LEASE
      AGREEMENT

    


    


    


    THIS
      LEASE AGREEMENT
      is made
      this 10th day of August, 2006 between:

    


    BUTWIN
      ASSOCIATES LLC,

    


    hereinafter
      referred to as LANDLORD,
      and

    


    CITY
      CENTRAL BANCORP, INC.,

    


    hereinafter
      referred to as TENANT.

    


    LEASE
      OF PREMISES

    


    Landlord
      hereby leases to Tenant and Tenant hereby leases from Landlord, subject to
      all
      terms and conditions hereinafter set forth, those certain premises (hereinafter
      called the "Demised Premises") as set forth in Item 1 of the Basic Lease
      Provisions and located in that certain building known as 45650 Grand River
      Avenue, Novi, MI 48374, hereinafter sometimes referred to as the "Building".
      The
      Building and all outbuildings and the grounds on which the Building is located
      are hereinafter collectively referred to as the "Project".

    


    BASIC
      LEASE PROVISIONS

    


    
      	
              1.

            	
              Building
                Name:

            	
              45650
                Grand River Avenue

            
	
            	 	
              Novi,
                MI 48374

            
	 	 	 
	
              1

            	
              Demised
                Premises:

            	
              That
                certain portion of the building located on the first floor and depicted
                on
                the floor plan attached hereto as Exhibit A, commonly known as Suite
                101.

            
	 	 	 
	
              2.

            	
              Rentable
                Area:

            	
              Approximately
                2,197 square feet of rental space (including an allocable share of
                the
                common areas).

            
	 	 	 
	
              3.

            	
              Expense
                Percentage:

            	
              Not
                applicable; this is a gross lease

            
	 	 	 
	
              4.

            	
              Basic
                Annual Rent:

            	
              $45,036.00

            
	 	
              Monthly
                Rent:

            	
              $
                3,753.00 (first month’s rent due upon execution of
                Lease)

            
	 	 	 
	
              5.

            	
              Term
                of Lease:

            	
              The
                period commencing on the Commencement Date and ending on the Termination
                Date.

            
	 	 	 


    

     

     

    
      
        
        

      

      
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              6.

            	
              Basic
                Annual Rent 

            	 
	 	
              During
                Each 

            	 
	 	
              Extended
                Term:

            	
              $3,865.59
                for each monthly Extended Term.

            
	 	 	 
	
              7.

            	
              First
                Rental

            	 
	 	
              Adjustment
                Date:

            	
              The
                first day of the first Extended Term.

            
	 	 	 
	
              8.

            	
              Term
                of Lease:

            	
              One
                year

            
	 	 	 
	
              9.

            	
              Security
                Deposit:

            	
              $3,500.00

            
	 	 	 
	
              10.

            	
              Brokers:

            	 


    

    


    
      	 	
              Landlord’s
                Broker:

            	
              THOMPSON-BROWN,
                REALTORS

            
	 	 	
              30180
                Orchard Lake Road, Suite 200

            
	 	 	
              Farmington
                Hills, MI 48334

            
	 	 	 
	 	
              Tenant’s
                Broker:

            	
              MAX
                BROOCK REALTORS

            
	 	 	
              70111
                Orchard Lake Road

            
	 	 	
              West
                Bloomfield, MI 48322

            


    

    


    
      	
              11.

            	
              Permitted
                Use:

            	
              Bank
                and/or General Office Use 

            
	 	 	 
	
              12.

            	
              Address
                for Notices:

            	 


    

    


    
      	 	
              Tenant:

            	
              City
                Central Bancorp, Inc.

            
	 	 	
              Attn:
                Satish B. Jasti

            
	 	 	
              45650
                Grand River Avenue, Suite 101

            
	 	
            	
              Novi,
                MI 78374

            
	 	 	 
	 	
              Landlord:

            	
              Butwin
                Associates, LLC

            
	 	 	
              23
                Ashley Ct

            
	 	 	
              Park
                City, UT 84060

            


    

    


    
      	13.	
              All
                payments under this Lease shall be made payable
                to:

            


    

    


    
      
        	 	
                Butwin
                  Associates,
                  LLC

              	 


      

    

    


    
      	14.	
              Exhibits
                and Addendum:

            


    

     

    
      	 	
              Exhibit
“A”

            	Description of Premises
	 	
              Exhibit
                "B"

            	
              Rules
                and Regulations

            
	 	
              Exhibit
                “C”

            	
              Additional
                Stipulations

            
	 	
              Exhibit
                “D”

            	
              Tenant
                Improvements

            


    

     

     

    
      
        
        

      

      
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              15.

            	
              Commencement
                Date:

            	
              The
                date Tenant obtains a certificate of occupancy for the Demised Premises
                from the City of Novi. Landlord will cooperate with Tenant in obtaining
                the certificate of occupancy.

            
	 	 	 
	
              16.

            	
              Termination
                Date:

            	
              The
                day immediately preceding the one year anniversary of the Commencement
                Date.

            
	 	 	 
	
              17.

            	
              Initial
                Monthly 

            	 
	 	
              Common
                Area Charge:

            	
              Included
                in gross monthly rent 

            


    

    


    


    


    


    The
      body of the Lease begins on the next page.

    


    

 

    
      
        
        

      

      
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      	2.	
              Parties.

            


    

    


    This
      Lease is executed as of the date set forth in Section 1(a) hereof by and between
      Landlord and Tenant.

    


    
      	3.	
              Description.

            


    

    


    A. Demised
      Premises. In
      consideration of and for the terms and conditions set forth herein and
      throughout this Lease, Landlord hereby leases to Tenant the following
      premises:

    


    45650
      Grand River Ave

    First
      Floor, Suite 101

    Novi,
      MI
      48374

    


    The
      demised premises consists of approximately 2,197 square feet of total lease
      area
      (the "Demised Premises"). In addition to the Demised Premises, Landlord grants
      to Tenant, its agents and customers, a license to use the private drives,
      sidewalks and parking areas (in accordance with the rules and regulations)
      and
      other common areas of the Project in common with Landlord, its agents and all
      other tenants of the Project. Provided, however, that, notwithstanding the
      foregoing, Tenant, its agents and customers shall be subject to the regulations
      and controls set forth in this Lease, including all governmental laws and
      ordinances and insurance requirements (collectively the "Rules and
      Regulations"), a copy of which are attached hereto and incorporated herein
      as
      Exhibit “B”. The Rules and Regulations may be reasonably changed, modified, or
      expanded from time to time by Landlord within the limits of the subject matter
      contained herein, e.g., traffic control, parking, storage, environmental
      limitations and similar matters.

    


    B. Changes
      And Additions.
      Landlord hereby reserves the right at any time, and from time to time, to make
      alterations or additions to or subtractions from, and to build additional
      stories on the Building and to build adjoining the same or to remove existing
      structures on the same. Landlord also reserves the right at any time, and from
      time to time, to construct other buildings and improvements in the Project,
      to
      enlarge or reduce the Project, and to make alterations therein or additions
      thereto, and to build additional stories on any building or buildings within
      the
      Project, and to construct decks or elevated parking facilities and
      free-standing, single story buildings within the parking lot areas of the
      Project. Such changes and alterations, however, shall not interfere with
      Tenant’s use of the Demised Premises. The purpose of the attached drawing is to
      show the approximate location of the Demised Premises within the Project.
      Landlord reserves the right at any time to relocate the various buildings,
      parking areas and other common areas shown on said drawing. In the event that
      Landlord enlarges or reduces the Project, the Tenant’s Share (as defined in
      Section 3 of the Basic Lease Terms) shall be adjusted to reflect the square
      footage of the Demised Premises in proportion to the rentable square footage
      in
      the Project, as modified.

     

    
      
        
        

      

      
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      	4.	
              Term.

            


    

    


    A. The
      term
      shall be One (1) Year commencing on the Commencement Date (the “Term”). In the
      event that the Commencement Date occurs other than on the first day of a month,
      the days in said partial month shall be added to the term and the rent for
      such
      partial month shall be prorated based on a 30 day month and the Basic Rental
      for
      the first year.

