<PAGE>
Exhibit 10.35
PENTECOST PLAZA
AGREEMENT OF LEASE
THIS
LEASE made this 29th day of April, 2005, by and between
Landlord:
Joe D. Pentecost Trust
1651 W. Lake Lansing Avenue, Suite #200
East Lansing, Michigan 48823
(517)336-5000 fax(517) 336-5882
and Tenant:
Mercantile Bank of West Michigan
5650 Byron Center Avenue, SW
Wyoming, MI 49519
(616) 406-3780 fax(616) 406-3737
ARTICLE 1. NONSTANDARD PROVISIONS
The following entries constitute the nonstandard provisions of the
Lease and
referred to elsewhere herein:
(a) Premises: 1651 W. Lake Lansing Road, Suite #300, East Lansing,
MI 48823
(b) Leased Premises: A portion of the first floor of the Premises
consisting of
approximately 7714 sq ft as described in Exhibit A. Tenant's
pro-rata share of
the Premises is 66.95% ("Tenant's Pro-Rata Share")
(c) The term of this Lease shall be 24 months and shall commence on
the 15th day
of June 2005, and end on the 15th day of June 2007.
(d) Monthly Rental is due on the 1st day of each month in advance
in the amount
of Nine Thousand Three Hundred and Twenty One Dollars and xx/100
($9321.00).
Rent for said term is the sum of Two Hundred Twenty Three Thousand
Seven Hundred
Four Dollars and xx/100 ($223,704.00). In addition to the monthly
rental, upon
execution of this Lease, Tenant shall pay to Landlord a one time
fee of $15,000
(which fee will not be payable upon any extension of this Lease as
described
below).
(e) Use of premises by Tenant: OFFICE AND BANK BRANCH
(f) Security Deposit: Five Thousand Dollars and xx/100
($5000.00)
(g) This Lease, together with Exhibits A (Site Plan and legal
description), B
(Rules and Regulations), C (Signage), and D (floor plan) referred
to herein,
embodies the entire agreement between the parties.
(h) Tenant shall have the option to extend the term of this lease
for Two (2)
additional Three (3) year periods by providing written notice via
certified
mail, return receipt requested to Landlord of the exercise of each
such option
not less than six (6) months prior to the expiration of the current
or extended
term of this Lease. Each extension shall be upon the same terms and
conditions
as this lease; provided that the
Page 1
<PAGE>
monthly rental for the first option term shall be $9,881 and the
monthly rental
for the second option term shall be $10,474.
(i) The provisions of this section (i) shall govern notwithstanding
anything to
the contrary contained in this Lease. The Landlord shall not have
access to the
Premises unless supervised by representatives of Tenant, except in
case of
emergency to save property or life or Tenant unreasonably fails to
provide
supervision (after reasonable notice) for any access granted to
Landlord under
the terms hereof. Landlord shall have no access to Tenant's
Confidential
Information (as defined below). In the event Landlord obtains any
Confidential
Information, all such Confidential Information shall be immediately
returned to
Tenant and held in confidence by Landlord to the same extent and
using at least
the same degree of care as Landlord uses to protect its own
confidential or
proprietary information, but in no event less than reasonable care.
Landlord
shall not disclose, publish, release, transfer or otherwise make
available
Confidential Information in any form to, or for the use or benefit
of, any other
person or entity. "Confidential Information" shall mean all
confidential or
proprietary information of Tenant, including trade secrets and
documentation,
and all "nonpublic personal information" as such term is defined
under Title V
of the Gramm-Leach-Bliley Act of 1999 (Public Law 106-102, 113
Stat. 1138), as
it may be amended from time to time, the regulations promulgated
thereunder or
other applicable law.
