Medical Suite Lease Agreement

MEDICAL SUITE LEASE AGREEMENT

This Medical Suite Lease Agreement ("Agreement") is made and entered into as of , by and between Landlord Name: and Tenant Name: . Landlord and Tenant may be referred to herein individually as a "Party" and collectively as the "Parties."

RECITALS

WHEREAS, Landlord is the owner of the commercial building located at (the "Building"); and

WHEREAS, Landlord desires to lease and Tenant desires to lease from Landlord a portion of the Building consisting of Suite Number , containing approximately square feet (the "Premises"), for use as a medical office and related professional activities.

WHEREAS, Tenant represents that Tenant is licensed and qualified to conduct medical practice consistent with the Permitted Use set forth below.

NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the Parties agree as follows:

1. PREMISES

Landlord hereby leases to Tenant and Tenant hereby leases from Landlord the Premises described above, together with the nonexclusive right to use the common areas of the Building and parking areas as designated by Landlord. The Premises are leased subject to the terms, covenants and conditions of this Agreement.

2. TERM

The initial term of this Lease shall commence on (the "Commencement Date") and shall continue until unless earlier terminated in accordance with this Agreement.

3. RENT; SECURITY DEPOSIT

Rent is payable in lawful money of the United States without deduction or setoff on or before the first day of each calendar month at Landlord's address for payment. If Tenant fails to pay Rent within days after written notice of nonpayment, Tenant shall pay a late charge equal to and interest thereafter at the lesser of 12% per annum or the maximum rate permitted by law.

4. PERMITTED USE; MEDICAL COMPLIANCE

Tenant shall use the Premises only for the Permitted Use and related administrative functions. Tenant shall at its sole cost obtain and maintain all required medical licenses, permits and registrations and shall comply with all applicable federal, state and local laws and regulations governing the operation of a medical practice, including but not limited to patient privacy laws and hazardous waste requirements.

5. TENANT IMPROVEMENTS; ALTERATIONS

Tenant shall not make structural alterations to the Premises without Landlord's prior written consent. Tenant may perform non-structural improvements and cosmetic changes with notice to Landlord and subject to Landlord's reasonable approval of plans. All improvements shall be constructed in compliance with applicable laws and building standards. Unless otherwise agreed in writing, fixtures and improvements affixed to the Premises shall remain with the Premises upon expiration or earlier termination of this Lease.

6. MAINTENANCE, REPAIRS AND SERVICES

Landlord shall maintain the structural components of the Building, the roof, exterior walls, and common areas in good repair. Tenant shall, at Tenant's expense, maintain the Premises in a clean, sanitary and safe condition and shall promptly make all non-structural repairs required in Tenant's use of the Premises. If Tenant fails to perform maintenance or repairs required hereunder, Landlord may perform such work and Tenant shall reimburse Landlord upon demand for the cost thereof together with interest.

7. UTILITIES AND SERVICES

Tenant shall be responsible for payment of all utilities and services supplied to the Premises, including but not limited to electricity, gas, water, telephone and data services, janitorial services, and medical waste disposal, except for those services expressly designated by Landlord in writing as Landlord's responsibility.

8. INSURANCE

Tenant shall maintain commercial general liability insurance including medical malpractice or professional liability coverage with limits not less than per occurrence and property insurance covering Tenant's property and improvements. Landlord shall maintain property insurance for the Building. Tenant shall provide certificates of insurance evidencing all required coverage naming Landlord as an additional insured where applicable.

9. COMPLIANCE; HAZARDOUS MATERIALS

Tenant shall not store, treat or dispose of hazardous substances except in strict compliance with applicable law and approved medical-waste handling practices. Tenant shall be solely responsible for all costs and liabilities arising from Tenant's use, generation or disposal of hazardous materials in or about the Premises.

10. INDEMNITY

Tenant shall indemnify, defend and hold Landlord harmless from and against any and all claims, liabilities, losses, damages, costs and expenses (including reasonable attorneys' fees) arising out of Tenant's use or occupancy of the Premises, except to the extent caused by Landlord's gross negligence or willful misconduct.

11. ASSIGNMENT AND SUBLEASING

Tenant shall not assign this Lease or sublet the Premises, in whole or in part, without Landlord's prior written consent, which consent shall not be unreasonably withheld in the case of qualified assignees or subtenants who are medical practitioners acceptable to Landlord. Any attempted assignment or subletting without such consent shall be void and constitute a default.

12. DEFAULT; REMEDIES

If either Party defaults in the performance of any covenant or obligation and such default continues beyond any required notice and cure periods, the non-defaulting Party shall have all remedies available at law or in equity, including the right to terminate this Lease, recover damages and seek specific performance. Landlord's acceptance of partial payments shall not constitute a waiver of Landlord's rights.

13. SURRENDER; CONDITION ON TERMINATION

Upon expiration or termination of this Lease, Tenant shall surrender the Premises broom-clean and in good order, reasonable wear and tear excepted, and shall remove all personal property and trade fixtures, unless otherwise agreed in writing. Tenant shall be responsible for repairing any damage caused by such removal.

14. NOTICES

All notices required or permitted hereunder shall be in writing and shall be deemed given when delivered personally, sent by nationally recognized overnight courier, or three business days after deposit in the U.S. mail, postage prepaid, addressed as follows:

15. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the state in which the Building is located without regard to conflicts of law principles.

16. ENTIRE AGREEMENT

This Agreement, together with any exhibits, schedules and written amendments signed by the Parties, contains the entire agreement of the Parties with respect to the subject matter hereof and supersedes all prior agreements and understandings, whether written or oral.

17. SEVERABILITY

If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall continue in full force and effect and the invalid provision shall be reformed to the extent necessary to make it enforceable while preserving the intent of the Parties.

18. AMENDMENT; WAIVER; COUNTERPARTS

No amendment or waiver of any provision of this Agreement shall be effective unless in writing and signed by the Party against whom enforcement is sought. Waiver of any breach shall not constitute waiver of any subsequent breach. This Agreement may be executed in counterparts and by electronic or facsimile signature, each of which shall be deemed an original.

19. MISCELLANEOUS

The headings in this Agreement are for convenience only and shall not affect interpretation. Time is of the essence with respect to Tenant's obligations to pay rent and other monetary sums under this Lease.

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