Exhibit 10.31


 


FIRST AMENDMENT TO LEASE


 


This FIRST AMENDMENT TO
LEASE dated December 31, 2009 (this “Amendment”), is by and between NEVADA
RADIATION ENTERPRISES, LLC (“Landlord”), and NEVADA RADIATION THERAPY
MANAGEMENT SERVICES, INC. (“Tenant”).


 


WITNESSETH:


 


WHEREAS, Landlord and Tenant
are parties to that certain Lease dated August 1, 2007 (the “Lease”), for
certain real property commonly known as 6160 S. Fort Apache Road, Las Vegas,
Nevada; and


 


WHEREAS, Landlord and Tenant
desire to amend certain provisions of the Lease upon and subject to the terms
and conditions set forth herein.


 


NOW, THEREFORE, for good and
valuable consideration, the receipt and sufficiency of which is hereby
acknowledged, Landlord and Tenant hereby agree as follows:


 


1.             Tenant’s Insurance. The first
clause of the last sentence of Section 5.2(b) of the Lease is hereby
deleted in its entirety and replaced with the following:


 


All policy proceeds will be
used to equip and furnish the Premises as Tenant reasonably deems necessary to
operate the business from the Premises;


 


2.             Tenant’s Leasehold
Improvements and Trade Fixtures; Landlord’s Lien Waiver. Section 10.3
of the Lease is hereby amended by:


 


(a)                                  in the fourth
and fifth lines of the second paragraph, deleting the phrase “provided Tenant
shall not at such time be in default of any terms or covenants of this Lease,
and”;


 


(b)                                 in the fifth
line of the second paragraph, deleting the word “further”;


 


(c)                                  in the
seventeenth line of the second paragraph, deleting the word “subordinate” and
replacing it with “waive”;


 


(d)                                 in the
twenty-first line of the second paragraph, deleting the words “with Lender”;
and


 


(e)                                  in the
twenty-first through twenty-third lines of the second paragraph, deleting the
following: “, for so long as any lender or financier holds any lien,
encumbrance of security interest in and to Tenant’s trade fixtures, equipment,
furniture, inventory and apparatus,”.


 


3.             Damage and Destruction. The third
paragraph of Section 15.1 of the Lease is hereby deleted in its entirety
and replaced with the following:


 


1

















 


Tenant covenants and agrees
to (i) equip and furnish the Premises as Tenant reasonably deems necessary
to operate the business from the Premises and (ii) reopen for business in
the Premises within thirty (30) days after notice from Landlord that the
Premises are ready for re-occupancy.


 


4.             Defined Terms. Capitalized
terms used herein but not defined herein shall have the meanings ascribed to
them in the Lease.


 


5.             Governing Law. This
Amendment and the Lease shall be governed by and construed in accordance with
the laws of the State of Nevada.


 


6.             Amendment. Neither this
Amendment nor any terms hereof may be amended, supplemented or modified except
by a written instrument executed by the parties hereto. This Amendment shall be
binding upon and shall inure to the benefit of the parties hereto and their
respective successors and assigns.


 


7.             Full Force and Effect. The Lease
shall continue in full force and effect except as modified by this Amendment,
and the Lease is hereby ratified and confirmed by Landlord and Tenant. In the
event of a conflict between the terms and conditions of the Lease and this
Amendment, the terms of this Amendment shall prevail.


 


8.             Counterparts. This Amendment
may be executed in counterparts, each of which shall be an original, but all of
which shall constitute one and the same Amendment.


 


[Remainder of page intentionally left blank;

signatures on following page.]


 


2

















 


IN WITNESS WHEREOF, Landlord
and Tenant have caused this Amendment to be duly executed as of the day, month
and year first above written.


 


 


	
   

  	
  LANDLORD:

  
	
   

  	
   

  
	
   

  	
  NEVADA RADIATION
  ENTERPRISES, LLC

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Daniel E. Dosoretz

  
	
   

  	
  Name:

  	
  Daniel E. Dosoretz, MD

  
	
   

  	
  Its:

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  TENANT:

  
	
   

  	
  NEVADA RADIATION THERAPY

  MANAGEMENT SERVICES, INC.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
   

  	
  Name:

  	
  Bryan J. Carey

  
	
   

  	
  Its:

  	
  EVP & CFO

  



 


3

















 


LEASE


 


THIS LEASE (“Lease”) is made
and entered into as of the 1st day of August 2007, by and between, Nevada
Radiation Enterprises. LLC, whose business address is 2234 Colonial Boulevard
Fort Myers, FL 33907 (“Landlord”), and Nevada Radiation Therapy Management,
Services, Inc. whose business address is 2234 Colonial Blvd. Fort Myers,
FL 33907 (“Tenant”).


 


WITNESSETH:


 


ARTICLE 1 

TERMS


 


1.1           Premises. Landlord
hereby demises and leases to Tenant and Tenant hereby hires and rents from
Landlord the premises located at 6160 S Fort Apache Road Las Vegas, NV, and
more particularly described in Exhibit “A” to this Agreement (“Premises”)
upon the terms, covenants and conditions set forth herein, which Premises has a
floor area containing the approximate square footage of 6.963 square feet.


 


1.2           Use. The Premises
are to be used for a medical office and radiation therapy center and ancillary
services.


 


1.3           Commencement of Term. The
commencement of the Term of this Lease under which Tenant shall be obligated to
commence payment of Minimum Rent and Additional Rent shall be on or about the
1st day of August, 2007 (“Commencement Date”).


 


1.4           Length of the Term. The term of
this lease period is for Ten years (10) years (“Term”). The starting date
of this lease is the Commencement Date and, unless this Lease is renewed in
accordance with Article 4 below, the ending date is on or about the 18th
day of June, 2017 (“Expiration Date”).


 


ARTICLE 2 

RENT


 


2.1           Rent. Minimum rent
shall be Thirty Three Thousand Eight Hundred Twenty Five Dollars and 00 Cents
($33,825) per month (“Minimum Rent”). Tenant shall pay to Landlord without
previous demand thereof and without any abatement, reduction, setoff or
deduction whatsoever, the Minimum Rent (together with any applicable sales tax
and local taxes if the same are ever required by law), payable in equal monthly
installments, in advance, on the first day of each and every calendar month
throughout the Term of this Lease. The Minimum Rent shall commence to accrue on
the Commencement Date. The first such monthly installments of Minimum Rent
shall be due and payable to Landlord no later than the Commencement Date and
each subsequent monthly installment shall be due and payable to Landlord on the
first day of each and every calendar month following the Commencement Date
during the Term hereof. If the Commencement Date is a date other than the first
day of the month, Minimum Rent and other charges for the period commencing with
and including the Commencement Date through the first day of the following
month shall be prorated at the rate of one-thirtieth (1/30) of the monthly
Minimum Rent per day.


 


In addition, Tenant shall
pay as Additional Rent monthly payments of applicable taxes, assessments and
insurance on the Premises. This amount will be 1/12 of the bill for annual real


 

















 


estate and assessment taxes
and 1/12 of the annual bill on insurance. Estimated figures for taxes and
insurance monthly rate will be produced within ten (10) days after the
signing of this Lease. Each year Landlord will produce any insurance, real
estate tax and assessment bills to the Tenant to show how the estimated taxes
and insurance were computed as Additional Rent. In the event of any overage or
underage due to the actual amounts owed and the payments made based on the
estimated amounts during any Lease year, Landlord shall reimburse to Tenant the
amount of any overage paid by Tenant or Tenant shall pay to Landlord the amount
of any underage due from Tenant in either case within thirty (30) days of the
delivery of the bills to Tenant as herein provided.


 


2.1.1        There will be an increase in
the Minimum Rent starting on the first anniversary of the lease if the Consumer
Price Index increases over the immediately preceding year. Minimum Rent
specified in this lease shall be subject to increase in accordance with changes
in the Consumer Price Index for Urban Wage Earners and Clerical Workers (CPI-W)
as promulgated by the Bureau of Labor Statistics of the United States
Department of Labor, using the year of the Commencement Date as a base of 100.
On each anniversary date there will be a rent adjustment based on the
percentage increase in the Consumer Price Index from the immediately preceding
year. If the Consumer Price Index goes down the rent will not change for that
year. Consumer Price Index increases will apply on the anniversary date of each
year of the Commencement Date. The percentage increase in the Consumer Price
Index will increase the minimum rent for that year.


 


2.1.2        In the event that the
Consumer Price Index ceases to incorporate significant number of items, or if a
substantial change is made in the method of establishing such Consumer Price
Index shall be adjusted to the figure that would have resulted had no change
occurred in the manner of computing such Consumer Price Index, or a successor
or substitute index, is not available, a reliable governmental or other
nonpartisan publication, evaluating the information for use in determining the
Consumer Price Index, shall be used in lieu of such Consumer Price Index.


 


2.2           Late Charge. Tenant shall
pay to Landlord a late charge equal to five percent (5%) of the monthly payment
of Minimum Rent, Additional Rent and any other payment or charge due hereunder
if any such amount is received by Landlord more than five (5) days after
the same shall be due, such amount being the agreed upon liquidated damages
solely to defray the additional administrative expenses incurred by Landlord in
processing such payment.


 


2.3           Interest on Past Due Rent. If Tenant
shall fail to pay, when the same is due and payable, Minimum Rent, or Additional
Rent, such unpaid amounts shall bear interest from the due date thereof to the
date of payment, at the prime interest rate of the Chase Manhattan Bank, N.A.
as of such due date, plus Fifteen percent (15%) (“Default Date”).