(j) Notwithstanding anything in this Lease to the contrary,
Landlord covenants
and agrees that during the term of this Lease and any extension:
(i) no part of
the Premises occupied by any other person shall be used as a site
for the
operation of a bank, mortgage company, or other financial
institution and (ii)
no banking, mortgage, or other financial services shall be provided
from any
part of the Premises not occupied by Tenant including, without
limitation, the
providing of services through automated teller machine(s) or cash
dissemination
machine(s); provided, however, the following activities and
operations shall be
permitted: stockbroker, brokerage houses, insurance agency,
financial planner,
investment advisor, realtor or law practice (the "Restrictive
Covenant"). In the
event of a violation or breach of the Restrictive Covenant, Tenant,
shall have
the right to proceed at law or in equity to compel compliance with
the
Restrictive Covenant or to prevent its violation or breach and the
fee title
owner of the Premises at the time of such violation/breach shall
reimburse
Tenant for all costs, including reasonable attorneys fees, incurred
in enforcing
the Restrictive Covenant. No failure of Tenant to enforce its
rights hereunder
shall be construed to constitute a waiver thereof.
ARTICLE 2. PREMISES
Landlord, in consideration of the rent to be paid and the covenants
to be
performed by Tenant, does hereby demise and lease unto Tenant and
Tenant hereby
rents from Landlord, those certain premises, which is shown and
legally
described on the site plan marked Exhibit A attached hereto and
made a part
hereof, such leased premises being cross-hatched on Exhibit D
(floor plan). The
leased premises extend to the exterior face of the exterior walls
and the
centerline of the demising walls separating the leased premises
from the
premises of other tenants.
Tenant has examined the leased premises and knowingly accepts the
present
condition of same, and acknowledges that such condition is
satisfactory for its
purposes.
ARTICLE 3. TERM
The
term of the Lease shall be as set forth in Article 1(c).
ARTICLE 4. RENT
Tenant shall pay the Landlord the monthly rental which is set forth
in
Article l(d) in advance on the first day of each calendar month
during said
term, made payable and addressed to Landlord as set forth on page 1
of this
Lease, or such other place as Landlord may from time to time
designate in
writing. The
2
<PAGE>
installment of rent payable for any portion, less than all, of a
calendar month
shall be a pro-rata portion of the installment payable for a full
calendar
month.
ARTICLE 5. REAL ESTATE AND PERSONAL PROPERTY TAXES
Tenant shall annually pay (within 30 days after invoice) Tenant's
Pro-Rata
Share (as set forth in section l(b) above) of real estate taxes and
assessments
assessed against the Premises prorated to cover the term of this
Lease. Tenant
to pay all personal property taxes on fixtures, equipment,
inventory, etc. owned
or leased by tenant.
ARTICLE 6. USE OF PREMISES AND OPERATION OF BUSINESS
Tenant agrees that the leased premises shall be used and occupied
by Tenant
or anyone claiming under Tenant only for the purpose specified as
the use
thereof in Section l(e) and for no other purpose or purposes
without the prior
written consent of Landlord.
Tenant agrees to comply
promptly with all laws, ordinances, orders, and
regulations affecting the leased premises and the cleanliness,
safety,
operation, and use thereof. Tenant also agrees to comply with the
reasonable
recommendations of an insurance company, inspection bureau or
similar agency
selected by Landlord with respect to the leased premises.
Tenant agrees not to:
(A) Permit any unlawful or immoral practice to be carried on or
committed on the
leased premises.
(B) Make any use of or allow the leased premises to be used in any
manner or for
any purpose that might invalidate or increase the rate of
Landlord's insurance
thereof, except that Tenant may use the Premises for the purposes
described in
section 1(e).
(C) Keep or use or permit to be kept or used on said leased
premises any
inflammable fluids or explosives without in each instance obtaining
the prior
written approval of Landlord.
(D) No waste, nuisance, or damage shall be committed upon or to the
demised
premises.
ARTICLE 7. COMMON AREAS
Landlord agrees to cause to be operated, managed, and maintained in
good
and clean working order during the term of this Lease all common
areas, parking
areas, roads, sidewalks, landscaping, drainage, and common area
lighting
facilities related to the Premises.
