Exhibit 10.20
SUBLEASE
1. PARTIES
This Sublease is entered into by and between FEATHER RIVER STATE
BANK, A CALIFORNIA CORPORATION, Sublessor, and RURAL COMMUNITY INSURANCE
AGENCY, A MINNESOTA CORPORATION, Sublessee, as a Sublease under the Master
Lease dated SEPTEMBER 11, 1999, entered into by MCJ INVESTMENTS as lessor,
and Sublessor under Sublease as Lessee; a copy of the Master Lease is
attached hereto as Exhibit "A".
2. PROVISIONS CONSTITUTING SUBLEASE
(a) This Sublease is subject to all of the terms and conditions of
the Master Lease in Exhibit"A" and Sublessee shall assume and perform the
obligations of Sublessor and Lessee in said Master Lease, to the extent said
terms and conditions are applicable to the Premises subleased pursuant to
this Sublease. Sublessee shall not commit or permit to be committed on the
Premises any act or omission which shall violate any term or condition of the
Master Lease. In the event of the termination of Sublessor's Interest as
Lessee under the Master Lease for any reason, then this Sublease shall
terminate coincidentally therewith without any liability of Sublessor to
Sublessee.
(b) All of the terms and conditions contained in the Exhibit "A"
Master Lease are incorporated herein as terms and conditions of this Sublease
(with each reference therein to Lessor and Lessee to be deemed to refer to
Sublessor and Sublessee) shall be the complete terms and conditions of this
Sublease.
(c) Sublessee shall receive two (2) months of rent credit, months 2,3
(d) Sublessee shall pay the first months rent equal to $4,176.20
upon execution of the sublease.
(e) Sublessee shall pay a Security Deposit to Sublessor of $4,593.82
upon
execution of the sublease.
(f) Exhibit "A2" attached hereto and apart of this Sublease
Agreement Sublessor will not exercise their right to cancel this lease so
long as the Sublessee is not in default of the Sublease or the Master Lease.
3. PREMISES
Sublessor leases to Sublessee and Sublessee hires from Sublessor the
following described Premises together with the appurtenances, situated at
0000 X. Xxxxx Xxxxx 000 in the City of Fresno, County of Fresno, State of
California.
4. TERM
(a) The term of this Sublease shall be for a period of 59 MONTHS
commencing on JANUARY 1, 2000, and ending on November 30, 2004.
(b) In the event Sublessor is unable to deliver possession of the
Premises at the commencement of the term, Sublessor shall not be liable for
any damage caused thereby, nor shall this Sublease be void or voidable but
Sublessee shall not be liable for rent until such time as Sublessor offers to
deliver possession of the Premises to Sublessee, but the term hereof shall
not be extended by such delay. If Sublessee, with Sublessor's consent, takes
possession prior to the commencement of the term, Sublessee shall do so
subject to all of the covenants and conditions hereof and shall pay no base
rent until the commencement of the term begins.
5. USE
Sublessee shall use the Premises for GENERAL OFFICES and for no
other purpose without the prior written consent of Sublessor. Sublessee's
business shall be established and conducted throughout the term hereof in a
first class manner. Sublessee shall not use the Premises for, or carry on, or
permit to be carried on, any offensive, noisy or dangerous trade, business,
manufacture or occupation nor permit any auction sale to be held or conducted
on or about the Premises. Sublessee shall not do or suffer anything to be
done upon the Premises which will cause structural injury to the Premises or
the building of which, the Premises form a part. The Premises shall not be
overloaded and no machinery, apparatus or other appliance shall be used or
operated in or upon the Premises which will in any manner injure, vibrate or
shake the Premises or the building of which it is a part. No use shall be
made of the Premises which will in any way impair the efficient operation of
the sprinkler system (if any) within the building containing the Premises.
Sublessee shall not leave the Premises unoccupied or vacant during the term.
No musical instrument of any sort, or any noise making device will be
operated or allowed upon the Premises for the purpose of attracting trade or
otherwise. Sublessee shall not use or permit the use of the Premises or any
part thereof for any purpose which will increase the existing rate of
insurance upon the building in which the Premises are located, or cause a
cancellation of any insurance policy covering the building or any part
thereof. If any act on the part of Sublessee or use of the Premises by
Sublessee shall cause, directly or indirectly, any increase of Sublessor's
insurance expense, said additional expense shall be paid by Sublessee to
Sublessor upon demand. No such payment by Sublessee shall limit Sublessor in
the exercise of any other rights or remedies, or constitute a waiver of
Sublessor's right to require Sublessee to discontinue such act or use.