 


2.4           Definition of Rent. The term “Rent”
shall refer collectively to Minimum Rent and Additional Rent. The term “Additional
Rent” is sometimes used herein to refer to any and all other sums payable by
Tenant hereunder, including, but not limited to, parking charges and sums payable
on account of default by Tenant. All Rent shall be paid by Tenant without
offset, demand or other credit, and shall be payable only in lawful money of
the United States of America which shall be legal tender in payment of all
debts and dues, public and private, at the time of payment. All sums payable by
Tenant hereunder by check shall be obtained against a financial institution
located in the United States of America. The
rent shall be paid by Tenant at 2234 Colonial Blvd. Fort
Myers, FL 33907.


 

















 


2.5           Rent Taxes. In addition
to Minimum Rent and Additional Rent, Tenant shall and hereby agrees to pay to
Landlord each month a sum equal to any sales tax, tax on rentals and any other
similar charges now existing or hereafter imposed, based upon the privilege of
leasing the space leased hereunder or based upon the amount of rent collected
therefor.


 


ARTICLE 3 

NET LEASE


 


3.1           Net Lease. This Lease
shall be deemed and construed to be a triple net lease and, except as herein
otherwise expressly provided, the Landlord shall receive the fixed Minimum Rent
and Additional Rent and all other payments hereunder to be made by the Tenant
absolutely free from any charges, assessments, imposition, expenses or
deductions of any kind and every kind or nature whatsoever. Tenant is to pay
for all real estate taxes and assessments and any and all taxes of any nature
applicable to the Premises. Tenant is to pay for all insurance and any and all
costs for repairs, replacements, maintenance and improvements. Tenant will also
pay its pro rata share of any and all expenses for common areas, utilities, and
association fees, if any. Tenant also is responsible for:


 


3.1.1        It’s proportionate share of
any parking lot repairs, maintenance and replacements.


 


3.1.2        Any security, pest control or
contrasts for air conditioner and cleaning services, etc. for it’s demised
space.


 


ARTICLE 4 

OPTION TO RENEW


 


4.1           Option to Renew. Provided that
Tenant is not then in default under any of the covenants, terms, conditions,
and provisions of this Lease, then Tenant shall have Two (2) options to
renew this Lease (each an “Option”) for consecutive Ten (10) year option
periods, provided that, in order to exercise this Option, Tenant is required to
give to Landlord written notice thereof not less than Six (6) months
before nor more than Nine (9) months prior to the date of expiration of
the Term of this Lease or the then expiring option period. Other than Base Rent
due under the Option Term(s), any renewal pursuant to this Option shall be on
the same terms and conditions as contained in this Lease.


 


4.1.1        In the event that Tenant
exercises its option to extend the term of this lease, the Landlord shall
provide written notice to Tenant of the amount which, in Landlord’s reasonable
opinion, represents the Fair Market Rent for the upcoming Option Term. Tenant
shall have twenty (20) days from receipt of said written notice to respond to
Landlord in writing as to whether or not Tenant agrees with Landlord’s
determination of the Fair Market Rent. Tenant’s failure to respond within said
twenty (20) day period shall be deemed to be Tenant’s agreement with the
Landlord’s determination of Base Rent. In the event Tenant disagrees with the
Landlord’s determination, the following procedure shall be used in determining
Fair Market Rent for the Option Term:


 

















 


The parties shall jointly
choose an impartial real estate appraiser who shall review the market
comparables and provide a written assessment of the Fair Market Rent for the
Premises. This written assessment shall determine the Base Rent for the Option
Term and shall be final and binding; however, under no circumstance will the
Base Rent for the Option Term be less than the Base Rent for then current Lease
year.


 


4.1.2        In the event that Landlord
and Tenant cannot agree on an impartial real estate appraiser within Sixty (60)
days of Tenant’s notice of dissent, or if the mutually selected real estate
appraiser cannot provide a written assessment within Forty-Five (45) days of
Landlord and Tenant’s joint request, either the Tenant or Landlord may
terminate the Lease by providing written notice to the other, failing which,
this Lease shall become a month-to-month lease upon the expiration of the
current Lease term.


 


ARTICLE 5 

INSURANCE AND INDEMNITY


 


5.1           Landlord’s Insurance. At all times
during the Term, Landlord will carry and maintain:


 


(a)           Fire and extended coverage
insurance covering the Building in which the Premises is located, its
equipment, and the Common Areas;


 


(b)           Bodily injury and property
damage insurance; and


 


(c)           Such other insurance as
Landlord reasonably determines from time to time.


 


The insurance coverage and
amounts in this Section 5.1 will be determined by Landlord, based on
coverages carried by prudent owners of comparable buildings in the vicinity of
the Premises.


 


5.2           Tenant’s Insurance. At all times
during the Term, Tenant will carry and maintain, at Tenant’s expense, on an
occurrence basis, the following insurance, in the amounts and on the forms
specified below or such other amounts and on such other forms as Landlord may
from time to time reasonably request, with insurance companies satisfactory to
Landlord:


 


(a)           Bodily injury to or personal
injury to or death of any person, or more than one (1) person, or for
damage to property in an amount of not less than $1 million combined single
limit each Occurrence/General Aggregate and including a per location General
Aggregate endorsement. All such insurance will be written on the most current
occurrence ISO Commercial General Liability Form including without limitation,
personal injury and contractual liability coverage for the performance by
Tenant of the indemnity agreements set for in this Lease, which insurance shall
include a waiver of subrogation rights in favor of Landlord;


 


(b)           Insurance covering all of Tenant’s
furniture and fixtures, machinery, equipment, and any other personal property
owned and used in Tenant’s business and found in, on, or about the Premises,
and any leasehold improvements to the Premises in an amount not less


 

















 


than the full replacement
cost under Standard Fire and Extended Coverage Policy and all other risks of
direct physical loss as insured against under Special Form (“all risk of
direct physical loss” coverage). All such insurance will be written on the most
current ISO Commercial Property Form. All policy proceeds will be used for the
repair or replacement of the property damaged or destroyed; except, however, if
this Lease ceases under the provisions of Article 15, Tenant will be
entitled to any proceeds resulting from damage to Tenant’s furniture and
fixtures, machinery, equipment, and any other personal property;


 


(c)           Worker’s compensation
insurance insuring against and satisfying Tenant’s obligations and liabilities
under the worker’s compensation laws of the State/Commonwealth of Nevada, and
Employer’s Liability Insurance in the limits required by the laws of the
State/Commonwealth of Nevada but in an amount not less than $500,000.00
aggregate;


 


(d)           Such other insurance
(including without limitation plate glass insurance), in such amounts as
Landlord or its lender may reasonably require of Tenant upon thirty (30) days’
prior written notice.


 


5.3           Forms of Policies. All policies
of liability insurance which Tenant is obligated to maintain according to this
Lease (other than any policy of worker’s compensation insurance) will name
Landlord and such other persons or firms as Landlord specifies from time to
time as additional named insureds. Original or copies of original policies and
certificates of insurance on the most current ACORD form (together with copies
of the endorsements naming Landlord and any others specified by Landlord as
additional insureds) and evidence of the payment of all premiums of such
policies will be delivered to Landlord prior to the earlier of the Commencement
Date or Tenant’s occupancy of the Premises and from time to time at least
thirty (30) days prior to the expiration of the term of each such policy.
Tenant’s insurer shall have a Best Rating of at least A and be assigned a
financial size category of at least Class X as rated in the most recent
edition of “Best’s Key Rating Guide” for insurance companies. All liability
policies maintained by Tenant will contain a provision that Landlord and any
other additional insureds, although named as an insured, will nevertheless be
entitled to recover under such policies for any loss sustained by Landlord and
such other additional insureds, its agents, and employees as a result of the
acts or omissions of Tenant. All such policies maintained by Tenant will
provide that they may not be terminated or amended except after thirty(30) days’
prior written notice to Landlord. All required insurance policies maintained by
Tenant must be written as primary policies, not contributing with and not
supplemental to the coverage that Landlord carries or may carry.


 


5.4           Waiver of Subrogation. Landlord and
Tenant each waive any and all rights to recover against the other, or against
the officers, directors, shareholders, partners, joint venturers, employees,
agents, customers, invitees, or business visitors of such other party, for any
loss or damage to such waiving party arising from any cause covered by any
property or other insurance required to be carried by such party pursuant to
this Article 5 or any other property insurance actually carried by such
party. Landlord and Tenant from time to time will cause their respective
insurers to issue appropriate waiver of subrogation rights endorsements to all
property insurance policies carried in connection with the Premises or the
Building in which the Premises are located, or the contents thereof. Tenant
agrees to cause all other occupants of the Premises claiming by, under, or
through Tenant to execute and deliver to Landlord such a waiver of claims and
to obtain such waiver of subrogation rights endorsements.


 

















 


5.5           Indemnification. Tenant shall
indemnify, defend and save Landlord harmless from and against any and all
claims, actions, damages, liability and expense in connection with loss of
life, personal injury and/or damage to or destruction of property arising from
or out of any occurrence in, upon or at the Premises, or any part thereof, or
the occupancy or use by Tenant of the Premises or any part thereof, or
occasioned wholly or in part by any act or omission of Tenant, its agents,
contractors, employees, servants, lessees or concessionaires, except which
result from Landlord’s gross negligence or willful misconduct. Landlord shall
indemnify, defend and save Tenant harmless from and against any and all claims,
actions, damages, liability and expense in connection with loss of life,
personal injury and/or damage to or destruction of property arising from or out
of any occurrence in, upon or at the Premises occasioned in whole or in part by
any negligent act or omission by Landlord, its agents, contractors, employees,
servants or concessionaires. In case the indemnifying party shall be made a
party to any litigation commenced by or against the other party, then such
other party shall protect and hold the indemnified party harmless and pay all
costs and attorney’s fees incurred by the indemnified party in connection with
such litigation, and any appeals thereof. The defaulting party shall also pay
all costs, expenses and reasonable attorney’s fees that may be incurred or paid
by the other party in enforcing the covenants and agreements in this Lease.