The
manner in which such areas and facilities shall be maintained
and
operated and the expenditures therefor by Landlord shall be
commercially
reasonable and the use of such areas and facilities shall be
subject to such
reasonable regulations as Landlord shall make from time to time.
Tenant shall
pay Tenant's Pro-Rata Share (as set forth in section l(b) above) of
all common
area expenses.
Landlord hereby grants to Tenant and Tenant's customers and
invitees the
right to use, subject to the conditions hereinafter stated, the
common areas in
the Premises. The use of the common areas by Tenant and Tenant's
customers and
invitees shall be subject to the rights of Landlord under the terms
of this
Lease and shall be used by Tenant, its agents, employees,
customers, and
invitees in common with agents, employees, customers, and invitees
of Landlord,
the other owners, occupants, and tenants from time to time in the
Premises.
Tenant shall make no use of the common areas which shall interfere
in any way
with the use of the common areas by others or with the business of
any other
Tenant or with the Landlord. The use of all common areas shall be
subject to the
rules and regulations from time to time approved by Landlord.
ARTICLE 8. ALTERATIONS BY TENANT
Tenant shall not make or cause to be made any alterations,
additions, or
improvements to the leased premises or install or cause to be
installed any
exterior signs, floor covering, interior or exterior lighting,
plumbing
fixtures, shades, canopies or awnings, or make any changes to the
leased
premises
3
<PAGE>
without the prior written approval of Landlord, which approval
shall not be
unreasonably withheld. Tenant shall present to the Landlord plans
and
specifications for such work at the time approval is sought.
All
alterations, decorations, additions, and improvements made by
Tenant
shall be deemed to have been attached to the leasehold and to have
become the
property of Landlord upon such attachment and upon expiration of
this Lease or
any renewal term thereof. The Tenant shall not remove any of such
alterations,
decorations, additions, and improvements except trade fixtures
installed by
Tenant (including safes, surveillance equipment and similar
fixtures) and
personal property of Tenant (hereinafter referred to as "Tenant's
Property").
Landlord, at the expiration of the term, may elect to require
Tenant to remove
all or any part of Tenant's Property and/or the alterations made by
Tenant, and,
in such event, such removal shall be done at Tenant's cost and
expense, and
Tenant shall, at its cost and expense, repair any damage to the
leased premises
or the building caused by such removal, provided that Landlord may
remove such
Tenants Property and/or alterations, and Tenant shall pay to
Landlord,
Landlord's cost of removal within ten (10) days after the receipt
of a bill
therefor. In the event Landlord does not so elect and Tenant
vacates the leased
premises without so removing Tenant's Property, such Tenant's
Property and/or
alterations, shall become Landlord's property.
ARTICLE 9. ALTERATIONS BY LANDLORD
Landlord reserves the right at any time to make alterations,
modifications,
reductions, expansions, or additions to, any portion of the
Premises (other than
the leased premises), provided that such actions do not interfere
with Tenant's
business or impair the value of the leased premises.
ARTICLE 10. MAINTENANCE OF PREMISES
Landlord shall, at its expense, keep, maintain and repair the
Premises
(other than interior leased premises), including all mechanical
systems,
structural components and roof, in good working order and repair at
all times
and shall make all necessary replacements of such systems,
components and roof.
Lessee is responsible for nonstructural repairs and maintenance
replacements on
Lessee's premises. Tenant shall replace all light bulbs and
janitorial supplies
in the leased premises.
Tenant shall keep and maintain the interior leased premises in a
clean,
sanitary, and safe condition in accordance with the laws of the
State of
Michigan and in accordance with all directions, rules, and
regulations of the
health officer, fire marshal, building inspector, or other proper
officials of
the governmental agencies having jurisdiction, at the sole cost and
expense of
Tenant, and Tenant shall comply with all requirements of law,
ordinance and
otherwise, affecting said interior leased premises. If Tenant
refuses or
neglects to commence and to complete repairs promptly and
adequately, Landlord
may, but shall not be required to do so, make and complete said
repairs, and
Tenant shall pay the cost thereof to Landlord upon demand. At the
time of the
expiration of the tenancy created herein, Tenant shall surrender
the leased
premises in good condition, reasonable wear and tear, loss by fire
or other
unavoidable casualty excepted.