    


    B. Option
      to Renew. Provided
      that Tenant is not in default hereunder and has not been in material default
      during the Term, Tenant shall have an option to renew this Lease for an
      additional period of six months (the “Extended Term”). To exercise that Option,
      Tenant must deliver written notice to Landlord no less than ninety (90) days
      prior to the expiration of the Term, time being of the essence. During the
      Extended Term, all of the terms and conditions hereof shall apply. 

    


    
      
        	5.	
                Rent.

              


      

    

    


    A.
      Minimum
      Rent Tenant
      shall pay to Landlord, without notice or demand and without any set-off or
      deduction whatsoever, as annual Minimum Rent, the amounts as set forth in
      Section 4 of the Basic Lease Terms (the “Minimum Rent"), which Minimum Rent
      shall be paid in equal monthly installments, in advance, on or before the first
      day of each calendar month of the Lease Term, commencing with the Commencement
      Date of this Lease. All rent shall be payable at the address of the office
      of
      the Landlord as first provided above or such other location as Landlord may
      designate in writing to Tenant. 

    


    B.
      Late
      Charges In
      the
      event that any installment of Minimum Rent, sums payable as additional rent,
      charges or sums otherwise required to be paid hereunder are not received on
      or
      before the fifth (5th)
      day
      after same are due, then, for each and every late payment, Tenant shall
      immediately pay Landlord, as additional rent, a service charge equal to the
      greater of Two Hundred ($200.00) or five (5%) per cent of the amount due.


    


    6.          
      Landlord’s
      Work; Completion of Improvements. Tenant
      accepts the Demised Premises in “AS-IS” condition without any representation by
      Landlord, or any person, firm or corporation on behalf of Landlord as to the
      condition thereof, except as provided herein. 

    


    
      	7.	
              Operating
                Costs.

            


    

    


    A. Tenant
      shall pay to Landlord, as additional rent during the Term, Tenant's
      proportionate share of property taxes, assessments, insurance and costs of
      maintenance, repairs to the Project, including down spouts, gutters, painting,
      and proportionate share of Operating Costs, as hereinafter defined, calculated
      on the basis of the ratio set forth herein. The term "Operating Costs" shall
      mean any and all expenses, costs and disbursements of any kind and nature
      whatsoever incurred by Landlord in connection with the ownership, management,
      maintenance, operation and repair of the Development which Landlord shall pay
      or
      become obligated to pay during a certain calendar year (regardless of when
      such
      Operating Costs were incurred). The Operating Costs shall be incurred by
      Landlord for the purpose of operating and maintaining the Project in a condition
      of similar quality to that of developments similar in nature. The Operating
      Costs shall include, but are not limited to, the sprinkler systems, the costs
      of
      maintaining and repairing parking lots, parking structures and easements, the
      elevator in the Building and other common areas of the Project, a property
      management fee of ten (10%) percent of the total of Operating Costs, salaries,
      fringe benefits and related costs payable to employees of Landlord whose duties
      are connected with the Project, insurance costs, all heating and air
      conditioning costs, electricity, sewer and water and other utility costs not
      separately metered to tenants of the Project, landscape maintenance, trash
      and
      snow removal pest extermination, Taxes, as defined in this Section 7, and costs
      and expenses incurred by Landlord in protesting any assessments, levies or
      the
      tax rate. The Operating Costs shall not include the following; (i) costs of
      alterations of any tenant's premises; (ii) costs of curing construction defects;
      (iii) depreciation; (iv) interest and principal payments on mortgages, and
      other
      debt costs; (v) real estate broker’s leasing commissions or compensation; (vi)
      any cost or expenditure (or portion thereof) for which Landlord is reimbursed,
      whether by insurance proceeds or otherwise; (vii) cost of any service furnished
      to any other occupant of the Project that Landlord does not provide to Tenant;
      and (viii) capital improvements.

    


    
      
        
        

      

      
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    B. Promptly
      after the Commencement Date and during December of each year or as soon
      thereafter as practicable, Landlord shall give Tenant written notice of its
      estimate of Operating Costs payable hereunder for the ensuing calendar year.
      On
      or before the first day of each month thereafter, Tenant shall pay to Landlord,
      as additional rent, one/twelfth (1/12th) of Tenant’s Share of such estimated
      amounts, provided that if such notice is not given in December, Tenant shall
      continue to pay on the basis of the prior year's estimate until the first day
      of
      the month after the month in which such notice is given. If at any time it
      appears to Landlord that the amounts payable hereunder for the then current
      calendar year will vary from its estimate, Landlord may, by written notice
      to
      Tenant, revise its estimate for such year, and subsequent payments by Tenant
      for
      such year shall be based upon such revised estimate. As soon as practicable
      after the close of each calendar year, Landlord shall deliver to Tenant a
      summary of the total Operating Costs for the previous calendar year and Tenant's
      proportionate share thereof. If such summary shows an amount due from Tenant
      that is less than the estimated payments previously paid by Tenant, a credit
      in
      that amount shall be issued to Tenant, such credit to be applied to additional
      rent items next due hereunder. If such summary shows an amount due from Tenant
      that is more than the estimated payments previously paid by Tenant, Tenant
      shall
      pay the deficiency to Landlord as additional rent, within thirty (30) days
      after
      delivery of the summary. Tenant or its representatives shall have the right
      to
      examine Landlord's books and records of Operating Costs during normal business
      hours within twenty (20) days following the furnishing of the summary to Tenant.
      Unless Tenant takes written exception to any item within thirty (30) days
      following the furnishing of the summary to Tenant (which item shall be paid
      in
      any event), such summary shall be considered as final and accepted by Tenant.
      If
      Landlord selects the accrual accounting method rather than the cash accounting
      method for operating expense purposes, Operating Costs shall be deemed to have
      been paid when such expenses have accrued. 

    


    C. Landlord
      agrees to pay all taxes, installments of special assessments and governmental
      charges lawfully due and payable with respect to the Project before they become
      delinquent. If, at any time during the Term of the Lease, the present method
      of
      taxation shall be changed so that in lieu of the whole or any part of any taxes,
      assessments or governmental charges levied, assessed or imposed or real estate
      and the improvements thereon, there shall be levied, assessed or imposed on
      Landlord a capital levy or other tax directly on the rents received therefrom
      and/or a franchise tax, assessment, levy or charge measured by or based, in
      whole or in part, upon such rents for the present or any future building or
      buildings on the Project, then all such taxes, assessments, levies or charges
      shall be deemed to be included within the term "Taxes" for the purposes hereof.
      

    


    
      
        
        

      

      
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      	8.	
              Landlord's
                Responsibilities.

            


    

    


    Landlord
      shall maintain in good repair, reasonable wear and tear and any casualty covered
      by the provisions of Paragraph 12 excepted, all parts of the Project making
      all
      necessary repairs and replacements, except as provided in Paragraph 9, whether
      ordinary or extraordinary, structural or nonstructural, including roof,
      foundation, walls, down spouts, gutters, sprinkler system; regularly mow any
      grass, remove weeds, snow removal and perform general landscape maintenance
      and
      maintain and repair the parking lot and driveway areas. Tenant shall immediately
      give Landlord written notice of any defect or need for repairs after which
      Landlord shall have a reasonable opportunity to repair the same or cure such
      defect. Landlord's liability with respect to any defects, repairs or maintenance
      for which Landlord is responsible under any of the provisions of this Lease
      shall be limited to the cost of repairing such defect. The term "walls" as
      used
      herein shall not include window glass or plate glass, doors, window and door
      frames or office entries.