 


ARTICLE 6 

UTILITIES


 


6.1           Utilities. Tenant shall
be solely responsible for and shall promptly pay all charges for water, gas,
electricity, garbage, and any other utility used and consumed in the Premises.
In the event that such utilities charges, or any portion thereof, shall be
separately metered for the Premises, Tenant shall pay such meter charges
directly to the utility company supplying such service. In the event, however,
that such utilities charges, or any portion thereof, shall not be separately
metered for the Premises, tenant shall pay to Landlord its pro rata share of
such non-metered charges. If any such charges are not paid when due, Landlord
may, at its option pay the same, and any amount so paid by Landlord shall
thereupon become due to Landlord from tenant as additional rent. In no event,
however, shall Landlord be liable for an interruption or failure in the supply
of any such utilities to the Premises.


 


ARTICLE 7 

SUBORDINATION AND ATTORNMENT


 


7.1           Subordination. Tenant hereby
subordinates its rights hereunder to the lien of any ground or underlying
leases, any mortgage or mortgages, or the lien resulting from any other method
of financing or refinancing, now or hereafter in force against the Premises and
to all advances made or hereafter to be made upon the security thereof so long
as the lessor or mortgagee or other lien holder thereunder agrees not to
disturb Tenant’s possession of the Premises or rights under this Lease so long
as Tenant is not in default hereunder. This Section shall be
self-operative and binding upon Tenant and any such lessor, mortgagee or other
lien holder, and no further instrument of subordination shall be required by
any mortgagee, but Tenant agrees upon request of Landlord, from time to time,
to promptly execute and deliver any and all documents evidencing such
subordination and non-disturbance, and failure to do so shall constitute a
default under this Lease.


 


7.2           Attornment. In the
event any proceedings are brought for the foreclosure of, or in the event of
exercise of the power of sale under, any mortgage covering the Premises or in
the event a deed is given in lieu of foreclosure of any such mortgage, Tenant
shall attorn to the


 

















 


purchaser, or grantee in
lieu of foreclosure, upon any such foreclosure or sale and recognize such
purchaser, or grantee in lieu of foreclosure, as the Landlord under this Lease.


 


7.3           Financing Agreements. Tenant shall
not enter into, execute or deliver any financing agreement that can be
considered as having priority on the Premises to any mortgage or deed of trust
that Landlord may have placed upon the Premises.


 


ARTICLE 8 

ASSIGNMENT AND SUBLETTING


 


Except as herein provided,
Tenant may not assign this lease in whole or in part, nor sublet all or any
portion of the Premises, without the prior written consent of Landlord in each
instance, which shall not be unreasonably withheld or delayed and shall be
deemed granted if not given or denied in writing within thirty (30) days from
Tenant’s written request therefor. Further, notwithstanding the foregoing, such
consent shall not be required if such assignment or sublease is from Tenant to
a wholly owned subsidiary of Tenant or to a wholly owned subsidiary of Tenant’s
parent, if any. The consent by Landlord to any assignment or subletting shall
not constitute a waiver of the necessity for such consent to any subsequent
assignment or subletting. No assignment, under letting, occupancy or collection
shall be deemed acceptance of the assignee, subtenant or occupant as Tenant, or
a release of Tenant from the further performance by Tenant of the covenants on
the part of Tenant herein contained. This prohibition against any assignment or
subleasing by operation of law, legal process, receivership, bankruptcy or
otherwise, whether voluntary or involuntary. Landlord by its acceptance hereof
acknowledges that Tenant may mortgage or collaterally assign its interest in
and to this Lease and the leasehold estate created hereunder to institutional
lenders providing financing to Tenant, to Tenant’s parent, if any, or to any
subsidiary or affiliate of Tenant. Tenant shall remain fully liable on this
Lease and shall not be released from performing any of the terms, covenants and
conditions hereof or any rents or other sums to be paid hereunder. Tenant
acknowledges and agrees that any and all right and interest of the Landlord in
and to the Premises, and all right and interest of the Landlord in this Lease,
may be conveyed, assigned or encumbered at the sole discretion of the Landlord
at any time.


 


ARTICLE 9 

FACILITIES


 


9.1           Control of Common Areas by
Landlord. All automobile parking areas, driveways, entrances
and exits thereto, and other facilities furnished by Landlord at or near the
Premises, including employee parking areas, the truck way or ways, loading
docks, package pick-up stations, pedestrian sidewalks and ramps, landscaped
areas, exterior stairways, and other areas and improvements provided by
Landlord for the general use, in common, of tenants, their officers, agents,
employees and customers, shall at all times be subject to the exclusive control
and management of Landlord, and Landlord shall have the right from time to time
to establish, modify and enforce reasonable rules and regulations with
respect to all facilities and areas mentioned in this Article. Landlord shall
have the right to construct, maintain and operate lighting facilities on all
said areas and improvements; from time to time to change the area, level,
location and arrangement of parking areas and other facilities hereinabove
referred to and to restrict parking by tenants, their officers, agents and
employees to employee parking areas. Landlord shall not have any duty to police
the traffic in the parking areas. Tenant is to maintain and repair parking and
at tenant’s expense. Landlord shall provide not less than 21 parking


 














 


spaces within the parking
area, which Landlord warrants meets all parking requirements of any
governmental authority, which shall include not less than 2 handicapped spaces.


 


ARTICLE 10 

TENANT’S FIXTURES AND IMPROVEMENTS


 


10.1         Alterations by Tenant. Tenant shall
not make any alterations, renovations, improvements or other installations
(collectively “Alterations”) in, on or to any part of the Premises (including,
without limitation, any alterations of the front, signs, structural
alterations, or any cutting or drilling into any part of the Premises or any
securing of any fixture, apparatus, or equipment of any kind to any part of the
Premises) unless and until Tenant shall have caused plans and specifications
therefor to have been prepared, at Tenant’s expense, by an architect or other
duly qualified person and shall have obtained Landlord’s approval thereof,
which shall not be unreasonably withheld or delayed and shall be deemed granted
if not approved or denied in writing within thirty (30) days of Tenant’s
written request therefor. Tenant shall submit to Landlord detailed drawings and
plans of the proposed Alterations at the time Landlord’s approval is sought. If
such approval is granted, Tenant shall cause the work described in such plans
and specifications to be performed, at its expense, promptly, efficiently,
competently and in a good and workmanlike manner by duly qualified and licensed
persons or entities approved by Landlord, using first grade materials. All such
work shall comply with all applicable codes, rules, regulations and ordinances.
The Tenant shall at all times maintain fire insurance with extended coverage in
an amount adequate to cover the cost of replacement of all alterations,
decorations, additions or improvements to the Premises by Tenant in the event
of fire or extended coverage loss. Tenant shall deliver to the Landlord
certificates of such fire insurance policies, which shall contain a clause
requiring the insurer to give the Landlord ten (10) days notice of
cancellation of such policies.


 


10.2         Mechanic’s/Construction
Liens. No work performed by Tenant pursuant to this Lease, whether in the
nature of erection, construction, alteration or repair, shall be deemed to be
for the immediate use and benefit of Landlord so that no mechanic’s or other
lien shall be allowed against the estate of Landlord by reason of any consent
given by Landlord to Tenant to improve the Premises. Tenant shall place such
contractual provisions as Landlord may request in all contracts and
subcontracts for Tenant’s improvements assuring Landlord that no mechanic’s/Construction
liens will be asserted against Landlord’s interest in the Premises or the
property of which the Premises are a part. Said contracts and subcontracts
shall provide, among other things, the following: That notwithstanding anything
in said contracts or subcontracts to the contrary, Tenant’s contractors,
subcontractors, suppliers and materialmen (hereinafter collectively referred to
as “Contractors”) will perform the work and/or furnish the required materials
on the sole credit of Tenant; that no lien for labor or materials will be filed
or claimed by the Contractors against Landlord’s interest in the Premises or
the property of which the Premises are a part; that the Contractors will
immediately discharge any such lien filed by any of the Contractor’s suppliers,
laborers, materialmen or subcontractors; and that the Contractors will
indemnify and save Landlord harmless from any and all costs and expenses,
including reasonable attorney’s fees, suffered or incurred as a result of any
such lien against Landlord’s interest that may be filed or claimed in
connection with or arising out of work undertaken by the Contractors. Tenant
shall pay promptly all persons furnishing labor or materials with respect to
any work performed by Tenant or its Contractors on or about the Premises. If
any mechanic’s or other liens shall at any time be filed against the Premises
or the property of which the Premises are a


 

















 


part by reason of work,
labor, services or materials performed of furnished, or alleged to have been
performed or furnished, to Tenant or to anyone holding the Premises through or
under Tenant, and regardless of whether any such lien is asserted against the
interest of Landlord or Tenant, Tenant shall cause the same to be discharged of
record or bonded to the reasonable satisfaction of Landlord within thirty (30)
days of notice of such lien. If Tenant shall fail to cause such lien to be so
discharged or bonded after being notified of the filing thereof, then, in
addition to being an Event of Default and any other right or remedy of
Landlord, Landlord may bond or discharge the same by paying the amount claimed
to be due, and the amount so paid by Landlord, including reasonable attorneys’
fees incurred by Landlord either in defending against such lien or in procuring
the bonding or discharge of such lien, together with interest thereon at the
Default Rate, shall be due and payable by Tenant to Landlord as Additional
Rent.