6. NOTICES
All notices or demands of any kind required or desired to be
given by Sublessor or Sublessee hereunder shall be in writing and shall be
deemed delivered forty-eight (48) hours after depositing the notice or demand
in the United States mail, certified or registered, postage prepaid,
addressed to the Landlord or Tenant respectively at the addresses set forth
after their signatures at the end of this Sublease. All rent and other
payments due under this Sublease or the Master Lease shall be made by
Sublessee to Landlord at the same address.
DATED: _________________, 19_____
SUBLESSOR: FEATHER RIVER STATE BANK SUBLESSEE: RURAL COMMUNITY INSURANCE
AGENCY, A MINNESOTA
CORPORATION
By: By
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Xxx Xxxxxxxxx
Chief Financial Officer
Address P.O. Box 929002 Address 0000 Xxxxxxxx Xxxxxx
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City: Xxxx Xxxx Xxxxx: XX ,00000 City: Anika State: MN 55303
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Telephone (000) 000-0000 Telephone (000) 000-0000
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The undersigned, Lessor under the Master Lease attached as Exhibit"A", hereby
consents to the subletting of the Premises described herein on the terms and
conditions contained in this Sublease. This consent shall apply only to this
Sublease and shall not be deemed to be a consent to any other Sublease.
DATED: , 19
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LESSOR: MCJ Investments
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By
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Xxxxxxx Xxxxxxxx
Address 0000 X. Xxxxx
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Xxxx Xxxxxx Xxxxx XX
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Telephone (000) 000-0000
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EXHIBIT "A2"
The purpose of this Exhibit is to supplement, modify, and clarify,
as applicable, the terms and provisions of the Sublease to which it is
attached. Capitalized terms or terms otherwise defined in the Sublease shall
have the same meaning as in the Master Lease unless otherwise specified
herein. The Sublease and this Exhibit are to be construed together; however,
if there is a conflict between the two, then this Exhibit shall govern.
1. CONSENT OF LANDLORD. This Sublease shall not be effective until Landlord
has signed and delivered to Sublessor and Sublessee its Consent to Sublease.
Consent to Sublease is deemed approved upon Landlord's signature on the
Sublease Agreement.
2. EFFECT OF SUBLEASE AND LANDLORD'S CONSENT. Notwithstanding this Sublease
and any consent of Landlord to this Sublease:
a) Such consent to this Sublease will not release Sublessor of its
obligations or alter the primary liability of Sublessor to pay the rent and
perform and comply with all of the obligations of Sublessor to be performed
under the Master Lease;
b) The acceptance of rent or any other sums by Landlord from Sublessee
and/or anyone else liable under the Sublease shall not be deemed a waiver by
Landlord of any provisions of the Master Lease;
c) Landlord's consent to this Sublease shall not constitute a consent to
any subsequent subletting or assignment;
d) In the event of any default of Sublessor under the Master Lease,
Landlord may proceed directly against Sublessor or anyone else liable under
the Master Lease without first exhausting Landlord's remedies against any
other person or entity liable thereon to Landlord;
e) Landlord does not agree to attorn to Sublessee upon a termination of
the Master Lease. In the event Landlord succeeds to Sublessor's interest
under the Master Lease, whether as a result of a default under the Master
Lease and in termination thereof or otherwise, then Landlord, at its option
and without being obligated to do so, may require Sublessee to attorn to
Landlord. In such event (but not otherwise) Landlord shall undertake the
obligations of Sublessor under this Sublease from the time of the exercise of
said option to terminate this Sublease but Landlord shall not be liable for
any prepaid rents or any security deposit paid by Sublessee, nor shall
Landlord be liable for any other defaults of Sublessor under this Sublease.
In the event of termination of the Master Lease and if Landlord does not
require Sublessee to attorn to Landlord, Sublessee shall have no
further right to possession of the Premises; and
f) No amendments, changes or modifications shall be made to this
Sublease without prior written consent of Landlord.
SUBLESSOR: SUBLESSEE:
FEATHER RIVER STATE BANK RURAL COMMUNITY INSURANCE AGENCY,
A MINNESOTA CORPORATION
By: By:
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Xxx Xxxxxxxxx
Chief Financial Officer
Dated Dated
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LESSOR:
MCJ INVESTMENTS
By
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Xxxxxxx Xxxxxxxx
