The Premises Landlord hereby leases to Tenant and Tenant hereby leases from Landlord the premises set forth in Section 2.2 of the Summary (the “Premises”). The outline of the Premises is set forth in Exhibit A attached hereto. The outline of the “Building” and the “Project,” as those terms are defined in Section 1.1.2 below, are further depicted on the Site Plan attached hereto as Exhibit A. The parties hereto agree that the lease of the Premises is upon and subject to the terms, covenants and conditions herein set forth, and Tenant covenants as a material part of the consideration for this Lease to keep and perform each and all of such terms, covenants and conditions by it to be kept and performed. The parties hereto hereby acknowledge that the purpose of Exhibit A is to show the approximate location of the Premises only, and such Exhibit is not meant to constitute an agreement, representation or warranty as to the construction of the Premises, the precise area thereof or the specific location of the “Common Areas,” as that term is defined in Section 1.1.3, below, or the elements thereof or of the accessways to the Premises or the “Project,” as that term is defined in Section 1.1.2, below, and that the square footage of the Premises shall be as set forth in Section 2.1 of the Summary of Basic Lease Information. Except as specifically set forth in this Lease, Landlord shall not be obligated to provide or pay for any improvement work or services related to the improvement of the Premises. Tenant also acknowledges that neither Landlord nor any agent of Landlord has made any representation or warranty regarding the condition of the Premises, the Building or the Project or with respect to the suitability of any of the foregoing for the conduct of Tenant’s business, except as specifically set forth in this Lease. For purposes of Section 1938 of the California Civil Code, Landlord hereby discloses to Tenant, and Tenant hereby acknowledges, that the Building and Premises have not undergone inspection by a Certified Access Specialist (CASp). Landlord shall deliver the Premises to Tenant in good, vacant, broom clean condition and otherwise in the same condition as of the date of this Lease, in compliance with all laws, with the roof water-tight and shall cause the plumbing, electrical systems, fire sprinkler system, lighting, and all other building systems serving the Premises in good operating condition and repair on or before the Lease Commencement Date, or such earlier date as Landlord and Tenant mutually agree. Provided Tenant continues to utilize existing entrances for required means of egress from the Building, Landlord will be responsible for making modifications to the exterior of the Building, the existing Building entrances, and all exterior Common Areas (including required striping and handicapped spaces in the parking areas) as required to cause such areas to be in compliance with ADA and parking requirements, to the extent required to allow the legal occupancy of the Premises or completion of any proposed Alterations by Tenant. If changes to the existing Building entrances, or any exterior Common Areas (including required striping and handicapped spaces in the parking areas) are required by applicable laws based on Tenant making changes to the exiting configuration of the Building as of the date of this Lease, then Landlord and Tenant shall each bear fifty percent (50%) of such costs.
Premises Pursuant to the Master Lease specified below, Manager shall provide GROUP with adequate administrative office space at the addresses described therein (the “Premises”) and Group shall retain all of its remaining facilities for the operation of the Practice with leasehold improvements, auxiliary services and utilities in order that GROUP may effectively perform its functions and duties. In consideration of the sums to be paid to Manager under the terms of this Agreement, Manager hereby leases to GROUP during the term of this Agreement the furniture, fixtures and equipment (the “FF&E”) listed on Exhibit “B” attached hereto and incorporated herein by this reference, under the following terms and conditions:
1.1. Manager is the lessee under certain leases for the Premises (hereinafter collectively referred to as the “Master Lease”) copies of which are attached hereto as Exhibit “A” and incorporated herein by this reference. GROUP hereby acknowledges that the Premises described in the Master Lease are suitable for the administrative office of the Practice. Based and contingent upon GROUP’s promise to timely pay all amounts due under this Agreement, Manager hereby agrees to sublease the leased Premises to GROUP upon the following terms and conditions:
1.1.1. This sublease between Manager and GROUP of the Premises shall be subject to all of the terms and conditions of the Master Lease. In the event of the termination of Manager’s interest as lessee under the Master Lease for any reason, then the sublease created hereby shall simultaneously terminate unless GROUP is willing to assume the obligations under the Master Lease and the Lessor consents thereto.
1.1.2. All of the terms and conditions contained in the Master Lease are incorporated herein as terms and conditions of the sublease (with each reference therein to “Lessor” and “Lessee,” to be deemed to refer to Manager and GROUP, respectively) and, along with the provisions of this Section and Exhibit “A,” shall be the complete terms and conditions of the sublease created hereby.
1.1.3. Notwithstanding the foregoing, as between Manager and GROUP, Manager shall remain responsible for meeting the financial obligations of “Lessee” under the Master Lease, and GROUP shall have no monetary obligation in that regard. In addition, as between Manager and GROUP, Manager shall retain all rights to exercise any options to purchase the Premises, or other similar rights of ownership or possession, which may be granted under the Master Lease, and GROUP shall have no rights in that regard.
1.1.4. In the event this Agreement is terminated according to its terms, this sublease shall also terminate automatically.
1.1.5. If the Master Lease contains an option to renew the term thereof, Manager shall notify GROUP, at least thirty (30) days prior to the expiration of the time for exercising such option, of Manager’s intention to renew or not to renew such term. If Manager determines not to renew such term, Manager shall, at GROUP’s option and upon the consent of the Landlord in accordance with the terms of the Master Lease, assign the Master Lease to GROUP, including Manager’s right to renew the term thereof.