 


10.3         Tenant’s Leasehold
Improvements and Trade Fixtures; Landlord’s Lien Waiver. All leasehold
improvements (as distinguished from trade fixtures and apparatus) installed in
the Premises at any time, whether by or on behalf of Tenant or by or on behalf
of Landlord, shall not be removed from the Premises at any time, unless such
removal is consented to in advance by Landlord; and at the expiration of this
Lease (either on the Expiration Date or upon such earlier termination as
provided in this Lease), all such leasehold improvements shall be deemed to be
part of the Premises, shall not be removed by Tenant when it vacates the
Premises, and title thereto shall vest solely in Landlord without payment of
any nature to Tenant.


 


All trade fixtures,
equipment, furniture, inventory, and apparatus (as distinguished from leasehold
improvements) owned by Tenant and installed in the Premises shall remain the
property of Tenant and shall be removable at any time, including upon the
expiration of the Term; provided Tenant shall not at such time be in default of
any terms or covenants of this Lease, and provided further, that Tenant shall
repair any damage to the Premises caused by the removal of said trade fixtures
and apparatus and shall restore the Premises to substantially the same
condition as existed prior to the installation of said trade fixtures and
apparatus and shall restore the Premises to substantially the same condition as
existed prior to the installation of said trade fixtures and apparatus.
Landlord acknowledges that Tenant may from time to time or at any time grant
security interests in and to its trade fixtures, equipment, furniture,
inventory and apparatus in order to secure financing provided to Tenant.
Landlord consents to Tenant’s granting one or more security interests in and to
Tenant’s trade fixtures, equipment, furniture, inventory and apparatus and
covenants and agrees that any security interest in and to the Tenant’s trade
fixtures, equipment, furniture, inventory and apparatus in favor of any lender
or financier thereof shall be superior to any interest which Landlord may at
any time have in and to Tenant’s trade fixtures, equipment, furniture,
inventory and apparatus and Landlord, for itself, its successors and/or
assigns, does hereby subordinate any and all liens, encumbrances and/or
security interests which it has or may have in and to Tenant’s trade fixtures,
equipment, furniture, inventory and apparatus, whether expressly created in
this Lease or any other instrument by and between Landlord and Tenant, or by
virtue of any statute or under common law. Landlord covenants and agrees with
Lender that, for so long as any lender or financier holds any lien, encumbrance
of security interest in and to Tenant’s trade fixtures, equipment, furniture,
inventory and apparatus, Landlord will not assert against any of Tenant’s trade
fixtures, equipment, furniture, inventory and apparatus any statutory, common
law, contractual, or possessory lien or security interest, including without
limitation any right of levy or destraint for rent, all of which Landlord does
hereby waive and subordinate. Landlord agrees that any such lender or financier
may enter upon the Premises at any time or from time to time, during


 

















 


normal business hours, so
long as Tenant is in possession of the Premises, without charge, to inspect or
remove any of Tenant’s trade fixtures, equipment, furniture, inventory and
apparatus therefrom. Landlord covenants and agrees that Landlord will not
hinder or delay any such lender’s or financier’s actions in enforcing its
liens, security interests, and remedies with respect to Tenant’s trade
fixtures, equipment, furniture, inventory and apparatus.


 


ARTICLE 11

MAINTENANCE AND REPAIR OF PREMISES


 


11.1         Maintenance by Tenant. Tenant shall
at all times keep in good order, condition and repair (which shall include the
providing of replacements where necessary) the entire Premises, including,
without limitation, the roof, the exterior and all glass and show window
moldings; and all partitions, doors, interior walls, fixtures, equipment and
appurtenances thereto, including lighting, heating and plumbing fixtures
serving the Premises only and any air conditioning system and sprinkler system
situated within and/or servicing the Premises, reasonable and ordinary wear and
tear excepted. Said maintenance by Tenant shall include, without limitation,
periodic painting as is reasonably necessary. All cutting and patching of the
roof area required for any reason whatsoever for Tenant’s use and occupancy of
the Premises shall be performed by the Landlord’s roofing subcontractor. In the
event that Tenant causes such work to be performed by anyone other than the
Landlord’s roofing subcontractor, Landlord will have the right, at Tenant’s
sole cost and expense and without notice to Tenant, to cause said work and the
roof area affected thereby to be inspected and/or repaired by Landlord’s
roofing subcontractor. All repairs, replacements, or maintenance of any item or
any type of the Premises, other than building structure and any capital
improvements thereto, is the responsibility of the Tenant and to be paid for by
Tenant.


 


11.2         Maintenance by Landlord. Other than
maintenance obligations of Tenant as provided in Section 11.1, Landlord
shall be responsible for all other maintenance to the Premises, the building in
which the Premises are located and all common and parking areas, including
without limitation all structural elements of the building, all capital
improvements, all common plumbing facilities, and paving and striping of the
parking areas.


 


ARTICLE 12 

SIGNS


 


On or before the
Commencement Date, Tenant will at its sole cost and expense purchase and cause
to be installed upon the exterior of the Premises a sign which in all respects
conforms to the criteria established by Landlord. However, Tenant will not install
said sign without first obtaining Landlord’s written approval thereof, which
shall not be unreasonably withheld or delayed and shall be deemed granted if
written approval or rejection thereof has not been received within thirty (30)
days of Tenant’s written request therefor. Thereafter, Tenant will not place or
suffer to be placed or maintain on any portion of the exterior (including
windows) of the Premises any sign, awning, canopy or advertising matter or
other thing of any kind, without first obtaining Landlord’s written approval
and consent. Without limitation as to the foregoing, Landlord specifically
reserves the right at any time during the term of this Lease to require Tenant
to remove from the Premises any sign(s) situated thereon which have not been
approved pursuant to the foregoing provisions and to replace same with a sign
or signs which in all respects conform to a sign standard designated by
Landlord, all of which will be performed at


 

















 


Tenant’s sole cost and
expense. Tenant agrees to maintain any such sign, awning, canopy, decoration,
lettering, advertising matter or other thing as may be approved in good
condition and repair at all times, reasonable and ordinary wear and tear
excepted, and to repaint or replace such signs from time to time when
reasonably necessary and to illuminate such signs in accordance with standards
established by Landlord from time to time, including hours of illumination. All
signs in addition must be conform to code and local ordinances rules, laws and
regulations.


 


ARTICLE 13 

WASTE AND GOVERNMENTAL REGULATIONS


 


13.1         Nuisance or Waste. Tenant shall
not commit or suffer to be committed any waste upon the Premises or any
nuisance or other act or thing which may disturb the quiet enjoyment of any
other tenant in the building in which the Premises may be located.


 


13.2         Compliance with Laws. Tenant, at
its sole cost, will promptly comply with all applicable laws, guidelines,
rules, regulations and requirements, whether of federal, state, or local
origin, applicable to the Premises, including, but not limited to, the
Americans with Disabilities Act, 42 U.S.C. § 12101 et seq., and those for the
correction, prevention and abatement of nuisance, unsafe conditions, or other
grievances arising from or pertaining to the Tenant’s use or occupancy of the
Premises. Tenant at its sole cost and expense shall be solely responsible for
taking any and all measures which are required to comply with the requirements
of the ADA within the Premises as a result of Tenant’s use, other than as set
forth below. Any Alterations to the Premises made by or on behalf of Tenant for
the purpose of complying with the ADA or which otherwise require compliance
with the ADA shall be done in accordance with this Lease; provided, that
Landlord’s consent to such Alterations shall not constitute either Landlord’s
assumption, in whole or in part, of Tenant’s responsibility for compliance with
the ADA with respect to the Tenant’s use of the Premises, or representation or
confirmation by Landlord that such Alterations comply with the provisions of
the ADA. Notwithstanding the foregoing, Landlord shall be solely responsible
for all costs associated with bringing the Building within which the Premises
are located into compliance with the ADA as a result of any structural
condition of the Building.


 


13.3         Governmental Regulations. Tenant shall,
at Tenant’s sole costs and expense, comply in all material respects with all
regulations of all county, municipal, state, federal and other applicable
governmental authorities, not in force or which may hereafter be in force,
pertaining to Tenant or its use of the Premises, and shall faithfully observe
in the use of the Premises all municipal and county ordinances and state and
federal statutes now in force or which may hereinafter be in force. Tenant
shall indemnify, defend and save Landlord harmless from penalties, fines,
costs, expenses suits, claims, or damages resulting from Tenant’s failure to
perform its obligations in this Section.


 


13.4         Rules and Regulations. Landlord reserves
the right from time to time to make reasonable rules and regulations,
governing loading of supplies, trash collection, pest control, parking, noise,
electrical overloads and similar issues of general concern to all tenants in
the event that the need therefore should ever arise. Notice of such rules and
regulations and amendments and supplements thereto, if any, shall be given to
the Tenant.


 

















 


ARTICLE 14 

HAZARDOUS MATERIALS


 


14.1         Hazardous Materials. Tenant shall
not use or allow the Premises to be used for the Release, storage, use,
treatment, disposal or other handling of any Hazardous Materials, without the
prior consent of Landlord, except that Tenant may without Landlord’s prior
written consent store, use, treat and handle such Hazardous Materials as are
ordinarily and commonly used in its operation of medical offices and radiation
treatment facilities provided that it does so, and disposes of same, in
accordance and compliance with applicable environmental laws, rules and
regulations (“Tenant’s Hazardous Materials Activity”). The term “Release” shall
have the same meaning as is ascribed to it in the Comprehensive Environmental
Response, Compensation and Liability Act, 42 U.S.C. § 9601 et seq., as amended,
(“CERCLA”). The term “Hazardous Materials” means (i) any substance defined
as a “hazardous substance” under CERCLA, (ii) petroleum, petroleum
products, natural gas, natural gas liquids, liquefied natural gas, and
synthetic gas, and (iii) any other substance or material deemed to be
hazardous, dangerous, toxic, or a pollutant under any federal, state, or local
law, code, ordinance or regulation (“Hazardous Materials Laws”).


