STANDARD RETAIL LEASE

Exhibit 10.2

STANDARD RETAIL LEASE

BETWEEN

Pacific Solana Beach Holdings, LP

AS LANDLORD

AND

Landmark National Bank

(a proposed national bank)

AS TENANT

TABLE OF CONTENTS

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STANDARD RETAIL LEASE

Lomas Santa Fe Plaza

This Standard Retail Lease (“Lease”) is made, for reference purposes only, this 16th day of August, 2001, between Pacific Solana Beach Holdings, LP, a California limited partnership (“Landlord”), and Landmark National Bank (a proposed national bank) (“Tenant”), who agree as follows:

1.  Agreement to Let. Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, upon all the terms, provisions, and conditions contained in this Agreement, those certain premises described in Paragraph 2.2, below (the “Premises”), consisting of a portion of that certain building described in paragraph 2.1.1 below (the “Building”), which is a part of the Project (as defined in Paragraph 2.1, below), along with the non-exclusive right to use, in common with Landlord, Landlord’s invitees and licensees, and the other users of space within the Project, those portions of the Project intended for use by the tenants of the Project in common including, without limitation, the landscaped areas, passageways, walkways, hallways, parking areas, and driveways (the “Common Areas”). This Lease confers no rights, however, to the roof, exterior walls, or utility raceways of the Building nor rights to any other building (if any) in the Project, nor with regard to either the subsurface of the land below the ground level of the Project, or with regard to the air space above the ceiling of the Premises; provided, however, that Tenant shall have the limited right to access systems and equipment exclusively serving the Premises (for which Tenant has maintenance and repair responsibilities pursuant to Paragraph 10.1 below) that may be located on the roof, in exterior or demising walls, in utility raceways, airspaces or in any other portion of the Building or Project for the sole purpose of maintaining, repairing and replacing the same.

2.  Principal Lease Provisions. The following are the Principal Lease Provisions of this Lease. Other portions of this Lease explain and define the Principal Lease Provisions in more detail and should be read in conjunction with this Paragraph. In the event of any conflict between the Principal Lease Provisions and the other portions of this Lease, the Principal Lease Provisions shall control. (Terms shown in quotations are defined terms used elsewhere in this Lease)

2.1.  “Project”: 905-993 Lomas Santa Fe Plaza, Solana Beach, CA 92075 (see Exhibit “A”)

2.1.1.  “Building”: 905, 909 & 937 Lomas Santa Fe Drive, Solana Beach, CA 92075 (see Exhibit “A”)

2.2.  “Premises”: 937 Lomas Santa Fe Drive, Suites A, B and C, Solana Beach, CA 92075 (see Exhibit “B”)

2.3.  Leasable Area of the Premises: Approximately 5,543 square feet (subject to adjustment based upon field verification of the Premises following occupancy by Tenant).

2.4.  “Initial Lease Term”: Ten (10) Years and Zero (0) Months

2.4.1.  “Lease Commencement Date”: September 1, 2001

2.4.2.  “Initial Expiration Date”: August 31, 2011 (or such other date as determined pursuant to Addendum No.1, Paragraph 5)

2.4.3.  Extension Rights: Yes x  No o (subject to the terms and conditions of the attached Addendum No.1)

2.5.  “Anchor Tenants” in the Project: Vons, Ross Store, We-R-Fabrics and Blockbuster Videos are designated as Anchor Tenants in the Project as of the Lease Commencement Date of this Lease, along with such other tenants in the Project as may be so designated by Landlord from time to time.

2.6.  “Basic Monthly Rent”: Upon the Rent Commencement Date, the Basic Monthly Rent, shall be $14,688.95 (subject to adjustment as provided in attached Addendum No. 1). Basic Monthly Rent, as it is adjusted from time to time, shall always be due on or before the first day of each month on and after the Rent Commencement Date.

2.6.1.  “Rent Commencement Date”: September 1, 2001.

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2.7.  “Security Deposit”: $14,688.95. Tenant’s Security Deposit does not constitute last month’s rent. Last month’s rent must be separately paid by Tenant on or before the first day of the last month of the Lease Term. Notwithstanding the above, the Security Deposit shall be applied to the rent owing for the thirty-seventh month after the Rent Commencement Date provided Tenant is not then in default under this Lease and Tenant’s Net Worth has not, at any time during the Lease Term, declined below the level of eighty percent (80%) of its Net Worth at the Lease Commencement Date.

2.8.  “Percentage Rent”: Yes o  No x; if Yes, “Sales Percentage”

(If yes, see Addendum No.1)

2.9.  Guarantor: None (subject to the terms and conditions of the attached Addendum No. 2, if so provided).