possession of the Premises as if the same were held by forcible
detainer, and Lessee does hereby waive notice of such election, or of any
demand for the possession of the Premises. 
In exercising any of its remedies hereunder, Lessor shall be obligated
at all times to mitigate its damages and act toward Lessee in a manner that is
consistent with its obligations under the covenant of good faith and fair
dealing implied in this lease.


 


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Insolvency/Bankruptcy:     Notwithstanding anything to the contrary
in this lease agreement, in the event (a) Lessee or its successors or assignees
shall become insolvent or bankrupt, or it or their interests under this lease
shall be levied upon or sold under execution or other legal process, or (b) the
depository institution then operating on the Premises is closed, or is taken
over by any depository institutions regulatory authority (“Regulatory
Authority”), Lessor may, in either such event, terminate this Agreement only
with the concurrence of any Receiver or Liquidator appointed by such Regulatory
Authority, provided that, in the event this Lease is terminated by the Receiver
or Liquidator, the maximum claim of Lessor for rent, damages or indemnity for
injury resulting from the termination, rejection or abandonment of the
unexpired lease shall by law in no event be an in amount greater than all
accrued and unpaid rent, triple-net charges and prorations to the date of
termination.


 


20.           PROMINENT SIGNS
ON BUILDING.


 


Lessee shall be permitted maximum signage rights as per the CC&Rs
and applicable municipal codes.  Lessee
shall also be entitled to lighted sings on three (3) sides of the building as
large as is permissible under local regulations.  Lessee shall also be entitled to building signage on the shopping
cent sign at no additional cost.


 


21.           COMMISSIONS.


 


It is understood that Lessor is responsible for the payment of any and
all leasing commissions.


 


22.           AMERICANS WITH
DISABILITIES ACT.


 


Lessor agrees to be in compliance at the Commencement date with all
requirements of the American with Disabilities Act (Public Law 101-336,
July 26, 1990)(the “Act”); applicable to the Premises and applicable to
the building and project to accommodate Lessee’s employees, invitees and
customers.  Lessor acknowledges that is
shall be wholly responsible for any accommodations or alterations which need to
be made to the Premises to accommodate Lessee’s employees, customers and
invitees and for making any additional accommodations or alterations which need
to made to the building or the project to accommodate Lessee’s employees,
invitees and customers.  Lessor agrees
to indemnify and hold Lessee harmless from any and all expenses, liabilities,
costs or damages suffered by Lessee’s employees, invitees and customers as a
result of Lessor’s failure to fulfill its aforesaid responsibilities regarding
making such accommodations and alterations referenced in this paragraph.  No provision in the lease should be
construed in any manner as permitting, consenting to or authorizing Lessor to
violate requirements under such Act and any provision of the lease which could
arguably be construed as authorizing a violation of the Act shall be
interpreted in a manner which permits compliance with such Act and is hereby
amended to permit such compliance. 
Lessee shall cooperate fully with Lessor to enable Lessor to timely
comply with the provisions of the Act.


 


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23.           NO JOINT VENTURE.


 


Nothing contained herein nor the acts of the parties shall be deemed or
construed to create the relationship of principal and agent, partnership, joint
venture, or similar relationship or arrangement, it being understood that the
relationship between the parties is solely that of Lessor and Lessee.


 


24.           INSURANCE AND
WAIVER OF SUBROGATION.


 


Lessee, at its own expense, shall maintain during the term of this
lease, Commercial General Liability Insurance in a combined single limit of
$1,000,000 bodily injury (including loss of life), and property damage arising
in any one occurrence.


 


Lessor and Lessee hereby mutually waive their respective rights of
recovery against each other for any loss insured by fire, extended coverage or
all risk property insurance policy.


 


25.           ATTORNEY’S FEES.


 


If either party herein brings an action to enforce the terms of this
lease, the prevailing party in such action shall be entitled to reasonable
attorneys’ fees to be paid by the non-prevailing party.


 


26.           SUCCESSORS AND
ASSIGNS.


 


Each of the provisions of this lease shall extend to and shall, as the
case may require, bind or inure to the benefit of Lessor and Lessee, and their
respective subsidiaries, affiliates, heirs, legal representatives, successors
and assigns.  In the event the Lessor
should sell the property, including the Premises, the sale shall include full
assignment of the terms and conditions of this lease.


 


27.           HEADINGS.


 


The titles and headings of this lease are for convenience of reference
only and shall not in any way be deemed a part of this lease for the purposes
of construing or interpreting the meaning thereof, or for any other purpose.


 


28.           GOVERNING LAW.


 


This lease shall be governed by and construed in accordance with the
laws of the State of Nevada.