 


Tenant shall: (a) except
respect to Tenant’s Hazardous Materials Activity, to give prior notice to
Landlord of any other activity or operation to be conducted by Tenant at the
Premises which involves any other Release, use, handling, generation,
treatment, storage, or disposal of any Hazardous Materials, (b) comply in
all material respects with all federal, state, and local laws, codes,
ordinances, regulations, permits and licensing conditions governing the
Release, discharge, emission, or disposal of any Hazardous Materials and
prescribing methods for or other limitations on storing, handling, or otherwise
managing Hazardous Materials, (c) at its own expense, promptly contain and
remediate any Release of Hazardous Materials arising from or related to Tenant’s
Hazardous Materials Activity in the Premises and remediate and pay for any
resultant damage to properly, persons, and/or the environment, (d) give
prompt notice to Landlord, and all appropriate regulatory, authorities, of any
Release of any Hazardous Materials in the Premises arising from or related to,
Tenant’s Hazardous Materials Activity, which Release is not made pursuant to
and in conformance with the terms of any permit or license duly issued by
appropriate governmental authorities, any such notice to include a description
of “measures taken or proposed to be taken” by Tenant to contain and remediate
the Release and any resultant damage to property, persons, or the environment, (e) at
Landlord’s written request, which shall not be more frequent than once per
calendar year, retain an independent engineer or other qualified consultant or,
expert acceptable to Landlord, to conduct, at Tenant’s expense, an
environmental audit of the Premises and immediate surrounding areas, and the
scope of work to be performed by such engineer, consultant, or expert shall be
reasonably approved in advance by Landlord, and all of the engineer’s,
consultant’s or expert’s work product shall be made available to Landlord, (f) at
Landlord’s written request from time to time, executed affidavits,
representations and the like concerning Tenant’s best knowledge, and belief
regarding the presence of Hazardous Materials in the Premises, (g) reimburse
to Landlord, upon demand, the actual reasonable cost of any testing for the
purpose of ascertaining if there has been any Release of Hazardous Materials in
the Premises as a result of Tenant’s Hazardous Materials Activity, if such
testing is required by any governmental agency or Landlord’s Mortgagee, (h) upon
expiration or termination of this Lease, surrender the Premises to Landlord
free from the presence and contamination of any Hazardous Materials. Tenant shall
indemnify, protect, defend (by counsel reasonably acceptable to Landlord), and
hold Landlord and free and harmless from and against any and all claims,
liabilities, penalties, forfeitures, losses and expenses (including actual
reasonable attorneys’ fees) or death of or injury to any person or damage to
any property whatsoever arising from or caused in whole or in part, directly or
indirectly, by the presence in or about the Premises of any of Tenant’s
Hazardous Materials Activity or by Tenant’s


 

















 


failure to comply with any
Hazardous Materials Law regarding Tenant’s Hazardous Materials Activity or in
connection with any removal, remediation, clean up, restoration and materials
required hereunder to return the Premises and any other property of whatever
nature to their condition existing prior to Tenant’s Hazardous Materials
Activity.


 


14.2         Disclosure Warning and
Notice Obligations. Tenant shall comply with all laws, ordinances and
regulations in the State/Commonwealth of Nevada regarding the disclosure of the
presence or danger of Tenant’s Hazardous Materials. Tenant acknowledges and
agrees that all reporting and warning obligations required under the Hazardous
Materials Laws with respect to Tenant’s Hazardous Materials Activity are the
sole responsibility of Tenant, whether or not such Hazardous Materials Laws
permit or require Landlord to provide such reporting or warnings, and Tenant
shall be solely responsible for complying with such Hazardous Materials Laws
regarding the disclosure of, the presence or danger of Tenant’s Hazardous
Materials Activity. Tenant shall immediately notify Landlord, in writing, of
any complaints, notices, warnings, reports or asserted violations of which
Tenant becomes aware relating to Hazardous Materials on or about the Premises.
Tenant shall also immediately notify Landlord if Tenant knows or has reason to
believe Tenant’s Hazardous Materials have or will be released in or about the
Premises.


 


14.3         Environmental Tests and
Audits. Except to the extent required by any governmental authority having
jurisdiction over the Premises or Tenant’s use or occupancy thereof, including
without limitation Tenant’s Hazardous Materials Activity, Tenant shall not
perform or cause to be performed, any Hazardous Materials surveys, studies, reports
or inspection, relating to the Premises without obtaining Landlord’s advance
written consent, which consent may be withheld in Landlord’s sole discretion.
At any time prior to the expiration of the Term, Landlord shall have the right
to enter upon the Premises in order to conduct appropriate tests and to deliver
to Tenant the results of such tests to demonstrate that levels of any Hazardous
Materials in excess of permissible levels has occurred as a result of Tenant’s
Hazardous Materials Activity.


 


14.4         Survival/Tenant’s
Obligations. The respective rights and obligations of Landlord
and Tenant under this Article shall survive the expiration or termination
of this Lease.


 


ARTICLE 15 

DESTRUCTION OF PREMISES


 


15.1         Damage and Destruction. If all or any
part of the Premises shall be damaged or destroyed by fire or other casualty,
this Lease shall continue in full force and effect, unless terminated as
hereinafter provided, and Landlord shall repair, restore or rebuild the
Premises to the condition existing at the time of the occurrence of the loss;
provided, however, Landlord shall not be obligated to commence such repair,
restoration or rebuilding until insurance proceeds are received by Landlord,
and Landlord’s obligation hereunder shall be limited to the proceeds actually
received by Landlord under any insurance policy or policies, if any, less those
amounts (i) which have been required to be applied towards the reduction
of any indebtedness secured by a mortgage covering the Premises or any portion
thereof, and (ii) which are used to reimburse Landlord for all costs and
expenses, including but not limited to attorneys’ fees, incurred by Landlord to
recover any such insurance proceeds.


 


Tenant agrees to notify
Landlord in writing not less than thirty (30) days prior, to the date Tenant
opens for business in the Premises of the actual cost of all permanent
leasehold improvements and betterments installed or to be installed by Tenant
in the Premises (whether


 

















 


same have been paid for
entirely or partially by Tenant), but exclusive of Tenant’s personal property,
movable trade fixtures, equipment, furniture, appratus and inventory. Similar
notifications shall be given to Landlord not less than thirty (30) days prior
to the commencement of any proposed alterations, additions or improvements to
the Premises. If Tenant fails to comply, with the foregoing provisions, any
loss or damage Landlord shall sustain by reason thereof shall be borne by
Tenant and shall be paid immediately by Tenant upon receipt of a bill therefore
and evidence of such loss, and in addition to any other rights or remedies
reserved by Landlord under this Lease, Landlord’s obligations under this Article to
repair, replace and/or rebuild the Premises shall be deemed inapplicable, and
in lieu thereof, Landlord may, at its election, either restore or require
Tenant to restore the Premises to the condition which existed prior to such
loss, and in either case Tenant shall pay the cost of such restoration.


 


Tenant covenants and agrees
to repair or replace Tenant’s fixtures, furniture, furnishings, floor
coverings, equipment and stock in trade and reopen for business in the Premises
within thirty (30) days after notice from Landlord that the Premises are ready
for re-occupancy.


 


No damage or destruction to
the Premises shall allow Tenant to surrender possession of the Premises nor
affect Tenant’s liability for the payment of rents or charges or any other
covenant herein contained, except as may be specifically provided in this
Lease.


 


Notwithstanding anything to
the contrary contained in this Section or elsewhere in this Lease, either
Tenant or Landlord, at their respective option, may terminate this Lease by
giving written notice thereof to the other within one hundred and eighty (180)
days from the date of the casualty if:


 


(a)           The Premises or the building
in which the Premises are located shall be damaged or destroyed as a result of
an occurrence which is not covered by Landlord’s insurance; or


 


(b)           The Premises shall be
damaged or destroyed during the last two (2) years of the Term or any
renewals thereof; or


 


(c)           The Premises are damaged or
destroyed to the extent of twenty five-percent (25%) or more of the replacement
cost thereof, in which event Landlord will have the option of terminating this
Lease or any renewal thereof by serving written notice upon Tenant and any
prepaid Rent or Additional Rent will be prorated as of the date of destruction
and the unearned portion of such Rent will be refunded to Tenant without
interest.


 


If the Premises shall be damaged
or destroyed and in the event that neither party has elected to terminate this
Lease as aforeseaid, Landlord and Tenant shall commence their respective
obligations under this Article as soon as is reasonably possible and
prosecute the same to completion with all due diligence.


 


Except where the damage or
destruction results from the wrongful or grossly negligent act or omission of
Tenant, the Minimum Rent shall be abated proportionately with the degree to
which Tenant’s use of the Premises is impaired during the period of any damage,
repair or restoration provided for in this Article; provided further, that in
the event Landlord elects to repair any damages as herein contemplated, any
abatement of Minimum Rent shall end ten (10) days after written notice by
Landlord to Tenant that the Premises have been repaired. Tenant shall continue
the operation of its business on the Premises during any such period to the
extent


 

















 


reasonably practicable from
the standpoint of prudent business management, and any obligation of Tenant
under the Lease to apply charges reserved as Additional Rent shall remain in
full force and nothing in the Section shall be construed to abate
Additional Rent. Except for the abatement of Minimum Rent hereinabove provided,
Tenant shall not be entitled to any compensation or damage for loss in the use
of the whole or any part of the Premises and/or any inconvenience or annoyance
occasioned by any damage, destruction, repair or restoration. If Minimum Rent
is abated there shall be all corresponding and appropriate reduction made to
the Minimum Annual Volume.


