Exhibit 10.1
LEASE AGREEMENT
BY AND BETWEEN
PHILIP ELGHANIAN ("LESSOR")
AND
DVA HEALTHCARE RENAL CARE, INC. ("LESSEE")
Dated: February 6, 2009
TABLE OF CONTENTS
1. TERM
1
2. RENT
2
3. RENT ADJUSTMENTS
2
4. RENEWALS
2
5. CONDITION OF PREMISES
3
6. USE OF PREMISES
3
7. ASSIGNMENT/SUBLETTING
3
8. TAXES, UTILITIES AND MAINTENANCE, REPAIR AND REPLACEMENT COSTS AND CAM
CHARGES
4
9. ALTERATIONS/SIGNAGE
6
10. ENVIRONMENTAL
7
11. DAMAGE TO PREMISES BY FIRE OR CASUALTY
8
12. EMINENT DOMAIN
10
13. RIGHT OF ENTRY BY LESSOR
10
14. INDEMNITY
11
15. DEFAULT AND REMEDIES
11
16. INSURANCE
13
17. SUBROGATION
14
18. REPAIRS AND MAINTENANCE
14
19. BROKERS
15
20. EMERGENCY
15
21. TITLE AND PARKING
15
22. COMPLIANCE WITH LAWS
15
23. INTENTIONALLY OMITTED
16
24. LESSEE TO SUBORDINATE
16
25. QUIET ENJOYMENT
16
i
26. MEMORANDUM OF LEASE
17
27. NOTICES
17
28. ESTOPPEL CERTIFICATE
17
29. HOLDING OVER
17
30. BINDING EFFECT
17
31. COMPLETE AGREEMENT
18
32. SEVERABILITY
18
33. APPLICABLE LAW
18
34. FORCE MAJEURE
18
35. AMENDMENT
18
36. LESSEE IMPROVEMENTS
18
37. LESSOR'S WORK
19
38. LESSOR'S SALE OF THE BUILDING
19
39. LESSEE'S ROOF RIGHTS
19
40. REGULATORY COMPLIANCE
20
41. COOPERATION WITH LESSEE'S COST REPORTING RESPONSIBILITIES
23
42. PROTECTED HEALTH INFORMATION
23
43. LESSOR'S CONSENT
23
44. APPROVAL BY DAVITA INC. AS TO FORM
23
45. COUNTERPARTS
23
EXHIBIT A- LEGAL DESCRIPTION
EXHIBIT B- RESERVED
EXHIBIT C- FORM OF COMMENCEMENT DATE MEMORANDUM
EXHIBIT D- RESERVED
EXHIBIT E-FORM OF ESTOPPEL CERTIFICATE
ii
THIS LEASE AGREEMENT (the "Lease"), made and entered into this
day of
, 200
_____
(the "Effective
Date"), by and between PHILIP ELGHANIAN (hereinafter called "Lessor"), and DVA
HEALTHCARE RENAL CARE, INC. (hereinafter called the "Lessee").
W I T N E S S E T H:
WHEREAS, Lessor desires to demise, lease and rent unto Lessee, and the Lessee
desires to rent and lease from Lessor that certain real property located at
17590 Foothill Boulevard, Fontana, California, as more particularly described on
Exhibit A, together with a building consisting of approximately Ten Thousand
Five Hundred Sixty-Eight (10,568) rentable square feet {NOTE: TO BE CONFIRMED BY
LESSEE} (the "Building") and all improvements thereon and appurtenant rights
thereto including, without limitation, parking areas, easements, declarations
and rights of way (collectively the "Premises").
NOW, THEREFORE, for and in consideration of the mutual covenants, promises and
agreements herein contained and for other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, Lessor does hereby
demise, lease and rent unto the Lessee and Lessee does hereby rent and lease
from Lessor the Premises, under and pursuant to the following terms and
conditions:
1. Term. This Lease shall be effective on the Effective Date. Lessor shall
deliver possession of the Premises upon the later to occur of: (i) Lessor's
completion of the remediation and disposal of the Hazardous Substances (as
defined in Section 10) described in the Lessor Environmental Report (as defined
in Section 10) or (ii)