    


    
      	9.	
              Tenant's
                Responsibilities.

            


    

    


    Tenant
      shall, at its own cost and expense, keep and maintain all parts of the Demised
      Premises (except as provided in Paragraph 8) in good condition, promptly making
      all necessary repairs and replacements, including but not limited to, windows,
      glass and plate glass, doors, window and door frames, any special entry,
      interior walls and finish work, floors and floor covering, heating, ventilating
      and air conditioning system, plumbing work and fixtures, regular removal of
      trash and debris. Tenant shall not be obligated to repair any damage caused
      by
      fire, tornado or other casualty covered by the insurance to be maintained by
      Landlord pursuant to Paragraph 12, except that Tenant shall be obligated to
      repair all wind damage to glass unless caused by a tornado. Tenant shall not
      damage any demising wall or disturb the integrity and support provided by any
      demising wall and shall, at its sole cost and expense, promptly repair any
      damage or injury to any demising wall caused by Tenant or its employees, agents
      or invitees. Tenant and its employees, customers and licensees shall have the
      nonexclusive right to use, in common with the other Tenants occupying the
      Project, common parking areas, (exclusive of any parking or work areas
      designated or to be designated by Landlord for the exclusive use of Tenant
      or
      other tenants occupying or to be occupying other portions of the Project),
      driveways and alleys adjacent to the Building, subject to such reasonable rules
      and regulations as Landlord may from time to time prescribe. Tenant shall,
      upon
      demand by Landlord, pay as additional rent, the cost and expense of repairing
      any damage to the Project resulting from and/or caused in whole or in part
      by
      the negligence or misconduct of Tenant, its agents, servants, employees,
      patrons, customers, or any other person entering upon the property as a result
      of Tenant's business activities or caused by Tenant's default hereunder to
      the
      extent the cost of repairing such damage is not reimbursed by the insurance
      to
      be maintained by Landlord under Paragraph 12.

    


    
      
        
        

      

      
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              10.

            	
              Alterations
                and Repairs.

            


    

    


    Tenant
      shall not make or suffer to be made any alterations, additions or improvements
      to or of the Demised Premises or any part thereof, or attach any fixtures or
      equipment thereto, without first obtaining Landlord’s written consent. All such
      alterations, additions and improvements shall be performed by contractors
      approved by Landlord and subject to conditions specified by Landlord. If any
      such alterations, additions or improvements to the Demised Premises consented
      to
      by Landlord shall be made by Landlord for Tenant's account, Tenant shall
      reimburse Landlord for the cost thereof (including a reasonable charge for
      Landlord’s overhead related thereto) as the work proceeds within five (5) days
      after receipt of statements therefor. If any of such alterations are made by
      Tenant after receiving Landlord’s approval, they shall be done in a lien free
      manner pursuant to all necessary licenses and permits and shall conform to
      all
      applicable statutes, ordinances, regulations and codes and to the requirements
      of all other regulatory authorities. Tenant shall protect adjoining premises
      from construction damage and Tenant shall be liable therefor. All contractors
      or
      subcontractors used by Tenant shall be bondable, licensed contractors capable
      of
      performing quality workmanship. Tenant shall use only new, first class materials
      in the completion of such work. At least five (5) days prior to the commencement
      of such work, Tenant shall provide Landlord, by certified or registered mail,
      with the name and address of Tenant's general, mechanical and electrical
      contractors. All such alterations, additions and improvements shall become
      the
      property of Landlord upon their installation and/or completion and shall remain
      on the Demised Premises upon the expiration or termination of this Lease without
      compensation to Tenant unless Landlord elects by notice to Tenant to have Tenant
      remove the same, in which event Tenant shall promptly restore the Demised
      Premises to their condition prior to the installation of such alterations,
      additions and improvements..

    


    
      	11.	
              Utilities.

            


    

    


    Tenant
      shall pay for all water, gas, heat, light power, telephone, sewer and sprinkler
      charges and other utilities and services separately metered for the Demised
      Premises, together with any taxes, penalties, surcharges or the like pertaining
      thereto and shall furnish and install an replacement electric light bulbs and
      tubes. To the extent that utilities are not separately metered for the Demised
      Premises, utility costs are included in Operating Costs under Section 7.A.
      Tenant shall set its thermostat at a level sufficient to cause the HVAC system
      to heat the Demised Premises to prevent any damage to the Demised Premises
      or
      the mechanical or other systems serving same. Landlord shall in no event be
      liable for any interruption or failure of utility service to the Demised
      Premises.

    


    
      	12.	
              Landlord's
                Insurance.

            


    

    


    Landlord
      shall, during the Term (including any renewal term), provide and keep in force
      or cause to be provided or kept in force: (a) Comprehensive general liability
      insurance with respect to Landlord's operation of the Project for bodily injury
      or death and damage to property of others; (b) Fire insurance (including
      standard extended coverage endorsement perils and leakage from fire protective
      devices, where applicable) in respect of the Project, excluding Tenant's trade
      fixtures, equipment and personal property; (c) Loss of rental income insurance;
      together with such other insurance as Landlord, in its sole discretion, elects
      to obtain. Insurance affected by Landlord shall be in amounts which Landlord
      shall, from time to time, determine reasonable and sufficient, shall be subject
      to such deductibles and exclusions as Landlord may deem reasonable and shall
      otherwise be on such terms and conditions as Landlord shall from time to time
      determine reasonable, in its sole discretion. 

    


    
      
        
        

      

      
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              13.

            	
              Mutual
                Waiver of Subrogation.

            


    

    


    Landlord
      and Tenant hereby release each other and their respective agents and employees
      from any and all liability to each other or anyone claiming through or under
      them by way of subrogation or otherwise, for any loss or damage to property
      caused by or resulting from risks insured against under fire or extended
      coverage casualty insurance carried by the parties to this Lease and in force
      at
      the time of any such loss or damage; provided, however, that this release shall
      be applicable and in force and effect only with respect to loss or damage
      occurring during such time as the releasor's policies contain a clause or
      endorsement to the effect that any such release shall not adversely affect
      or
      impair such policies or prejudice the right of the releasor to recover
      thereunder. Landlord and Tenant each agree that it will require its insurance
      carriers to include in its policies such a clause or endorsement, and will
      include such a clause only so long as it is includable without additional cost,
      or if additional cost is chargeable therefore, only so long as the other party
      pays such additional cost. Each party will notify the other of any such
      additional cost, and such other party at its election may pay the same, but
      shall not be obligated to do so.

    


    
      	14.	
              Tenant's
                Insurance.

            


    

    


    Tenant
      shall maintain throughout the Term of this Lease a comprehensive general
      liability policy of insurance in form and substance satisfactory to Landlord,
      at
      Tenant's sole cost and expense, insuring both Landlord and Tenant against all
      claims, demands or actions arising out of or in connection with: (i) Tenant's
      operations in and maintenance and use of the Demised Premises; and (ii) Tenant's
      liability assumed under this Lease; with a combined single limit of not less
      than $1,000,000. Such policy shall be procured by Tenant from responsible
      insurance companies satisfactory to Landlord. Evidence of such policy, naming
      Landlord as an additional insured, shall be delivered to Landlord prior to
      the
      Commencement Date. Not less than thirty (30) days prior to the expiration date
      of such policy, a certified copy of a renewal thereof shall be delivered to
      Landlord. Such policy shall further provide that not less than thirty (30)
      days'
      written notice shall be given to Landlord before such policy may be canceled
      or
      changed to reduce the Insurance coverage provided thereby.

    


    
      	15.	
              Signs
                and Window Coverings.

            


    

    


    Tenant
      shall not, without the prior written consent of Landlord, install or affix
      any
      window coverings, blinds, draperies, signs, window or door lettering or
      advertising media of any type on the Building or in or on the Demised Premises
      which are visible from the exterior of the Demised Premises or Building. Any
      permitted signs shall be subject to any applicable governmental laws,
      ordinances, regulations and other requirements. Tenant shall remove any
      permitted signs and window coverings upon the termination of the Lease. Any
      such
      installations and removals shall be made in such manner as to avoid injury
      or
      defacement of the Building and other improvements, and Tenant shall repair
      any
      injury or defacement, including without limitation, discoloration caused by
      such
      installation and/or removal. All such signs shall be installed a qualified
      contractor approved by Landlord at Tenant's sole expense.