 


Unless this Lease is
terminated by Landlord or Tenant within the time period provided hereinabove,
Landlord shall repair, restore and re-fixture all parts of the Premises not
insured under any insurance policies insuring Landlord in a manner and to a
condition equal to that existing prior to its destruction or damage, including,
without limitation, all exterior signs, trade fixtures, equipment, display
cases, furniture, furnishings and other installations of personality of Tenant.
The proceeds of all insurance carried by Tenant on its property and
improvements shall be held in trust by Tenant for the purpose of said repair
and replacement. Tenant shall give to Landlord prompt written notice of, any
damage to or destruction of any portion of the Premises resulting from fire or
other casualty.


 


ARTICLE 16 

EMINENT DOMAIN


 


16.1         Total Condemnation of
Premises. If the whole of the Premises shall be acquired or
condemned by eminent domain for any public or quasi-public use or purpose, then
the Term of this Lease shall cease and terminate as of the date of title
vesting in such proceeding and all rentals shall be paid up to that date.


 


16.2         Partial Condemnation of
Premises.


 


16.2.1      If twenty (20%) percent or
more of the Premises shall be acquired or condemned by eminent domain for any
public or quasi-public use or purpose, then the Tenant shall have the option to
cancel and terminate this Lease upon notice thereof given to the Landlord
within ninety (90) days after the vesting of title in such proceeding.


 


16.2.2      In the event that less than
twenty (20%) percent of the Premises shall be acquired or condemned by eminent
domain for any public or quasi-public use or purpose, or in the event twenty (20%)
percent or more of the Premises shall have been so taken, and Tenant shall not
elect to terminate this Lease as set forth above, then the Landlord shall
promptly restore the Premises to a condition reasonably comparable under the
circumstances to its condition at the time of such condemnation, less the
portion lost in the taking; and this Lease shall thereafter continue in full
force and effect. In such event of a partial taking, described hereinabove,
from the effective date that physical possession is taken by the condemning
authority through the end of the term of this Lease, the annual Minimum Rent
payable by Tenant to Landlord under this Lease shall be reduced by a fraction,
the numerator of which shall be the gross area of the premises so taken by the
condemning authority and the denominator of which shall be the gross area of
the Premises on the date immediately prior to the effective date of such
taking.


 


16.3         Total Condemnation of
Parking. If the whole of the common parking areas at or near the Premises
shall be acquired or condemned by eminent domain for any public or quasi-


 

















 


public use or purpose, then
the term of this Lease shall cease and terminate as of the date of title
vesting in such proceeding.


 


16.4         Partial Condemnation of
Parking Area. If twenty (20%) percent or more of the common
parking areas at or near the Premises shall be acquired or condemned by eminent
domain for any public or quasi-public use or purpose, then the Tenant shall
have the option to cancel and terminate this Lease upon notice thereof given to
the Landlord within ninety (90) days after the vesting of title in such
proceeding.


 


If less than twenty (20%)
percent of the parking areas at or near the Premises shall be acquired or
condemned by eminent domain for any public or quasi-public use or purpose, or
if more than twenty (20%) percent of the parking areas shall be so acquired or
condemned, but Tenant shall not elect to cancel and terminate this Lease, then
the Landlord shall restore the parking areas to a condition reasonably
comparable under the circumstances to its condition at the time of such
condemnation, less the portion lost in the taking. In such event, this Lease
shall be and remain in full force and effect and no reduction of Minimum Rent
or any Additional Rent payable by Tenant under this Lease shall be allowed in
such circumstances, but Tenant shall continue to pay the full Minimum Rent or
any Additional Rent payable under this Lease for the balance of the term
hereof.


 


ARTICLE 17 

DEFAULTS


 


17.1         Events of Default By Tenant. If (1) Tenant
abandons or surrenders all or any part of the Premises prior to the expiration
of the Term of the Lease or (2) Tenant fails to pay Rent or Additional
Rent within five (5) days after notice from Landlord of delinquency, (3) Tenant
fails to fulfill any of the terms or conditions of this Lease or any other
lease heretofore made by Tenant for space in the Premises and the same is not
cured within thirty (30) days after written notice thereof from Landlord,
unless the same cannot be cured within said thirty (30) day period, in which
case Tenant shall have such additional time as is reasonably necessary to cure
such default, not to exceed ninety (90) days in any and all events, provided
that Tenant commences such cure within said thirty (30) day period and
thereafter diligently prosecutes the same to completion, or (4) the
appointment of a trustee or a receiver to take possession of all or
substantially all of Tenant’s assets occurs, or if the attachment, execution or
other judicial seizure of all or substantially all of Tenant’s assets located
at the Premises, or of Tenant’s interest in this Lease, occurs, and in the case
of an involuntary appointment only, the same is not dismissed within ninety
(90) days from said appointment, or (5) Tenant or any of its successors or
assigns or any guarantor of this Lease (“Guarantor”) should file any voluntary
petition in bankruptcy, reorganization or arrangement, or an assignment for the
benefit of creditors or for similar relief under any present or future statute,
law or regulation relating to relief of debtors, or (6) Tenant or any of
its successors or assigns or any Guarantor should be adjudicated bankrupt or
have an involuntary petition in bankruptcy, reorganization or arrangement filed
against it and the same not be dismissed within ninety (90) days of the date of
the filing thereof, or (7) Tenant shall permit, allow or suffer to exist
any lien, judgment, writ, assessment, charge, attachment or execution upon
Landlord’s or to the Premises, and/or the fixtures, improvements and
furnishings located thereon, except as otherwise permitted herein; then, Tenant
shall be in default hereunder.


 


17.2         Landlord’s Default. If Tenant
asserts that Landlord has failed to meet any of its obligations under this
Lease, Tenant shall provide written notice (“Notice of Default”) to Landlord
specifying the alleged failure to perform, and Tenant shall send by certified
mail, return


 

















 


receipt requested, a copy of
such Notice of Default to any and all mortgage holders, provided that Tenant
has been previously advised of the addresses) of such mortgage holder(s).
Landlord shall have a thirty (30) day period after receipt of the Notice of
Default in which to commence curing any non-performance by Landlord, and
Landlord shall have as much time thereafter to complete such cure as is
necessary so long as Landlord’s cure efforts are diligent and continuous, if
Landlord has not begun the cure within thirty (30) days of receipt of the
Notice of Default, or Landlord does not thereafter diligently and continuously
attempt to cure, then Landlord shall be in default under this Lease. If
Landlord is in default under this Lease, then the mortgage holder(s) shall
have an additional thirty (30) days, after receipt of a second written notice
from Tenant, within which to cure such default or, if such default cannot be
cured within that time, then such additional time as may be necessary so long
as their efforts are diligent and continuous.


 


ARTICLE 18 

LANDLORD’S REMEDIES FOR TENANT’S DEFAULT.


 


18.1         Landlord’s Options. If Tenant is
in default of this Lease, Landlord may, at its option, in addition to such
other remedies as may be available under the law of the State/Commonwealth of
Nevada:


 


(a)           Terminate this Lease and
Tenant’s right of possession; or


 


(b)           Terminate Tenant’s right to
possession but not the Lease and/or proceed in accordance with any and all
provisions of Section 18.2 below.


 


18.2         Landlord’s Remedies. Landlord may
without further notice reenter the Premises either by force or otherwise and
dispossess Tenant by summary proceedings or otherwise, as well as the legal
representatives) of Tenant and/or other occupants) of the Premises, and remove
their effects and hold the Premises as if this Lease had not been made, and
Tenant hereby waives the service of notice of intention to re-enter or to
institute legal proceedings to that end; and/or at Landlord’s option.


 


All Rent for the balance of
the Term will, at the election of Landlord, be accelerated and the present
worth of same for the balance of the Term, net of amounts actually collected by
Landlord, shall become immediately due thereupon and be paid, together with all
expenses of every nature which Landlord may incur such as (by way of
illustration and not limitation) those for attorneys’ fees, brokerage,
advertising, and refurbishing the Premises in good order or preparing them for
re-rental. For purposes of this provision, “present worth” shall be computed by
discounting such amount to present worth at a discount rate equal to one
percentage point above the discount rate then in effect at the Federal Reserve
Bank nearest to the location of the Premises.


 


Landlord may re-let the
Premises or any part thereof, either in the name of Landlord or otherwise, for
a term or terms which may at Landlord’s option be less than or exceed the
period which would otherwise have constituted the balance of the Term, and may
grant concessions or free rent or charge a higher rental than that reserved in
this Lease; and/or at Landlord’s option, Tenant or its legal representatives
will also pay to Landlord as liquidated damages any deficiency between the Rent
and all Additional Rent hereby reserved and/or agreed to be paid and the net
amount, if any, of the rents collected on account of the lease or leases of the
Premises for each month of the period which would otherwise have constituted
the balance of the Term.


 














 


If Landlord exercises the
remedy above, and provided that Tenant has paid Landlord the accelerated Rent
as required by this Section, Landlord shall remit to Tenant on a monthly basis
until the Expiration Date any amounts actually collected by Landlord as a
result of are letting remaining after subtracting therefrom all reasonable
costs paid by Landlord to secure a replacement tenant including reasonable
marketing/leasing costs, fees and commissions, and costs of preparing
improvements and refurbishment to the Premises for the replacement tenant. In
no event shall the total amount paid to Tenant pursuant to the preceding
sentence exceed the accelerated Rent paid by Tenant to Landlord. If this Lease
is terminated, Landlord may re-let the Premises or any part thereof, alone or
together with other premises, for such term or terms (which may be greater or
less than the period which otherwise would have constituted the balance of the
Term) and on such terms and conditions (which may include concessions or free rent
and alterations of the Premises) as Landlord, in its sole discretion, may
determine, but Landlord shall not be liable for nor shall Tenant’s obligations
hereunder be diminished by reason of, any failure by Landlord to re-let the
Premises or any failure by Landlord to collect any rent due upon such
re-letting.


