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EXHIBIT 10.23
LEASE AGREEMENT
THIS LEASE, by and between North Bay Eye Associates, Inc., a California
Professional Corporation, Lessor, and Vista Laser Centers of the Pacific, Inc.,
a Nevada Corporation, Lessee.
IT IS HEREBY AGREED AS FOLLOWS:
1. DESCRIPTION. Lessor does hereby lease to Lessee and Lessee does
hereby lease from Lessor under the terms and conditions hereinafter set forth
the office space situated in the office building owned by Lessor located at 000
Xxxxx Xxxxx Xxx, Xxxxxxxx, Xxxxxxxxxx, and which office space is numbered Suite
15. Said office space has an area of approximately 252 square feet plus
approximately 236 square feet of common area, as measured by the building
manager. All space is particularly described as set forth in Exhibit A attached
hereto and made a part hereof.
2. TERM. The term of the within lease is for one (1) year, commencing
on the date the offices are ready for occupancy. Lease shall be automatically
renewed for additional periods of one (1) year, unless terminated. Either party
may terminate this lease without cause at any time by giving the other party at
least sixty (60) days prior written notice.
3. RENT.
A. Surgical Suite. Base rent for xxx xxxxxxxx xxxxx (Xxxxxxxxx
0, Xxxxxxx X) shall be $1.65 per square foot per month, or $267.30 per month.
B. Examination Room. Base rent for the Examination Room
(Paragraph 2, Exhibit A) shall be $1.65 per square foot per month. Rent shall be
charged monthly, pro-rated based upon the number of days the Examination Room is
used by Lessee's physicians and/or staff.
C. Common Areas. Base rent for the Common Areas (Paragraph 3,
Exhibit A) shall be $1.65 per square foot per month.. Rent shall be charged
monthly, pro-rated based upon the number of days the Common Areas are used by
Lessee's patients and/or prospective patients.
4. STAFF. Lessor's staff shall be made available to Lessee for patient
reception, telephone service, and medical/technical services. Lessee, as a
condition of this lease, agrees to reimburse Lessor for the time devoted to
Lessee activities by such staff. Reimbursement shall be based upon the actual
hourly cost to Lessor for the same activities.
5. EQUIPMENT/UTILITIES. Lessee shall pay for installation of and
monthly utility charges for all equipment specifically installed for and related
to the operation of Lessee's business.
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6. MAINTENANCE AND REPAIRS. Lessee shall be solely responsible for
repairs and maintenance originating within the inside perimeter of the Surgical
Suite portion of the leased premises. Lessor shall be responsible for such
repairs and maintenance originating elsewhere.
7. USE OF PREMISES. Lessee shall use the demised premises for only
refractive surgery services, conducted through employed or contracted personnel
duly licensed by this state, together with all ancillary services related to
refractive surgery.
8. ALTERATIONS. Lessee shall not make any alterations of said premises
without the written consent of Lessor. Any additions to or alterations of said
premises shall become at once a part of the realty and belong to Lessor at the
termination of this lease. Lessee shall keep demised premises free from any
liens arising out of any work performed, material furnished or obligations
incurred by Lessee.
9. INDEMNITY. Lessee hereby agrees to indemnify Lessor against and hold
Lessor harmless from any and all claims or demands for loss of or damage to
property or for injury or death to any person from any cause whatsoever while
in, upon or about demised premises or the sidewalks adjacent thereto during the
term of this lease or any extension thereof, provided, however, that this
covenant shall not apply to injury to person or property resulting from acts of
Lessor, its agents, or employees while in or on the leased premises. Lessee
agrees to obtain and maintain with a reputable insurance company at its sole
cost and expense, public liability insurance against property damage or personal
injury growing out of use of or occurring on or about the leased premises, with
liability limits acceptable to Lessor.
10. ENTRY AND INSPECTION. The Lessee shall permit Lessor and his agents
to enter the Leased premises at all reasonable times
11. ASSIGNMENT AND SUBLETTING. Lessee shall not assign this lease or
any interest therein and shall not sublet the premises or any part thereof or
any right or privilege appurtenant thereto, without written consent of Lessor.
Lessor has sole right to terminate this lease with thirty (30) days notice if
notified in writing of any proposed or actual sublease or sale of Vista Pacific
to another party.
12. DESTRUCTION OF PREMISES. In the event of a partial destruction of
the premises during said term, from any cause, Lessor shall forthwith repair the
same. However, based on the cost of such repairs, the availability of insurance
coverage, and the amount of time necessary to complete such repairs, this lease
may be terminated at the option of either party.
13. LAWS AND REGULATIONS. Lessee at his own cost and expenses shall
comply with all laws,. rules and orders of all federal, state and municipal
governments, or departments, which may be applicable to the leased premises and
to Lessee's staff using said premises, including professional licensure.
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14. SERVICE INTERRUPTION. Lessor shall not be liable to Lessee for
service interruption, including utility service interruption, whether occurring
by reason of earthquake, fir, flood, accident or any other reason.
15. HOLDING OVER. Any holding over after expiration of the said term
with the consent of Lessor shall be so construed to be a tenancy from month to
month at the then monthly rental, and shall otherwise be on the terms and
conditions herein specified so far as applicable.
16. SUBORDINATION. Lessee agrees that this lease shall be subordinate
to any mortgages or deed of trust in the nature of mortgages that may hereafter
be placed upon the premises.
17. COMPETITIVE COVENANT. So long as Lessee is occupying the premises
herein leased and is not in default under this lease or any renewal thereof,
Lessor covenants that no space in the suite of which the leased premises are a
part will be rented, leased, or occupied by any individual or organization
offering refractive surgery and associated services which are in competition
with Lessee.
18. SECURITY DEPOSIT. First and last month's base rent for the surgical
suite shall be payable to Lessor upon one day prior to occupancy of premises by
Lessee.
19. NOTICES. All notices to be given to Lessee by Lessor may be given
in writing personally or depositing the same in the United States Mail, postage
prepaid, and addressed to:
Xxxxx X. Xxxxx III, President
Vista Laser Centers of the Pacific, Inc.
00000 Xxxx 00xx Xxxxxx, Xxxxx 000
Xxx Xxxxxxx, XX 00000
All notices to be given to Lessor by Lessee may be given in writing personally
or depositing the same in the United States Mail, postage prepaid, and addressed
to:
Xxxx Xxxxxxx, M.D., President
North Bay Eye Associates, Inc.
000 Xxxxx Xxxxx Xxx, Xxxxx 00
Xxxxxxxx, XX 00000
IN WITNESS WHEREOF, Lessor and Lessee have executed this lease the day
and year first above written.
__________________________________ ________________________________________
NORTH BAY EYE ASSOCIATES, INC. VISTA LASER CENTERS OF THE
Lessor PACIFIC, INC.
Lessee
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LEASE
EXHIBIT A
LEASED SPACE
1. SURGICAL SUITE
A room in the northeast corner of Suite 14, 000 Xxxxx Xxxxx Xxx,
Xxxxxxxx Xxxxxxxxxx. Approximately 13.5 x 12 feet, 162 Square Feet.
This room shall be dedicated to the provision of refractive surgery
services for Vista Pacific patients.
2. EXAMINATION ROOM
A room immediately south of the Surgical Suite. Approximately 90.25
Square Feet. The examination room shall be shared by Lessor and Lessee,
and billed to Lessee based upon time used per month.
3. COMMON SPACE
Consists of general patient access areas, primarily reception and
waiting areas. Approximately 236.25 Square Feet. Common space shall be
shared by Lessor and Lessee, and billed to Lessee based upon time used
per month.