 


29.           RIGHT OF FIRST
OFFER.


 


If, during the period of this lease or any subsequent renewals, Lessor
desires to transfer, assign or otherwise convey to any third party (with the exception
of related parties for estate planning


 


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purposes) title to the building in which the premises are located (the
“Building”),Lessee shall first be offered the Building for sale at Lessor’s
sale price. Lessee shall then have forty-five (45) days to accept or reject the
offer to purchase the Building.  If
Lessee rejects Lessor’s offer and Lessor later chooses to reduce the asking
prices by more than five percent (5%) or chooses to accept an offer from a
third party of less than five percent (5%) of the orignalk asking price, Lessor
must first offer this reduced price and terms to Lessee.  Lessee shall then have twenty (20) days to
accept or reject the terms of the new ofdfer.


 


30.           LESSEE AS
SUB-LESSOR.


 


At such time as the second floor of the Premises is available for
occupancy, Lessor shall offer occupancy or the ability to sublet said premises
to Lessee, at which time Lessee shall have ten (10) days in which to accept the
premises or decline its rights pursuant to this provision.


 


31.           ARBITRATION.


 


Mandatory Binding Arbitration.


 


A.            General:     Any dispute arising between the parties,
or their successors-in-interest concerning the meaning or interpretation of
this lease or any dispute arising under this lease, or the rights, duties or
obligations of the parties, including their successor-in-interest, shall, with
reasonable promptness, be submitted to and determined by arbitration in Reno,
Nevada, by the arbitration rules then in force and effect, and judgment upon
any award rendered may be entered in any court having jurisdiction thereof, and
any such party may, if he so elects, institute proceedings in any court having
jurisdiction for the specific performance by any party of any such awarded.  The arbitration proceedings shall be
governed by Nevada Revised Statutes Chapter 38, Uniform Arbitration Act.  Any would otherwise be applicable in a
judicial action brought by a party shall be applicable in any arbitration
proceeding hereunder.


 


B.            Selection of
Arbitrators:  A request for
arbitration shall be made by delivery by the party seeking arbitration to the
other party, a written notice of intent to arbitrate. Within thirty (30) days
after written notice of submission to arbitration, the disputing parties shall
each select an arbitrator who is experienced, impartial, disinterested and of
recognized competence and notify the other party in writing of its
selection.  Within twenty (20) days
after the selection of the two arbitrators, the two arbitrators shall select a
third arbitrator.  The three arbitrators
shall hear and decide such dispute.


 


32.           ENTIRE AGREEMENT.


 


This lease contains the entire agreement and understanding between
Lessor and Lessee relating to the leasing of the Premises and obligations of
Lessor and Lessee.  This lease
supersedes any and all prior or contemporaneous agreements and understandings
between Lessor and Lessee, and shall not be modified or amended unless both
Lessor and Lessee agree in writing.


 


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33.           CONTINGENCIES.


 


This agreement is contingent upon the
approval or non-disapproval of any and all regulatory banking agencies.
Further, this agreement is contingent upon the delivery of adequate
descriptions per Schedule ”A” and “B”, as well as appropriate supporting
documentation concerning the building plans, elevations and condition of the
building shell, upon its delivery to the Lessee.


 


34.           NOTICES.


 


The parties can be notified by certified or registered mail or
overnight delivery services with verification of delivery as follows:


 


	
  Lessor:

  	
   

  	
  Reno 26, LLC

  
	
   

  	
   

  	
  5370 Kietzke Lane, #207

  
	
   

  	
   

  	
  Reno, NV 89511

  
	
   

  	
   

  	
  Attn:  Douglas Clemetson

  
	
   

  	
   

  	
   

  
	
  Lessee:

  	
   

  	
  Nevada Security Bank

  
	
   

  	
   

  	
  595 Double Eagle Court, #2100

  
	
   

  	
   

  	
  Reno, NV 890511

  
	
   

  	
   

  	
  Attn:  Jack Buchold

  
	
   

  	
   

  	
   

  
	
  With copy to:

  	
   

  	
  John K. Gallagher, Esq.

  
	
   

  	
   

  	
  Guild, Russell, Gallagher & Fuller, Ltd.

  
	
   

  	
   

  	
  P.O. Box 2838

  
	
   

  	
   

  	
  Reno, NV  89505

  



 


IN WITNESS WHEREOF,
the parties have executed this lease as of the day and year first above
written.


