LEASE AGREEMENT
This lease agreement made and entered into this 5 day of May, 1996, by and
between PHEO MED LIMITED PARTNERSHIP a partnership organized under the laws of
the State of Georgia, hereinafter referred to as LESSOR and LAKE FOREST HEALTH
CARE CENTER, INC., a corporation organized under the laws of the State of
Georgia, hereinafter referred to as LESSEE;
WITNESSETH
That for and in consideration of the mutual promises and benefits hereinafter
stipulated and agreed to, the parties mutually agree and bind themselves as
follows:
SECTION 1. Lease of Property. The Lessor hereby leases unto the Lessee
and
the Lessee hereby leases from the Lessor the premises described as follows:
that 60-bed licensed nursing home facility, located in Jacksonville, Florida
commonly known as "Lake Forest Health Care Center" located at 0000 Xxxxxxxx
Xxxxxx, Xxxxxxxxxxxx, Xxxxxxx 00000, including all furnishings, equipment and
attachments thereto. It is understood that the leased premises include such
inventories, supplies and other items as are incident to the operation of the
facility in accordance with the requirements of the Department of Human
Resources, and that comparable inventories, supplies and other items will be
returned to the Lessor upon the expiration of this lease.
SECTION 2. Term of Lease. The term of this lease shall commence on June
1,
1996, and the same shall continue for a period of ten(10) years thereafter,
terminating at midnight on May 31, 2006,or until the same is sooner terminated
according to the provisions hereinafter contained. At the expiration of the
original term of this lease, Lessee shall have the option to renew upon a
thirty (30) day written notice to Lessor prior to the expiration of the
original term of this lease for an additional ten year period through May 31,
2012 at a rate to be mutually agreeable.
SECTION 3. Lease Payments. The Lessee shall pay to the Lessor as rental
the
sum of $25,000.00 on June 1, 1996 and at the 1st of every month thereafter up
to and including May 1, 2006. The monthly Lease payments are due on the first
day of each month beginning June 1, 1996, with the last payment due on May 1,
2006, or 2016, as the case may be.
SECTION 4. Supplies and Inventory. Lessee shall be permitted to utilize the
inventory of consumable items located on the Property at the commencement of
the term, including but not limited to food, beverages, medicines, drugs,
linens and cleaning supplies and other items incident to the operation of the
nursing home (collectively the "Supplies and Inventory") and Lessee shall
replenish the Supplies and Inventory as they are consumed, and a comparable
inventory of supplies shall be returned to the Lessor upon the expiration of
this Lease.
SECTION 5. Payables and Receivables. (a) All accounts payables
chargeable
to the nursing home prior to the month of June, 1996 shall remain the
liability of Lessor. Lessee shall accumulate such payables as received and
forward to Lessor for payment within 10 days of receipt of same.
(b) Uncollected receivables prior to the month of June, 1996 will be received
by Lessee and immediately forwarded to Lessor.
SECTION 6. Use and Operation. (a) The Lessee agrees to use and operate
said property during the entire term of this lease as a nursing home and shall
operate the same in a business like and professional manner as is generally
acceptable and normal in the operation of a nursing home for the elderly. The
same shall be open for business and in operation continuously each and every
day for the entire term hereof unless otherwise mutually agreed upon in
writing by the parties hereto. Provided, however, that the business office may
be closed on Saturday and Sunday of each week, but such closure shall not
prevent admission or dismissal of residents.
(b) The Lessee agrees that said premises shall at all times be kept and used
in accordance with laws of the State of Florida, and the rules and regulations
of the Florida Agency for Health Care Administration or any successor agency
and in accordance with the ordinances, resolutions, rules, and regulations of
all local, state, and federal governments. The Lessee will permit no waste,
damage or injuries to the premises and at Lessee's own cost and expense will
keep all drainage pipes free and open.
(c) The Lessee shall not make any alterations, additions, or improvements in
and to the leased premises, including the improvements placed thereon by the
Lessor, without the consent of the Lessor in writing first being had and
obtained. The Lessor shall not withhold approval of any alterations,
additions, or improvements required by the Florida Agency for Health Care
Administration or any successor agency thereof for the continued use of the
premises as a nursing home. Lessee will make appropriate alterations,
additions, or improvements as may be required by the Florida Agency for Health
Care Administration or any successor agency. All alterations, additions, or
improvements made to the nursing home, and/or grounds, shall become a part of
the leased premises and shall be and remain the sole property of the Lessor,
subject to the terms of this lease.
(d) All personal property brought upon the leased premises during the term of
this lease shall be at the risk of the Lessee. The Lessor shall not be liable
for any damage, either to persons or to property, sustained by Lessee or
others, caused by any defect in the leased premises or the sidewalks adjoining
the same, now existing or hereafter arising therein, including any
improvements placed thereon by Lessor or any part or appurtenance thereof, nor
by reason of the same becoming out of repair, nor by reason of any bursting or
leaking water, gas, steam or other pipes or from any act of neglect of
employees, co-tenants or other occupants of said building or buildings, if
any, or any other persons whomsoever, in and upon or about the leased premises
or sidewalks adjoining the same, or the occurrence of any accident or event
from whatever cause in and about the leased premises and the improvements
thereon and sidewalks or areas adjoining the same. The Lessee agrees to defend
and hold Lessor harmless from any and all lawful claims, demands, liabilities,
or judgements for damages suffered or alleged to be suffered in or about the
leased premises by any person, firm, or corporation, including reasonable
costs incurred by Lessor in investigating and/or defending against the same in
the event the Lessee does not do so.
(e) The Lessee shall keep the leased premises including all improvements
therein free from any liens arising out of any work performed, material
furnished or obligations incurred by Lessee. In the event Lessee becomes
insolvent, voluntarily or involuntarily bankrupt, or if a receiver, assignee,
or other liquidating officer is appointed for the business of Lessee, then
Lessor may cancel this lease at Lessor's option.
(f) All signs or symbols placed in the windows or doors of the premises or
upon any exterior part of the buildings on the leased premises by Lessee,
shall be subject to the approval of Lessor. In the event Lessee shall place
signs or symbols on the exterior of said building or in the windows or doors
where they are visible from the street that are not satisfactory to the
Lessor, the Lessor may immediately demand removal of said signs or symbols,
and refusal of Lessee to comply with such demand within a period of ten (10)
days shall constitute a breach of this lease and entitle Lessor to immediately
recover possession of said premises in the manner provided by law.
(g) The Lessee agrees to immediately forward a copy of all licensure surveys,
cost reports, any disciplinary action, fines or penalties, or default of any
ary action, fines or penalties, or default of any