    


    
      
        
        

      

      
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              16.

            	
              No
                Assignment or Subletting.

            


    

    


    A. Tenant
      shall not assign, transfer, mortgage or in any other way transfer any interest
      in this Lease or sublet all or any part of the Demised Premises (except to
      its
      parent corporation, a wholly owned subsidiary or other affiliated entity
      (defined as an entity in which Tenant, its parent or one of its subsidiaries
      has
      a controlling ownership interest) without the prior written consent of Landlord,
      which consent shall not be unreasonably withheld to a creditworthy tenant who
      provides Landlord with such financial statements as are satisfactory to
      Landlord, in its sole discretion and whose use of the Demised Premises shall
      be
      the use permitted hereunder; provided that Tenant shall pay to Landlord, as
      additional rent hereunder, all attorney fees and costs sustained by Landlord
      in
      its review of the proposed Assignment, both from counsel for Landlord and from
      the holder(s) of any mortgages on the Project and their counsel. Any assignment,
      transfer (including transfers by operation of law or otherwise), hypothecation,
      mortgage or subletting without such written consent shall give Landlord the
      right to terminate this Lease and to re-enter and repossess the Demised
      Premises. 

    


    B. No
      permissible assignment, sublease, mortgage, or other transfer of any interest
      in
      this Lease shall (i) release Tenant from any of its obligations under this
      Lease, (ii) be valid unless each such assignee, sublessee, mortgagee, or other
      transferee agrees in writing to be bound to, and assume, all of the terms,
      covenants and conditions of this Lease, a copy of which shall be delivered
      to
      Landlord, or (iii) be valid unless and until Landlord receives written notice
      that the assignment, sublease, mortgage or other transfer has occurred.


    


    C. Any
      change in the control of fifty (50%) percent or more of the capital or voting
      stock of Tenant after the date of this Lease, irrespective of whether such
      change is the result of one or more sale or other transfer of issued and
      outstanding shares of such stock and/or the issuance of new shares of such
      stock, or any changes in the control of fifty (50%) percent or more of Tenant's
      partnership interests, if Tenant is a co-partnership or a limited partnership,
      irrespective of whether such change in control is the result of one or more
      sale
      or other transfer of partnership interests, shall be deemed to be an assignment
      of this Lease within the meaning of this Section. Provided, however, the sale
      or
      other transfer of stock or assets of the Tenant, or the issuance of stock by
      the
      Tenant, to any entity that owned a majority interest in Tenant, or in which
      Tenant owned a majority interest, immediately prior to such sale, transfer
      or
      stock issuance shall not be deemed an assignment herein. 

    


    D. In
      the
      event of an assignment or subletting approved by Landlord, all of the sums
      or
      other economic consideration received by Tenant as a result of such assignment
      or subletting, whether denominated as rental or otherwise under the assignment
      or sublease, which exceed in the aggregate the total sums which Tenant is
      obligated to pay to Landlord under this Lease (prorated to reflect obligations
      allocable to a portion of the Demised Premises subject to such sublease), shall
      be payable to Landlord as additional rental under this Lease without affecting
      or reducing any other obligation of Tenant hereunder. As used in this Paragraph,
      the word "Tenant" shall also mean any entity which is a guarantor of Tenant's
      obligations under this Lease, and the prohibition hereof shall be applicable
      to
      any sales or transfers of the stock or partnership interest of said guarantor.
      

    


    
      
        
        

      

      
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              17.

            	
              Use
                and Occupancy.

            


    

    


    Tenant
      shall use the Demised Premises during the continuance of the Lease for general
      office purposes and for no other purpose or purposes without the written consent
      of the Landlord. Tenant will not use the Demised Premises for any purpose in
      violation of any law, municipal ordinance or regulation, and that on any breach
      of this agreement the Landlord may at his option terminate this Lease forthwith
      and reenter and repossess the Demised Premises. If any governmental license
      or
      permit shall be required for the proper and lawful conduct of Tenant's business
      or other activity carried on in the Demised Premises or if a failure to procure
      such a license or permit might or would, in any way, affect the Landlord or
      the
      Project, then Tenant, at Tenant's expense, shall duly procure and thereafter
      maintain such license or permit and submit the same to inspection by Landlord.
      Tenant, at Tenant's expense, shall, at all times, comply with the requirements
      of each such license or permit. Tenant shall not permit the handling,
      transportation, generation, production, storage, release, threatened release,
      use or disposal of hazardous materials or toxic substances in the Demised
      Premises or the common areas of the Project. Tenant shall forever indemnify,
      defend and hold Landlord harmless from any claims or liabilities asserted
      against Landlord or the Demised Premises on account of any use by Tenant of
      the
      Demised Premises in violation of any applicable environmental laws or other
      provisions of this Lease.

    


    
      	18.	
              Guaranty.

            


    

    


    This
      Lease shall be effective only upon the execution of the Guaranty in the form
      attached hereto and made a part hereof. 

    


    
      	19.	
              Events
                of Default.

            


    

    


    The
      following events shall be deemed to be events of default by Tenant under this
      Lease ("Default"):

    


    (a) Tenant
      shall fail to pay any installment of the Rent or any other payment or
      reimbursement to Landlord required herein when due;

    


    (b) Tenant
      shall become insolvent, or shall make a transfer in fraud of creditors, or
      shall
      make an assignment for the benefit of creditors;

    


    (c) Tenant
      shall file a petition under federal bankruptcy law, or under any law or statute
      of the United States or any State thereof whether now or hereafter in effect;
      or
      an order for relief shall be entered against Tenant in any such bankruptcy
      or
      insolvency proceedings filed against Tenant thereunder or Tenant shall be
      adjudged bankrupt or insolvent in proceedings filed against Tenant
      thereunder;

     

    
      
        
        

      

      
        -11-

        
          

        

      

      
        
        

      

    

    (d) A
      receiver or trustee shall be appointed for Tenant or all or substantially all
      of
      its assets;

    


    (e) Tenant
      shall vacate all or a substantial portion of the Demised Premises, whether
      or
      not Tenant is in default of the payments due under this Lease.

    


    (f) Tenant
      shall fail to discharge any lien placed upon the Demised Premises in violation
      hereof within twenty (20) days after any such lien or encumbrance is filed
      against the Demised Premises.

    


    (g) Tenant
      shall fail to comply with any term, provision or covenant of this Lease (other
      than the foregoing in this Paragraph 19), and shall not cure such failure within
      thirty (30) days after written notice thereof to Tenant.

    


    (h) Tenant
      shall have been in default in the payment of Rent or other items of additional
      rent at least three (3) times during the prior eighteen (18) months,
      irrespective of whether or not Tenant cured such non-payment.