 


	
  LESSOR:

  	
  LESSEE:

  
	
   

  	
   

  
	
  Reno 26, LLC

  	
  NEVADA SECURITY BANK

  
	
   

  	
   

  
	
  By:

  	
  /s/ Douglas Clemetson

  	
   

  	
  By:

  	
  /s/ Hal Giomi

  	
   

  
	
  Title:

  	
   Member

  	
   

  	
  Title:

  	
  President & CEO

  	
   

  
								



 


11

















 


AMENDMENT “A”


To the Office Lease dated October 2,
2001


Between Reno 26, LLC (Landlord) and


The Nevada Security Bank (Tenant)


 


As of this date, the above referenced Lease is to be revised to reflect
the following:


 


1.        Paragraph 3 shall include the
following:  “Lessee is responsible for
any permits, fees and associated usage charges based upon their specific use.”


2.        Paragraph
4:


a.         Modified Triple Net (NNN) shall include
Lessee’s responsibility for interior maintenance of leased premises (excluding
the one-year basic interior warranty), interior janitorial services including
restrooms within the space and an appropriate portion of Liability Insurance.


b.        As per BOMA standards, attached and
incorporated as Exhibit “B” to the Lease, the total leaseable area is 9,202
square feet.  Using the formula for the
finished space of 80.65% of the Leaseable area, then the finished space would
be 7,421.41 square feet.  The 7,421.41
would then be multiplied by  the Lease
Rates as outlined in Paragraph 4 for the appropriate years.  Accepting the Finished Space at 7,421.41
square feet, the unfinished space would then be 1,780.59 square feet, which
would then be multiplied by the Lease Rates outlined in Paragraph 4 for the
appropriate years.


3.        Paragraph
10:


a.         Total Tenant Improvement Allowance
shall be $111,321.20 based upon the Finished Space calculation in Paragraph 4.


b.                         The
Lessor shall pay the difference for extending the roofline from the  standard drip line to accommodate the
drive-thru.  Also, Lessor shall pay  for any and all costs directly associated
with the construction of the drive-thru.


4.        Paragraph
11:


a.                          Shall be
revised to read “... Lessee agrees to be responsible for interior maintenance of
its leased Premises and all glass, interior electrical, and plumbing (after one
year standard warranty period)., and liability and personal property insurance
for Lessee’s leased space.


b.        CAM charges shall also include a prorata
change for property insurance including replacement costs fore Lessee’s real
property improvements.


 


	
  In witness whereof, the parties hereto have executed this Amendment
  to this Lease:

  	
   

  
	
   

  	
   

  
	
  Landlord:

  	
  Tenant:

  
	
  /s/ Douglas Clemetson

  	
  /s/ Hal Giomi

  
	
  Douglas Clemetson, Member

  	
  Nevada Security Bank

  
	
  4-24-02

  	
  4-22-02

  
	
  Date

  	
  Date

  
			



 


12

















 


[SOUTH MEADOW: Area Calculations chart]


 


13

















 


[GROUND FLOOR TENANT AREAS MAP]


 


14

















 


ASSIGNMENT
OF LEASE


 


For good and valuable consideration, receipt of which is hereby
acknowledged, NEVADA SECURITY BANK , as Tenant, RENO 26, LLC as Landlord, and
RR BOULEVARD INVESTMENTS, LLC as Assignee, hereby agree to the following
assignment of Lease:


 


Landlord hereby assigns, transfers and conveys to Assignee all his
rights and interests under a certain Lease dated October 2, 2001 (“Lease”)
by and between the Tenant and Landlord for the premises described within
Paragraph 1 of aforementioned Lease.


 


This assignment shall remain in full force and effect from
September 1, 2002 for all of the remainder of the lease term, subject to
all conditions, including payment of rents, all covenants, conditions and terms
of the Lease.


 


The Tenant’s assent to the assignment of said Lease shall not discharge
Landlord of its obligations under the Lease in the event of breach by the
Assignee.


 


The mailing address for RR Boulevard Investments, LLC is as follows:


 


5310 Kietzke Lane


Suite 204


Reno, NV 89511


 


This agreement shall inure to be benefit of and be binding on the
parties hereto, their heirs, successors and assigns.


 


	
  Dated:  

  	
  5/15/02

  	
   

  
	
   

  
	
   

  
	
   

  	
   

  	
   

  
	
  By: 

  	
   Jack Buchold, CFO

  	
   

  
	
  Nevada Security Bank, Tenant

  
	
   

  
	
   

  
	
   

  	
   

  	
   

  
	
  By:

  	
  Douglas C. Clemetson

  	
   

  
	
  RR Boulevard Investments, LLC, Assignee

  
	
   

  
	
   

  
	
   

  	
   

  	
   

  
	
  By:

  	
  Douglas C. Clemetson

  	
   

  
	
  Reno 26, LLC, Landlord

  
					



 


15