EXHIBIT 10.9
REAL ESTATE LEASE
This Lease Agreement (this "Lease") is made effective as of September 1, 2004,
by and between Robert H. "Bunny" Adcock, Jr. Blind Trust Agreement dtd 6/4/03,
Matt Barnhardt Trustee, ("Landlord"), and First State Bank, ("Tenant"). The
parties agree as follows:
PREMISES. Landlord, in consideration of the lease payments provided in this
Lease, leases to Tenant Office building (the "Premises") located at 715
Chestnut, Conway, Arkansas 72032.
TERM. The lease term will begin on September 1, 2004 and will terminate on
August 30, 2006.
HOLDOVER. If Tenant maintains possession of the Premises for any period after
the termination of this Lease ("Holdover Period"), Tenant shall pay to Landlord
a lease payment for the Holdover Period based on the terms of the following
Lease Payments paragraph. Such holdover shall constitute a month-to-month
extension of this Lease.
LEASE PAYMENTS. Tenant shall pay to Landlord monthly payments of $ 1,200.00 per
month, payable in advance on the first day of each month, for a total annual
lease payment of $ 14,400.00. Lease payments shall be made to the Landlord at
1321 Oak Street, Conway, Arkansas 72032, as may be changed from time to time by
Landlord.
POSSESSION. Tenant shall be entitled to possession on the first day of the term
of this Lease, and shall yield possession to Landlord on the last day of the
term of this Lease, unless otherwise agreed by both parties in writing.
USE OF PREMISES. Tenant may use the Premises only. The premises may be used for
banking purposes. The Premises may be used for any other purpose only with the
prior written consent of Landlord, which shall not be unreasonably withheld.
Tenant shall notify Landlord of any anticipated extended absence from the
Premises not later than the first day of the extended absence.
REMODELING OR STRUCTURAL IMPROVEMENTS. Tenant shall have the obligation to
conduct any construction or remodeling (at Tenant's expense) that may be
required to use the Premises as specified above. Tenant may also construct such
fixtures on the Premises (at Tenant's expense) that appropriately facilitate its
use for such purposes. Such construction shall be undertaken and such fixtures
may be erected only with the prior written consent of the Landlord which shall
not be unreasonably withheld. At the end of the lease term, Tenant shall be
entitled to remove (or at the request of Landlord shall remove) such fixtures,
and shall restore the Premises to substantially the same condition of the
Premises at the commencement of this Lease.
ACCESS BY LANDLORD TO PREMISES. Subject to Tenant's consent (which shall not be
unreasonably withheld), Landlord shall have the right to enter the Premises to
make inspections, provide necessary services, or show the unit to prospective
buyers, mortgagees, tenants or
workers. As provided by law, in the case of an emergency, Landlord may enter the
Premises without Tenant's consent.
UTILITIES AND SERVICES. Tenant shall be responsible for all utilities and
services in connection with the Premises.
PROPERTY INSURANCE. Landlord and Tenant shall each be responsible to maintain
appropriate insurance for their respective interests in the Premises and
property located on the Premises.
INDEMNITY REGARDING USE OF PREMISES. Tenant agrees to indemnify, hold harmless,
and defend Landlord from and against any and all losses, claims, liabilities,
and expenses, including reasonable attorney fees, if any, which Landlord may
suffer or incur in connection with Tenant's use or misuse of the Premises.
DANGEROUS MATERIALS. Tenant shall not keep or have on the Premises any article
or thing of a dangerous, inflammable, or explosive character that might
substantially increase the danger of fire on the Premises, or that might be
considered hazardous by a responsible insurance company, unless the prior
written consent of Landlord is obtained and proof of adequate insurance
protection is provided by Tenant to Landlord.
TAXES. Taxes attributable to the Premises or the use of the Premises shall be
allocated as follows:
Real Estate Taxes. Landlord shall pay all real estate taxes and assessments
for the Premises.
DEFAULTS. Tenant shall be in default of this Lease, if Tenant fails to fulfill
any lease obligation or term by which Tenant is bound. Subject to any governing
provisions of law to the contrary, if Tenant fails to cure any financial
obligation within 30 days (or any other obligation within 30 days) after written
notice of such default is provided by Landlord to Tenant, Landlord may take
possession of the Premises without further notice, and without prejudicing
Landlord's rights to damages. In the alternative, Landlord may elect to cure any
default and the cost of such action shall be added to Tenant's financial
obligations under this Lease. Tenant shall pay all costs, damages, and expenses
suffered by Landlord by reason of Tenant's defaults. All sums of money or
charges required to be paid by Tenant under this Lease shall be additional rent,
whether or not such sums or charges are designated as "additional rent".
ASSIGNABILITY/SUBLETTING. Tenant may not assign or sublease any interest in the
Premises, nor effect a change in the majority ownership of the Tenant (from the
ownership existing at the inception of this lease), without the prior written
consent of Landlord, which shall not be unreasonably withheld.
NOTICE. Notices under this Lease shall not be deemed valid unless given or
served in writing and forwarded by mail, postage prepaid, addressed as follows:
LANDLORD:
Name: Robert H. "Bunny" Adcock, Jr. Blind Trust Agreement dtd 6/4/03, Matt
Barnhardt Trustee
Address: 1321 Oak
Conway, Arkansas
72032
TENANT:
Name: First State Bank
Address: P.O. Box 966
Conway, Arkansas
72033
Such addresses may be changed from time to time by either party by providing
notice as set forth above.
ENTIRE AGREEMENT/AMENDMENT. This Lease Agreement contains the entire agreement
of the parties and there are no other promises or conditions in any other
agreement whether oral or written. This Lease may be modified or amended in
writing, if the writing is signed by the party obligated under the amendment.
SEVERABILITY. If any portion of this Lease shall be held to be invalid or
unenforceable for any reason, the remaining provisions shall continue to be
valid and enforceable. If a court finds that any provision of this Lease is
invalid or unenforceable, but that by limiting such provision, it would become
valid and enforceable, then such provision shall be deemed to be written,
construed, and enforced as so limited.
WAIVER. The failure of either party to enforce any provisions of this Lease
shall not be construed as a waiver or limitation of that party's right to
subsequently enforce and compel strict compliance with every provision of this
Lease.
CUMULATIVE RIGHTS. The rights of the parties under this Lease are cumulative,
and shall not be construed as exclusive unless otherwise required by law.
GOVERNING LAW. This Lease shall be construed in accordance with the laws of the
State of Arkansas.
LANDLORD:
Robert H. "Bunny" Adcock, Jr. Blind Trust Agreement dtd 6/4/03, Matt Barnhardt
Trustee
/s/ Matt Barnhardt Trustee
- -------------------------------------
Robert H. "Bunny" Adcock, Jr. Blind Trust Agreement Dtd 6/4/03, Matt Barnhardt
Trustee
TENANT:
First State Bank
/s/ Illegible
- -------------------------------------
First State Bank
President & CEO