 


18.3         Waiver of Jury Trial. To the extent
permitted by law, Tenant hereby waives: (a) jury trial in any action or
proceeding regarding a monetary default by Tenant and/or Landlord’s right to
possession of the Premises, and (b) in any action or proceeding by
Landlord for eviction where Landlord has also filed a separate action for
damages, Tenant waives the right to interpose any counterclaim in such eviction
action. Moreover, Tenant agrees that it shall not interpose or maintain any
counterclaim in such damages action unless it pays and continues to pay all
Rent, as and when due, into the registry of the court in which the damages
action is filed.


 


18.4         Waiver of Rights of
Redemption. Tenant hereby expressly waives any and all rights
of redemption granted by or under any present or future laws in the event of
Tenant being evicted or dispossessed for any cause, or in the event of Landlord
obtaining possession of the Premises, by reason of the violation by Tenant of
any of the covenants or conditions of this Lease or otherwise.


 


ARTICLE 19

BANKRUPTCY PROVISIONS


 


19.1         Event of Bankruptcy. If this Lease
is assigned to any person or entity pursuant to the provisions of the United
States Bankruptcy Code, 11 U.S.C. Section 101 et seq. (the “Bankruptcy
Code”), any and all monies or other consideration payable or otherwise to be
delivered in connection with such assignment shall be paid or delivered to
Landlord, shall be and remain the exclusive property of Landlord, and shall not
constitute the property of Tenant or of the estate of Tenant within the meaning
of the Bankruptcy Code. Any and all monies or other considerations constituting
Landlord’s property under this Section not paid or delivered to Landlord
shall be held in trust for the benefit of Landlord and shall be promptly paid
or delivered to Landlord. Any person or entity to which this Lease is assigned
pursuant to the provisions of the Bankruptcy Code shall be deemed without
further act or deed to have assumed all of the obligations arising under this
Lease on and after the date of such assignment.


 


19.2         Additional Remedies. In addition
to any rights or remedies hereinbefore or hereinafter conferred upon Landlord
under the terms of this Lease, the following remedies and provisions shall
specifically apply in the event Tenant is in default of this Lease:


 

















 


19.2.1      In all events, any receiver
or trustee in bankruptcy shall either expressly assume or reject this Lease
within sixty (60) days following the entry of an “Order for Relief or within
such earlier time as may be provided by applicable law.


 


19.2.2      In the event of an
assumption of this Lease by a debtor or by a trustee, such debtor or trustee
shall within fifteen (15) days after such assumption (i) cure any default
or provide adequate assurance that defaults will be promptly cured; (ii) compensate
Landlord for actual pecuniary loss or provide adequate assurance that
compensation will be made for actual monetary loss, including, but not limited
to, all attorneys’ fees and costs incurred by Landlord resulting from any such
proceedings; and (iii) provide adequate assurance of future performance.


 


19.2.3      Where a default exists under
this Lease, the trustee or debtor assuming this Lease may not require Landlord
to provide services or supplies incidental to this Lease before its assumption
by such trustee or debtor, unless Landlord is compensated under the terms of
this Lease for such services and supplies provided before the assumption of
such Lease.


 


19.2.4      The debtor or trustee may
only assign this Lease if (i) it is assumed and the assignee agrees to be
bound by this Lease, (ii) adequate assurance of future performance by the
assignee is provided, whether or not there has been a default under this Lease,
and (iii) the debtor or trustee has received Landlord’s prior written
consent pursuant to the provisions of this Lease. Any consideration paid by any
assignee in excess of the rental reserved in this Lease shall be the sole
property of, and paid to, Landlord.


 


19.2.5      Landlord shall be entitled
to the fair market value for the Premises and the services provided by Landlord
(but in no event less than the rental reserved in this Lease) subsequent to the
commencement of a bankruptcy event.


 


19.2.6      Any security deposit given
by Tenant to Landlord to secure the future performance by Tenant of all or any
of the terms and conditions of this Lease shall be automatically transferred to
Landlord upon the entry of an “Order of Relief.”


 


The parties agree that
Landlord is entitled to adequate assurance of future performance of the terms
and provisions of this Lease in the event of an assignment under the provisions
of the Bankruptcy Code. For purposes of any such assumption or assignment of
this Lease, the parties agree that the term “adequate assurance” shall include,
without limitation, at least the following: (i) any proposed assignee must
have, as demonstrated to Landlord’s satisfaction, a net worth (as defined in
accordance with generally accepted accounting principles consistently applied)
in an amount sufficient to assure that the proposed assignee will have the
resources to meet the financial responsibilities under this Lease, including
the payment of all Rent; the financial condition and resources of Tenant are
material inducements to Landlord entering into this Lease; (ii) any
proposed assignee must have engaged in the Use described in Section 1.2
for at least five (5) years prior to any such proposed assignment, the
parties hereby acknowledging that in entering into this Lease, Landlord
considered extensively Tenant’s permitted use and determined that such
permitted business would add substantially to the tenant balance in the
Premises, and were it not for Tenant’s agreement to operate only Tenant’s
permitted business on the Premises, Landlord would not have entered into this
Lease, and that Landlord’s operation of the Premises will be materially
impaired if a trustee in bankruptcy or any assignee of


 

















 


this Lease operates any
business other than Tenant’s permitted business; (iii) any assumption of
this Lease by a proposed assignee shall not adversely affect Landlord’s
relationship with any of the remaining tenants in the building in which the
Premises are located, taking into consideration any and all other “use” clauses
and/or “exclusivity” clauses which may then exist under their leases with
Landlord; and (iv) any proposed assignee must not be engaged in any
business or activity which it will conduct on the Premises and which will
subject the Premises to contamination by any Hazardous Materials


 


ARTICLE 20 

LIMITATIONS OF LANDLORD’S LIABILITY


 


The term “Landlord” as used
in this Lease, so far as covenants or obligations on the part of the Landlord
are concerned shall be limited to mean and include only a ground lessee if the
named Landlord herein is holding the premises under a ground lease for so long
as the named Landlord is the holder of such ground lease interest or the owner
or owners of the fee simple of the Premises; and in the event of transfer or
transfers of either the ground leasehold interest to any other person or the
transfer of title to the fee premises to any person, the Landlord herein named
(and in the case of subsequent transfers or conveyances the then grantor or
assignor), shall be automatically freed and relieved from and after the date of
such transfer or conveyance or assignment of all liability as respects the
performance of any covenant or obligation on the part of the Landlord contained
in this Lease thereafter to be performed, it being the intention of the parties
that the covenants and obligations to be observed and performed by the-Landlord
shall be binding upon the Landlord only during and in respect of its period of
ownership of either a leasehold interest, or a fee interest as the case may be.
Anything in this Lease to the contrary notwithstanding, Tenant agrees that
Tenant shall, subject to prior rights of any mortgagee of the Premises, look
solely to the estate and property of Landlord in the Premises for the
collection of any judgment (or other judicial process) requiring the payment of
money by Landlord in the event of any default or breach by Landlord with
respect to any of the terms, covenants and conditions of this Lease to be
observed and/or performed by Landlord, and no other assets of Landlord or any
principal of Landlord shall be subject to levy, execution or other procedures
for the satisfaction of Tenant’s remedies.


 

















 


ARTICLE 21 

ACCESS BY LANDLORD


 


Landlord or Landlord’s
agents shall have the right to enter the Premises at all reasonable times and,
except in the case of emergency, on not less than forty-eight (48) hours prior
notice to Tenant, to examine the same and to show them to prospective
purchasers of the building, and to make such repairs, alterations, improvements
or additions as Landlord may deem necessary or desirable, and Landlord shall be
allowed to take all material into and upon said Premises that may be required
therefor, without the same constituting an eviction of Tenant in whole or in
part and the Rent reserved shall in no way abate while said repairs,
alterations, improvements, or additions are being made, by reason of loss or
interruption of business of Tenant, or otherwise. During the six (6) month
period prior to the expiration of the term of this Lease or any renewal term,
unless Tenant shall have exercised its then right to renew the term of this
Lease, Landlord may exhibit the Premises to prospective tenants or purchasers,
and place upon the premises the usual notices “To Let” or “For Sale” which
notices Tenant shall permit to remain thereon without molestation. Nothing
herein contained, however, shall be deemed or construed to impose upon Landlord
any obligation, responsibility or liability whatsoever, for the care,
maintenance, or repair of the Premises or any part thereof, except as otherwise
herein specifically provided. Landlord to give Tenant reasonable notice during
business hours prior to any entry.


 


ARTICLE 22 

QUIET ENJOYMENT


 


22.1         Landlord’s Covenant. Upon payment
by the Tenant of the rents and other charges herein provided, and upon the
observance and performance of all the covenants, terms and conditions on Tenant’s
part to be observed and performed, Tenant shall peaceably and quietly hold and
enjoy the Premises for the term hereby demised without hindrance or
interruption by Landlord or any other person or persons lawfully or equitably
claiming by, through or under the Landlord, subject, nevertheless, to the terms
and conditions of this Lease.


 


ARTICLE 23 

MISCELLANEOUS


 


23.1         Accord and Satisfaction. No payment by
Tenant or receipt by Landlord of a lesser amount than the rent herein
stipulated to be paid shall be deemed to be other than on account of the
earliest stipulated rent, nor shall any endorsement or statement on any check
or any letter accompanying any check or payment as rent be deemed an accord and
satisfaction, and Landlord may accept such check or payment without prejudice
to Landlord’s right to recover the balance of such rent or pursue any other
remedy provided herein or by law.