    


    
      	20.	
              Remedies.

            


    

    


    Upon
      the
      occurrence of Default, Landlord shall have the option to pursue any one or
      more
      of the following remedies without any further notice or demand whatsoever:
      (a)
      Landlord may, at its election, terminate this Lease or terminate Tenant's right
      to possession, without terminating this Lease; (b) upon any termination of
      this
      Lease, whether by lapse of time or otherwise, or upon any termination of
      Tenant's right to possession without termination of this Lease, Tenant shall
      surrender possession and vacate the Demised Premises immediately and deliver
      possession thereof to Landlord, and, to the extent permitted by Michigan law,
      Tenant hereby grants to Landlord full and free license to enter into and upon
      the Demised Premises in such event with process of law and to repossess the
      Demised Premises and to expel or remove Tenant and any others who may be
      occupying or within the Demised Premises and to alter all locks and other
      security devices at the Demised Premises and to remove any and all property
      therefrom without being deemed in any manner guilty of trespass, eviction or
      forcible entry or detainer, and without incurring any liability for any damage
      resulting therefrom. Tenant hereby waives any right to claim damage for such
      reentry and expulsion, and without relinquishing Landlord's right to rent or
      any
      other right given to Landlord hereunder or by operation of law; (c) upon any
      termination of this Lease, whether by lapse of time or otherwise, Landlord
      shall
      be entitled to recover as damages, all rent, including any amounts treated
      as
      additional rent hereunder, and other sums due and payable by Tenant on the
      date
      of termination, plus the sum of (i) an amount equal to the then present value
      of
      the Rent, including any amounts treated as additional rent hereunder, and other
      sums provided herein to be paid by Tenant for the remainder of the Term (or
      the
      renewal term, as applicable), less the fair rental value of the Demised Premises
      for such residue (taking into account the time and expense necessary to obtain
      a
      replacement tenant or tenants, including expenses relating to the recovery
      of
      the Demised Premises, preparation for reletting and for reletting itself),
      which
      the Landlord and Tenant agree shall in no event exceed 60% of the then face
      amount of the rent for the period and (ii) the cost of performing any other
      covenants which would have otherwise been performed by Tenant; and (d) all
      costs
      of enforcing this Lease, including without limitation, professional fees and
      court costs. Landlord may, at Landlord's option, enter into and upon the Demised
      Premises, with or without process of law, if Landlord determines in its sole
      discretion that Tenant is not acting within a commercially reasonable time
      to
      maintain, repair or replace anything for which Tenant is responsible hereunder
      and correct the same, without being deemed in any manner guilty of trespass,
      eviction or forcible entry and detainer and without incurring any liability
      for
      any damage resulting therefrom and Tenant agrees to reimburse Landlord, on
      demand, as additional rent, for any expenses which Landlord may incur in thus
      effecting compliance with Tenant's obligations under this Lease. Landlord shall
      provide Tenant with reasonable notice prior to its entry of the Demised
      Premises.

    


    
      
        
        

      

      
        -12-

        
          

        

      

      
        
        

      

       

    

    
      	
              21.

            	
              Eminent
                Domain.

            


    

    


    If
      the
      whole or any substantial part of the Demised Premises shall be taken by any
      public authority under the power of eminent domain, then the Term of this Lease
      shall cease on the part so taken from the day possession of that part shall
      be
      required for any public purpose and Rent shall be paid up to that day, and
      from
      that day the Tenant shall have the right either to cancel the Lease and declare
      the same null and void or to continue in possession of the remainder of the
      Demised Premises under the terms herein provided, except that the Rent shall
      be
      reduced in proportion to the amount of the Demised Premises taken. All damages
      awarded for such taking shall belong to and be the property of the Landlord
      whether such damages shall be awarded as compensation for diminution in value
      to
      the leasehold or to the fee of the Demised Premises; provided, however, that
      the
      Landlord shall not be entitled to any portion of the award made to the Tenant
      for loss of business or for the cost of relocating or removing Tenant's personal
      property.

    


    
      	22.	
              Entry
                by Landlord: Landlord’s Default.

            


    

    


    A Landlord
      and its designee may, with advance notice to Tenant except in the event of
      an
      emergency, enter the Demised Premises at reasonable hours to (a) inspect the
      same, (b) exhibit the same to prospective purchasers, lenders or tenants, (c)
      determine whether Tenant is complying with all of its obligations hereunder,
      (d)
      supply any services to be provided by Landlord to Tenant hereunder, (e) post
      notices of non-responsibility, and (f) make repairs required of Landlord under
      the terms hereof or repairs to any adjoining space or utility services or make
      repairs, alterations or improvements to any other portion of the Project;
      provided, however, that all such work shall be done as promptly as reasonably
      possible. Tenant hereby waives any claim for damages for any injury or
      inconvenience to or interference with Tenant's business, any loss of occupancy
      or quiet enjoyment of the Demised Premises or any other loss occasioned by
      such
      entry. Landlord shall have the option but not the obligation to have and retain
      a key with which to unlock all of the doors in, on or about the Demised Premises
      (excluding Tenant's vaults, safes and similar areas designated in writing by
      Tenant in advance) and Landlord shall have the right to use any and all means
      which Landlord may deem proper to open said doors in any emergency in order
      to
      obtain entry to the Demised Premises. 

    


    B. If
      Landlord shall fail to perform any covenant, term or condition of this Lease
      upon Landlord’s part to be performed, and, if as a consequence of such default,
      Tenant shall recover a money judgment against Landlord, such judgment shall
      be
      satisfied only against the right, title and interest of Landlord in the Project
      and out of rents or other income from the Project receivable by Landlord, or
      out
      of the consideration received by Landlord from the sale or other disposition
      of
      all or any part of Landlord’s right, title and interest in the Project, and
      neither Landlord nor any of the partners of Landlord shall be liable for any
      deficiency. Landlord shall provide Tenant with reasonable notice prior to its
      entry of the Demised Premises. 

    


    
      
        
        

      

      
        -13-

        
          

        

      

      
        
        

      

       

    

    
      	
              23.

            	
              Mechanic's
                Liens and Personal Property Taxes.

            


    

    


    Tenant
      shall have no authority, express or implied, to create or place any lien or
      encumbrance of any kind or nature whatsoever upon, or in any manner to bind,
      the
      interest of Landlord or Tenant in the Project or the Demised Premises, including
      claims by persons who furnish materials or perform labor for any construction
      repairs, or to offset against the rentals payable hereunder for any claim in
      favor Tenant. Tenant will pay or cause to be paid all sums legally due and
      payable by it on account of any labor performed or material furnished in
      connection with any work performed on the Demised Premises on which any lien
      is
      or can be validly and legally asserted against its leasehold interest in the
      Demised Premises or the improvements thereon and it will save and hold Landlord
      harmless from any and all loss, cost or expense based on or arising out of
      asserted claims or liens against the leasehold estate or against the right,
      title and interest of the Landlord in the Project or the Demised Premises or
      under this Lease. Tenant agrees to give Landlord immediate written notice of
      the
      placing of any lien or encumbrance against the Project or the Demised Premises.
      Tenant shall be liable for all taxes levied or assessed against personal
      property, furniture or fixtures placed by Tenant in the Demised Premises. If
      any
      taxes for which Tenant is liable are levied or assessed against Landlord or
      Landlord’s property and if Landlord elects to pay the same or if the assessed
      value of Landlord’s property is increased by inclusion of personal property,
      furniture or fixtures placed by Tenant in the Demised Premises, and Landlord
      elects to pay the taxes based on such increase, Tenant shall pay to Landlord
      upon demand that part of such taxes.

    


    
      	24.	
              Non
                Liability.

            


    

    


    Notwithstanding
      any provisions of the Lease, and except to the extent that insurance proceeds
      are recovered therefrom, Landlord shall not be responsible or liable to Tenant
      for any loss or damage resulting to Tenant or its property from burst, stopped
      or leaking water, gas, sewer or steam pipes, or for any damage or loss of
      property within the Demised Premises from any cause whatsoever. In the event
      of
      any sale or transfer (including any transfer by operation of law) of the Demised
      Premises, Landlord (and any subsequent owner of the Project making such a
      transfer) shall be relieved from any and all obligations and liabilities under
      this Lease, except for such obligations and liabilities as shall have arisen
      during Landlord’s (or such subsequent owner's) respective period of ownership.
      This Lease may not be altered, changed or amended except by an instrument in
      writing signed by Landlord and Tenant; if there is more than one Tenant, the
      obligations hereunder imposed upon Tenant shall be joint and several. Tenant
      represents and warrants that it has dealt with no broker, agent or other person
      in connection with this transaction or that no broker, agent or other person
      brought about this transaction, and Tenant agrees to indemnify and hold Landlord
      harmless from and against any claims by any other broker, agent or other person
      claiming a commission or other form of compensation by virtue of having dealt
      with Tenant with regard to this leasing transaction.