ARTICLE 11. INSURANCE AND INDEMNITY
Tenant shall, during the entire term hereof, keep in full force and
effect
a policy of public liability and property damage insurance with
respect to the
leased premises and the business operated by Tenant and any
subtenants of Tenant
in the leased premises, in which the limits of public liability
shall not be
less than Two Million ($2,000,000) Dollars per person per accident
and in which
the limit of property damage liability shall not be less than Five
Hundred
Thousand ($500,000) Dollars. Such insurance may be furnished by
Tenant under any
blanket policy carried by it or under a separate policy
therefor.
Landlord agrees, during the term hereof, to carry insurance against
fire,
vandalism, malicious mischief, and such other perils as are from
time to time
included in a standard extended coverage endorsement and, at
Landlord's option,
special extended coverage endorsements insuring the improvements to
the Premises
in an amount determined solely by Landlord but not less than One
Hundred (100%)
Percent of the full replacement cost, if available. Tenant will pay
Tenant's
Pro-Rata Share (as set forth in section
4
<PAGE>
or responsibility for any direct or consequential loss, injury, or
damage to the
premises or its contents, caused by fire or any other casualty,
during the term
of this Lease, even if such fire or other casualty may have been
caused by the
negligence (but not willful act) of the other party or one for whom
such party
may be responsible. Inasmuch as the above mutual waivers will
preclude the
assignment of any aforesaid claim by way of subrogation (or
otherwise) to an
insurance company (or any other person), each party hereto agrees,
if required
by said policies, to give to each insurance company which has
issued to it fire
and other property insurance, written notice of the terms of said
mutual waivers
and to have said insurance policies properly endorsed, if
necessary, to prevent
the invalidation of said insurance coverage by reason of said
waivers.
ARTICLE 12. UTILITIES
Tenant will be responsible for Tenant's Pro-Rata Share (as set
forth in
section l(b) above) of all charges for water, sewer, and trash
removal,
furnished to the Premises. Tenant shall be responsible for all
charges for
electricity, gas, telephone and janitorial services provided
directly to (or
metered to) the leased premises.
ARTICLE 13. ATTORNMENT AND SUBORDINATION
At
any time and from time to time, Tenant agrees, within ten (10)
days
after request in writing from Landlord, to execute and deliver to
Landlord, for
the benefit of such persons as Landlord names in such request, a
statement in
writing and in form and substance satisfactory to Landlord
certifying to the
following information as Landlord shall request:
(A) This Lease constitutes the entire agreement between Landlord
and Tenant and
is unmodified and that this lease is in full force and effect (or
if there have
been modifications, that the same is in full force and effect as
modified and
stating the modifications);
(B) The amount of and dates to which the rent and other charges
hereunder have
been paid and the amount of any security deposited with
Landlord;
(C) The leased premises have been renovated on or before the date
of such letter
and that all conditions precedent to the Lease taking effect have
been carried
out;
(D) The tenant has accepted possession, that the lease term has
commenced, that
Tenant is occupying the leased premises and that Tenant knows of no
default
under the Lease by the Landlord, and that there are no defaults or
offsets which
Tenant has against enforcement of this Lease by Landlord (or, if in
default, the
nature thereof in detail);
(E) The actual Commencement Date of the Lease and Expiration Date
of the Lease;
and,
(F) The Tenant's business located in the leased premises is open
and operating,
provided all of the foregoing facts are true and ascertainable.
ARTICLE 14. OWNERSHIP, ASSIGNMENT, AND SUBLETTING
Tenant shall not transfer, assign, sublet, mortgage, enter into a
license
or concession agreement or hypothecate this Lease or Tenant's
interest in and to
the leased premises, or permit any transfer of Tenant's interest
cr