 


23.2         Entire Agreement. This Lease
constitutes all covenants, promises, agreements, conditions and understandings
between Landlord and Tenant concerning the Premises and the Building and there
are no covenants, promises, conditions or understandings, either oral or
written, between them other than are herein set forth. Neither Landlord nor
Landlord’s agents have made nor shall be bound to any representations with
respect to the Premises or the Building except as herein expressly set forth,
and all representations, either oral or written, shall be deemed to be merged
into this Lease Agreement. Except as herein otherwise provided, no subsequent
alteration change or addition to this lease shall be binding upon Landlord or
Tenant unless reduced to writing and signed by them.


 

















 


23.3         Notices.


 


23.3.1      Any notice by Tenant to
Landlord must be served by certified mail return requested, addressed to
Landlord at the address first hereinabove given or at such other address as
Landlord may designate by written notice. Tenant shall also provide copies of
any notice given to Landlord to such mortgagees, agents or attorneys of
Landlord as Landlord may direct.


 


23.3.2      After commencement of the
term hereof any notice by Landlord to Tenant shall be served by certified mail,
return receipt requested addressed to Tenant at the Premises or at such other
address as Tenant shall designate by written notice, or by delivery by Landlord
to the Premises or to such other address.


 


	
  Landlord:

  	
  Tenant:

  
	
  2234 Colonial Blvd.

  	
  2234 Colonial Blvd.

  
	
  Fort Myers, FL, 33907

  	
  Fort Myers, FL 33907

  
	
  c/o Cathy Newkirk

  	
   

  



 


23.3.3      All notices given hereunder
shall be in writing, and shall be effective and deemed to have been given only
upon receipt by the party to which notice is being given, said receipt being deemed
to have occurred upon hand delivery or posting, or upon such date as the postal
authorities shall show the notice to have been delivered, refused, or
undeliverable, as evidenced by the return receipt. Notwithstanding any other
provision hereof, Landlord shall also have the right to give notice to Tenant
in any other manner provided by law.


 


23.4         Successors. All rights
and liabilities herein given to, or imposed upon,, the respective parties
hereto shall extend to and bind the several respective heirs, legal
representatives, and permitted successors and assigns of the said parties; and
if there shall be more than one person or party constituting the Tenant, they
shall be bound jointly and severally by the terms, covenants and agreements
herein. No rights, however, shall inure to the benefit of any assignee of
Tenant unless the assignment to such has been approved by Landlord in writing
as provided herein. Nothing contained in this Lease shall in any manner
restrict Landlord’s right to assign or encumber this Lease and, in the event
Landlord sells its interest in the Building and the purchaser assumes Landlord’s
obligations and covenant, Landlord shall thereupon be relieved of all further
obligations hereunder.


 


23.5         Captions and Section Numbers. The captions,
section numbers, and article numbers appearing in this Lease are inserted only
as a matter of convenience and in no way define, limit, construe, or describe
the scope or intent of such sections or articles of this Lease nor in any way
affect this Lease.


 


23.6         Broker’s Commission. The Tenant
represents and warrants to Landlord that it has dealt with no real estate
broker, agent, salesperson or finder in connection with this Lease or the
Premises. Notwithstanding the foregoing, Tenant agrees to indemnify, defend and
save the Landlord harmless from all liabilities arising from claims by any real
estate broker or agent claiming through Tenant. Such indemnity of Tenant shall
include, without limitation, all of attorneys, fees incurred in connection
therewith.


 


23.7         Partial Invalidity. If any term,
covenant or condition of this Lease or the application thereof to any person or
circumstances shall, to any extent, be invalid or unenforceable, the remainder
of this Lease the application of such term, covenant or condition to


 

















 


persons or circumstances
other than those as to which it is held invalid or unenforceable, shall not be
affected thereby and each term, covenant or condition of this Lease shall be
valid and enforceable to the fullest extent permitted by law.


 


23.8         Estoppel Certificate. Landlord and
Tenant agree that each will, at any time and from time to time, within ten (10) days
following written notice by the other party hereto specifying that it is given
pursuant to this Section, execute, acknowledge and deliver to the party who
gave such notice, or its designate, a statement in writing certifying that this
Lease is unmodified and in full force
and effect (or if there have been modifications, that the same is in full force and effect and stating the modifications),
and the date to which the annual rent and any other payments due hereunder from
Tenant have been paid in advance, if any, and stating whether or not there are
defenses or offsets claimed by the maker of the certificate and whether or not
to the best of knowledge of the signer of such certificate the other party is
in default in performance of any covenant agreement or condition contained in
this Lease, and if so, Specifying each such default of which the maker may have
knowledge and if requested, such financial information concerning Tenant and
Tenant’s business operations (and the Guarantor of this Lease, if this Lease be
guaranteed) as may be reasonably requested by any Mortgagee or prospective
mortgagee or purchaser. The failure of either party to execute, acknowledge and
deliver to the other a statement in accordance with the provisions of this Section within
said ten (10) business day period shall constitute an acknowledgment, by
the party given such notice, which may be relied on by any person holding or
proposing to acquire an interest in the Building or any party thereof or the
Premises or this Lease from or through the other party, that this Lease is
unmodified and in full force and
effect and that such rents have been duly and fully
paid to an including the respective due dates immediately preceding
the date of such notice and shall constitute, as to any person entitled as
aforesaid to rely upon such statements, waiver of any defaults which may exist
prior to the date of such notice; provided, however that nothing contained in
the provision of this Section shall constitute waiver by Landlord of any
default in payment of rent or other charges existing as of the date of such
notice and, unless expressly consented to in writing by Landlord, and Tenant
shall still remain liable for the same.


 


23.9         Liability of Landlord. Tenant shall
look solely to the estate and property of the Landlord in the Premises for the
collection of any judgment, or in connection with any other judicial process,
requiring the payment of money by Landlord in the event of any default by
Landlord with respect to any of the terms, covenants and conditions of this
Lease to be observed and performed by Landlord, and no other property or
estates of Landlord shall be subject to levy, execution or other enforcement
procedures for the satisfaction of Tenant’s remedies and rights under this
Lease. Both parties waive a jury trial if any litigation arises.


 


23.10       Recordings. Tenant shall
not record this Lease, or any memorandum or short form thereof, without the
written consent and joinder of Landlord.


 


23.11       Time of Essence. Time is of
the essence with respect to the performance of every provision of this Lease in
which time of performance is a factor.


 

















 


ARTICLE 24


TENANT’S PROPERTY


 


24.1         Taxes on Leasehold. Tenant shall
be responsible for and shall pay before delinquency all municipal, county or
state taxes assessed during the term of this Lease against any leasehold
interest or personal property of any kind, owned by or placed in, upon or about
the Premises by the Tenant.


 


24.2         Personal Property. Landlord
shall not be liable for any damage to property of Tenant or of others located
on the Premises, nor for the loss of or damage to any property of Tenant or of
others by theft or otherwise. Landlord shall not be liable for any injury or
damage to persons or property resulting from fire, explosion, falling plaster,
steam, gas, electricity, water, rain, or snow or leaks from any part of the
Premises or from the pipes, appliances or plumbing works or from the roof,
street or subsurface or from any other place or by dampness or by any other
cause of whatsoever nature. Landlord shall not be liable for any such damage
caused by other tenants or persons in the Premises, occupants of adjacent
property, or caused by operation in construction of any private, public or
quasi-public work. All property of Tenant kept or stored on the Premises shall
be so kept or stored at the sole risk of Tenant only.


 


24.3         Notice by Tenant. Tenant shall
give immediate notice to Landlord in case of fire or accidents in the Premises
or in the building of which the Premises are a part or of defects therein or in
any fixtures or equipment.


 


ARTICLE 25 

HOLDING OVER SUCCESSORS


 


25.1         Surrender of Premises. At the
expiration of the tenancy hereby created, Tenant shall surrender the Premises
in the same condition as the Premises were in upon the Commencement Date,
reasonable wear and tear excepted, and damage by unavoidable casualty excepted,
and shall surrender all keys for the Premises to Landlord at the place then
fixed for the payment of rent and shall inform Landlord of all combinations on
locks, safes and vaults, if any, in the Premises. Tenant shall remove all its
trade fixtures before surrendering the premises as aforesaid and shall repair
any damage to the Premises caused thereby. Tenant’s obligation to observe or
perform this covenant shall survive the expiration or other termination of the
term of this Lease.


 


ARTICLE 26 

ATTORNEY FEES AND COSTS


 


26.1         Attorney Fees and Costs. In the event
of a lawsuit or litigation concerning this Lease or enforcement of this Lease
the prevailing party shall be entitled to reasonable attorney fees and costs.
This will also cover appellant fees and appellant costs.


 


ARTICLE 27 

GOVERNING LAW


 


27.1         Governing Law. In the event
of a lawsuit, litigation or interpretation of this Lease Agreement parties
shall be governed by the laws of the State/Commonwealth of Nevada.


 

















 


ARTICLE 28

SPECIAL JURISDICTIONAL PROVISIONS


 


IN WITNESS WHEREOF, the
undersigned has hereunto set his hand and seal on      day
of
              2007.


 


 


	
   

  	
  LANDLORD:

  	
  /s/ Authorized Signatory

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  TENANT:

  	
  Navada Radiation Therapy
  Management

  
	
   

  	
   

  	
   

  
	
   

  	
  By:

  	
  /s/ David NT. Watson

  
	
   

  	
   

  	
  David NT. Watson