     

    
      
        
        

      

      
        -14-

        
          

        

      

      
        
        

      

    

     

    
      	25.	
              Holding
                Over.

            


    

    


    Any
      holding over by Tenant after the expiration or termination of the Term
      (including any renewal term) shall be construed to be a tenancy from
      month-to-month on all of the terms and conditions set forth herein, to the
      extent not inconsistent with a month-to-month tenancy; provided that the Minimum
      Rent for such hold-over period shall be an amount equal to 150% of the Minimum
      Rent due for the last month of the Lease Term.

    


    
      	26.	
              Estoppel
                Certificate, Attornment and
                Subordination.

            


    

    


    Tenant
      agrees, within ten (10) days after request by Landlord, to execute in recordable
      form and deliver to Landlord, or any person designated by Landlord, a written
      statement certifying, if appropriate, (a) that this Lease is unmodified and
      in
      full force and effect, (b) the Commencement Date, (c) that rent and all other
      charges due to Landlord from Tenant are paid currently without any off-set
      or
      defense thereto, (d) the amount of rent, if any, paid in advance, (e) whether
      the Lease has been modified and, if so, identifying the modifications, (f)
      that
      there are no uncured defaults by Landlord or stating those claimed by Tenant,
      provided that, in fact, such facts are accurate and ascertainable, and (g)
      such
      other matters pertaining to this Lease and Tenant's occupancy of the Demised
      Premises as Landlord may request. If any proceedings are brought for the
      foreclosure of, or in the event of the conveyance by deed in lieu of foreclosure
      of, or in the event of exercise of the power of sale under any mortgage made
      by
      Landlord covering the Demised Premises, Tenant hereby attorns to, and covenants
      and agrees to execute an instrument in writing reasonably satisfactory to the
      new owner whereby Tenant attorns to such successor in interest as the Landlord
      under this Lease. Tenant agrees that this Lease shall at the request of the
      Landlord, be subordinate to any first mortgages or deeds of trust that may
      hereafter by placed upon the Project and to any and all advances to be made
      thereunder, and to the interest thereon, and all renewals, replacements and
      extensions thereof provided the mortgagee named in said mortgages shall agree
      to
      recognize this Lease and execute a non disturbance agreement guaranteeing
      Tenant's rights to quiet enjoyment of the Demised Premises in the event of
      foreclosure if Tenant is not in default. Tenant also agrees that any mortgagee
      may elect to have this Lease a prior lien to its mortgage, and in the event
      of
      such election and upon notification by such mortgagee to Tenant to that effect,
      this Lease shall be deemed prior to lien to the said mortgage, whether this
      Lease is dated prior to or subsequent to the date of said mortgage. Tenant
      agrees, that upon the request of Landlord, or any mortgagee, it shall execute
      whatever instruments may be required to carry out the intent of this Section.
      Failure of Tenant to execute any statement or instrument necessary or desirable
      to effectuate the foregoing provisions of this Section within twenty (20) days
      after written request to do so by Landlord shall constitute default of this
      Lease, and Landlord shall be entitled to exercise any and all remedies available
      to it hereunder for such default. In addition, Tenant hereby appoints Landlord
      as Tenant’s attorney in fact to execute such estoppel certificate and/ or
      Subordination and Nondisturbance Agreement upon Tenant’s failure to do so within
      such twenty (20) period.

     

    
      
        
        

      

      
        -15-

        
          

        

      

      
        
        

      

    

     

    
      	27.	
              Successors
                and Assigns.

            


    

    


    The
      covenants, conditions and agreements made and entered into by the parties are
      declared binding on their respective heirs, successors, representatives and
      assigns.

    


    
      	28.	
              Security
                Deposit.

            


    

    


    The
      Landlord acknowledges receipt of $3,500.00 (subject to collection of Tenant’s
      check), which it is to retain as security for the faithful performance of all
      of
      the covenants, conditions and agreements of this Lease. In no event shall the
      Landlord be obliged to apply the same upon rents or other charges in arrears
      or
      upon damages for the Tenants' failure to perform its obligations under this
      Lease; the Landlord may so apply the security at its option; and the Landlord's
      right to the possession of the Demised Premises for non-payment of rent or
      for
      any other reason shall not in any event be affected by reason of the fact that
      the Landlord holds this security. The said sum if not applied toward the payment
      of rent in arrears or toward the payment of damages suffered by the Landlord
      by
      reason of the Tenant's breach of the covenants, conditions and agreements of
      this lease is to be returned to the Tenant when this Lease is terminated,
      according to these terms, and in no event is the said security to be returned
      until the Tenant has vacated the Demised Premises and delivered possession
      to
      the Landlord. In the event that the Landlord repossesses himself of the Demised
      Premises because of the Tenant's default or because of the Tenant's failure
      to
      carry out the covenants, conditions and agreements of this Lease, the Landlord
      may apply the said security upon all damages as may be suffered or shall accrue
      thereafter by reason of the Tenant's default or breach. The Landlord shall
      not
      be obliged to keep the said security as a separate fund, but may mix the said
      security with its own funds.

    


    
      	29.	
              Reservation
                of Roof

            


    

    


    The
      Landlord reserves the right of free access at all times to the roof of the
      Building and reserves the right to rent said roof for advertising purposes
      or
      for installation of telecommunication transmission devices, satellite dishes
      and
      like electronic devices. The Tenant shall not erect any structures for storage
      or any aerial, satellite dish or use the roof for any purpose without the prior
      written consent of the Landlord.

    


    
      	30.	
              Casualty
                Damage.

            


    

    


    In
      the
      event the Demised Premises shall be partially or totally destroyed by fire
      or
      other casualty insured under the insurance carried by Landlord as to become
      partially or totally untenantable, the damage to the Demised Premises shall
      be
      promptly repaired by Landlord, to the extent of any proceeds received from
      such
      insurance, unless Landlord shall elect not to rebuild as hereinafter provided,
      and a just and proportionate part of the Rent and all other charges shall be
      abated until the Demised Premises are so repaired. The obligation of Landlord
      shall be limited to reconstructing the Demised Premises in accordance with
      the
      Landlord’s initial plans and specifications for the construction of the Demised
      Premises. In no event shall Landlord be required to repair or replace Tenant's
      leasehold improvements, merchandise, trade fixtures, furnishings or equipment.
      If more than thirty percent (30%) of the Demised Premises or more than
      thirty-five percent (35%) of the floor area of the Project shall be damaged
      or
      destroyed by fire or other casualty, or if during the last two (2) years of
      the
      Lease Term (including any renewal term), more than twenty-five percent (25
      %) of
      the Demised Premises or the floor area of the Project shall be damaged or
      destroyed by fire or other casualty then Landlord may elect either to repair
      or
      rebuild the Demised Premises or the Development, as the case may be, or to
      terminate this Lease by giving written notice to Tenant of its election to
      so
      terminate, such notice to be given within one hundred twenty (120) days after
      the occurrence of such damage or destruction.

    


    
      
        
        

      

      
        -16-

        
          

        

      

      
        
        

      

       

    

    
      	
              31.

            	
              Time
                Of The Essence.

            


    

    


    Time
      shall be of the essence in interpreting the provisions of this
      Lease.

    


    
      	32.	
              Entire
                Agreement.

            


    

    


    This
      Lease contains all of the agreements of the parties with respect to matters
      covered or mentioned herein and no prior agreement, letters, representations,
      warranties, premises, or undertakings pertaining to any such matters shall
      be
      effective for any such purpose. This Lease may be amended or added to only
      by an
      agreement in writing signed by the parties or their respective successors in
      interest.

    


    
      	33.	
              Counterpart/Facsimile.

            


    

    


    This
      Lease may be signed in one or more counterparts and by facsimile and shall
      be
      binding if so executed; provided, however, that the parties shall each cooperate
      to subsequently execute an original hereof

    


    
      	34.	
              Governing
                Law.

            


    

    


    This
      Lease shall be governed by the laws of the State of Michigan.

    


    
      	35.	
              Preliminary
                Negotiations.

            


    

    


    The
      delivery or submission of this form of Lease by Landlord does not constitute
      an
      offer to enter into an agreement with Tenant. Landlord shall not be bound unless
      and until Landlord and Tenant both execute a mutually acceptable
      agreement.

    


    
      	36.	
              Waiver
                of Jury Trial.

            


    

    


    Landlord
      and Tenant hereby waive trial by jury in any action, proceeding or counter-claim
      brought by either of the parties against the other on any matters whatsoever
      arising out of or in any way connected with this Lease, the relationship of
      Landlord and Tenant, Tenant's use or occupancy of the Demised Premises, and
      any
      emergency statutory or any other statutory remedy. Tenant shall not interpose
      any counter-claim or counter-claims in a suit by Landlord to recover rents
      payable under this Lease. Tenant shall be permitted to start a separate suit
      to
      pursue any of its lawful remedies.

    


    
      
        
        

      

      
        -17-

        
          

        

      

      
        
        

      

       

    

    
      	
              37.

            	
              Delay
                in Possession.

            


    

    


    It
      is
      understood that if the Tenant shall be unable to enter into and occupy the
      Demised Premises at the time above provided, by reason of the Demised Premises
      not being ready for occupancy, or by reason of the holding over of any previous
      occupant of Demised Premises, or as a result of any cause or reason beyond
      the
      direct control of the Landlord, the Landlord shall not be liable in damages
      to
      the Tenant therefor, but during the period the Tenant shall be unable to occupy
      Demised Premises as hereinbefore provided, the rental therefor shall be abated
      and the Landlord is to be the sole judge as to when the Premises are ready
      for
      occupancy.

    


    
      	38	
              Right
                to Relocate.

            


    

    


    Landlord
      reserves the right to relocate the Demised Premises to another portion of the
      Building upon Sixty (60) days advance written notice to Tenant provided that
      the
      new premises shall be improved by Landlord to be substantially similar to the
      Demised Premises and Landlord shall reimburse Tenant for all moving and other
      reasonable relocation costs.

    


    


    [SIGNATURE
      PAGE FOLLOWS]

    


     

     

    
 

    
      
        
        

      

      
        -18-

        
          

        

      

      
        
        

      

    

    


    


    IN
      WITNESS WHEREOF, Landlord and Tenant have hereunto set their hands and seals
      the
      day and year first above written.

    


    


    
      	
              In
                the Presence Of:

            	
              Landlord:

            
	
               

               

               

               

               

               

               

              ___________________________________

               

              ___________________________________

            	
               

              BUTWIN
                ASSOCIATES LLC

               

               

               

              By:
                /s/ Alex Butwinski

                  
Alex
                Butwinski, General Partner

            
	
               

               

               

               

               

              ___________________________________

               

              ___________________________________

            	
               

              Tenant:

               

              CITY
                CENTRAL BANCORP, INC.

               

               

              By:
                /s/ Satish Jasti

              Satish
                Jasti , President

            


    

     

    
 

    
      
        
        

      

      
        -19-

        
          

        

      

      
        
        

      

    

    


    EXHIBIT
      A

    


    


    


    (attach
      floor plan here)

     

     

     

     

    
 

    
      
        
        

      

      
        -20-

        
          

        

      

      
        
        

      

       

    

    EXHIBIT
      B

    


    RULES
      AND REGULATIONS

    


    


    
      	
              1.

            	
              No
                outside storage of any kind is permitted without the express written
                consent of the Landlord. It also includes wooden pallets and trash
                containers other than a standard commercial trash
                receptacle.

            


    

    


    
      	2.	
              Landlord
                reserves the right to approve the placement of all trash
                receptacles.

            


    

    


    
      	
              3.

            	
              No
                parking of vehicles or obstruction of any kind is permitted in front
                of
                overhead doors except by the Tenant or Tenant’s agents who occupies the
                Demised Premises.

            


    

    


    
      	
              4.

            	
              No
                trucks are permitted to block driveways except for a maximum period
                of
                fifteen minutes for purposes of loading or
                unloading.

            


    

    


    
      	
              5.

            	
              No
                Tenant shall carry on any business or operation which consistently
                creates
                excessive noise which is bothersome to surrounding Tenants. The Landlord
                shall be the sole judge of what constitutes excessive
                noise.

            


    

    


    
      	
              6.

            	
              No
                Tenant shall conduct any business which shall create noxious fumes,
                smoke
                or dust of any sort.

            


    

    


    
      	
              7.

            	
              No
                overnight parking or storage of any vehicle shall be permitted unless
                Landlord elects to issue a revocable permit specific to each such
                vehicle
                and such permit is displayed on the vehicle. Landlord reserves the
                right
                to (i) deny any request for such permit(s) and (ii) to charge a fee
                for
                any permits it issues.

            


    

     

     

    
      
        
        

      

      
        -21-

        
          

        

      

      
        
        

      

    

    
 

    EXHIBIT
      C

    


    Additional
      Stipulations

    


    


    Articles
      in the Main Body of the Lease are hereby amended as follows:

    


    1. Article
      3.A. Insert
      the
      phrase ", contractors, employees, invitees" after the word "agents" in the
      third
      line of the second paragraph. Add the following sentences to the end of the
      second paragraph: "Tenant shall have the exclusive right to have its employee
      located at the receptionist's desk located within the inner lobby on the first
      floor of the Building (the "Inner Lobby"). In addition, Tenant may have
      reasonable quantities of bank brochures and magazines placed within the Inner
      Lobby (it being recognized that Landlord may give other tenants the right to
      place brochures within the Inner Lobby), place art on the walls of the Inner
      Lobby that is not inappropriate for the lobby of a commercial building and/or
      place plants within the Inner Lobby. In no event may the placement of any items
      described in the immediately preceding sentence obstruct access of any person
      to
      or from the Inner Lobby."

    


    2. Article
      3.B. Insert
      the phrase “or materially reduce the number of parking spaces” following the
      words “Demised Premises” in the third sentence. The last sentence of Article 3B
      is deleted in its entirety.

    


    3. Article
      4.B. This
      Article is amended and restated in its entirety to read as follows:

    


    B. Option
      to Renew.
      Provided that Tenant is not in default hereunder beyond any applicable cure
      period, Tenant shall have six options to renew this Lease for additional periods
      of one month each (each an "Extended Term"). To exercise any option, Tenant
      must
      deliver written notice to Landlord no less than forty-five (45) days prior
      to
      the expiration of the Term, as the same may have been renewed, time being of
      the
      essence. During an Extended Term, all of the terms and conditions hereof shall
      apply.

    


    4. Article
      7. This
      Article is not applicable for the initial term of this Lease and for the renewal
      periods, if exercised.

    


    5. Article
      8. The
      first
      sentence of this Article is amended and restated in its entirety to read as
      follows:

    


    Landlord
      shall maintain in good condition and repair, reasonable wear and tear excepted,
      all parts of the Project, making all necessary repairs and replacements, except
      as provided in Paragraph 9, whether ordinary or extraordinary, structural or
      nonstructural, including roof, foundation, walls, down spouts, gutters,
      sprinkler, HVAC, electrical and plumbing systems (including portions thereof
      located within the Demised Premises); regularly mow any grass, remove weeds,
      snow removal and perform general landscape maintenance and maintain and repair
      the parking lot and driveway areas. 

    


    
      
        
        

      

      
        -22-

        
          

        

      

      
        
        

      

    

    Insert
      the phrase "or performing such repairs or maintenance" at the end of the third
      sentence.

    


    6. Article
      9. The
      first
      sentence of this Article is amended and restated in its entirety to read as
      follows:

    


    Tenant
      shall, at its own cost and expense, keep and maintain all parts of the Demised
      Premises (except as provided in Paragraph 8) in the same condition as exists
      on
      the Commencement Date, reasonable wear and tear excepted, promptly making all
      necessary repairs, including but not limited to, windows, glass and plate glass,
      doors, window and door frames, any special entry, interior walls and finish
      work, floors and floor covering, regular removal of trash and debris (provided
      that Tenant may place such trash and debris, other than construction debris,
      in
      the dumpster located within the Project). In no event will Tenant be obligated
      to replace any portion of the Demised Premises unless the necessity for such
      replacement arises out of the negligence or willful misconduct of Tenant or
      any
      of its agents, contractors, employees or invitees and only to the extent the
      cost of such replacement is not covered by insurance actually maintained by
      Landlord or otherwise required to be maintained by Landlord pursuant to
      Paragraph 12. 

    


    The
      phrase "except that Tenant shall be obligated to repair all wind damage to
      glass
      unless caused by a tornado" following the words "Paragraph 12" in the third
      sentence of this Article is deleted and the following phrase substituted
      therefor: "or by the insurance actually maintained by Landlord".

    


    The
      phrase "(exclusive of any parking or work areas designated or to be designated
      by Landlord for the exclusive use of Tenant or other tenants occupying or to
      be
      occupying other portions of the Project)," is deleted from this
      Article.

    


    7. Article
      10. Insert
      the phrase "which consent may not be unreasonably withheld or delayed" at the
      end of the first sentence.

    


    Insert
      the phrase “, which approval may not be unreasonably withheld or delayed," after
      the words "approved by Landlord" in the second sentence of this
      Article.

    


    Insert
      the word “reasonable" after the words "subject to" in the second sentence of
      this Article. 

    


    Delete
      the phrase ", first class" after the word "new" in the seventh sentence of
      this
      Article. 

    


    Insert
      the phrase "of good quality" after the word "materials" in the seventh sentence
      of this Article.

    


    Add
      the
      following to the end of Article 10:

    


    Notwithstanding
      the foregoing, Landlord agrees that Tenant may make those initial alterations
      and improvements to the Demised Premises and the common areas depicted or
      described in Exhibits
      A
      or
D
      attached
      hereto, subject to Landlord’s approval of plans and specifications therefor,
      which approval may not be unreasonably withheld or delayed. Notwithstanding
      the
      foregoing, Tenant shall not be required to remove any of the initial alterations
      or improvements made by Tenant pursuant to such approved plans and
      specifications.

    


    
      
        
        

      

      
        -23-

        
          

        

      

      
        
        

      

       

    

    8. Article
      11. The
      first
      two sentences of this Article are amended and restated in their entirety to
      read
      as follows: 

    


    "Landlord
      shall, at its sole cost, provide to the Demised Premises adequate electricity
      and heat and air conditioning. Tenant shall furnish and install, to the extent
      necessary, replacement electric light bulbs and tubes in the Demised
      Premises."

    


    9. Article
      14. Insert
      the word "reasonably" after the word "companies" in the second sentence of
      this
      Article.

    


    10. Article
      15. Insert
      the phrase "which consent may not be unreasonably withheld or delayed," after
      the word "Landlord" in the first sentence.

    


    Insert
      the following language after the first sentence of this Article: 

    


    "Notwithstanding
      the foregoing, Tenant shall have the right, at its sole cost, to (a) attach
      a
      panel identifying Tenant or the name under which it is conducting business
      in
      the Demised Premises to the existing monument sign located within the Project
      and in connection therewith, Tenant may relocate the existing monument sign
      to a
      location that provides more visibility from Grand River Avenue and is otherwise
      reasonably acceptable to Landlord, (b) install a sign identifying Tenant or
      the
      name under which it is conducting business in the Demised Premises on a wall
      located in the Inner Lobby, and/or (c) attach a sign identifying Tenant or
      the
      name under which it is conducting business in the Demises Premises to the
      exterior of the Building next to the entrance thereto provided that Landlord
      approves the plans and specifications for such sign, which approval may not
      be
      unreasonably withheld or delayed. The parties acknowledge that one-half of
      the
      area on the existing monument sign that is available for panels is not currently
      utilized. Tenant may, except as otherwise provided below, utilize up to the
      highest one-half of the currently available area on the monument sign for its
      panel; provided, however, that Landlord may, in connection with leasing other
      space in the Building, require Tenant to reduce the area occupied by Tenant's
      panel to no less than 25% of the area currently available for panels."


    


    Insert
      the phrase ", which approval may not be unreasonably withheld or delayed,"
      after
      the word "Landlord" in the last sentence of this Article.

    


    11. Article
      16. Paragraph
      C is deleted in its entirety.

    


    12. Article
      17. Insert
      the phrase "a bank and/or" after the words "continuance of the Lease for" in
      the
      first sentence of this Article.

    


    
      
        
        

      

      
        -24-

        
          

        

      

      
        
        

      

    

    13. Article
      18. This
      Article is deleted in its entirety.

    


    14. Article
      19. Insert
      the phrase "and such failure is not cured within five (5) business days after
      Landlord gives Tenant written notice thereof" to the end of subparagraph (a).
      Delete the word "vacate" in subparagraph (e) and insert the word "abandon"
      in
      its place.

    


    15. Article
      23. Insert
      the phrase "arising out of work contracted for by Tenant or otherwise arising
      out of the acts or omissions of Tenant" at the end of the second
      sentence.

    


    16. Article
      24. The
      last
      sentence is amended and restated in its entirety to read as
      follows:

    


    Each
      party represents and warrants to the other party that, except for the Brokers
      identified in Section 1.7., it has dealt with no broker, agent or other person
      in connection with this transaction or that no broker, agent or other person
      brought about this transaction, and each party agrees to indemnify and hold
      the
      other party harmless from and against any claims by any other broker, agent
      or
      other person claiming a commission or other form of compensation by virtue
      of
      having dealt with the indemnifying party with regard to this leasing
      transaction. Landlord agrees to pay each of the Brokers identified in Section
      1.7. a commission equal to three percent (3%) of the total Minimum Rent payable
      under the Lease.

    


    17. Article
      26. Insert
      the phrase "beyond any applicable cure period" at the end of the third
      sentence.

    


    18. Article
      30. Delete
      the word "Development" in the fourth line and insert the word "Project" in
      its
      place.

    


    Add
      the
      following to the end of this Article:

    


    If
      the
      Demised Premises or Project shall be damaged or destroyed by fire or other
      casualty and the damaged or destroyed portion cannot reasonably be restored
      within sixty (60) days after the occurrence of such casualty or the cost to
      repair any damaged or destroyed portion of the Demised Premises or Project
      is
      not fully covered by insurance proceeds and the Landlord does not elect to
      fully
      restore the damaged or destroyed portion of the Demised Premises or Project,
      Tenant may elect to terminate this Lease by giving written notice thereof to
      Landlord with thirty (30) days after the occurrence of such damage or
      destruction.

    


    19. Article
      37. This
      Article is amended and restated in its entirety to read as follows:

    


    Landlord
      shall deliver exclusive possession of the Demised Premises to Tenant on or
      before the Commencement Date.

    


    20. Article
      38. This
      Article is deleted in its entirety.

    


     

    
      
        
        

      

      
        -25-

        
          

        

      

      
        
        

      

    

    


    EXHIBIT
      D

    


    Tenant
      Improvements

    


    


    The
      following are in addition to any improvements shown on Exhibit A:

    


    
      	 	
              -

            	
              Lockable
                front door and back door to the
                Suite

            


    

    
      	 	
              -

            	
              Lockable
                vault room

            


    

    
      	 	
              -

            	
              Wall
                to block off the vault room from the other first floor
                tenant.

            


    

    
      	 	
              -

            	
              Security
                alarm system throughout the suite

            


    

    
      	 	
              -

            	
              Refurbishment
                of the receptionist space in the inside lobby on the first
                floor.

            


    

    
      	 	
              -

            	
              Standard
                Bank equipment to be used by Bank employees and/or
                contractors

            


    

    
      	 	
              -

            	
              High
                Speed line and circuitry to operate the bank systems; telephone and
                computer wiring, cabling and related
                equipment

            


    

    
      	 	
              -

            	
              Redecoration
                of the inside lobby area.

            


    

    
      	 	
              -

            	 


    

    


    


    
      
        
        

      

      
        -26-