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Lease Agreement

LEASE | Document Parties: MEDICAL SOLUTIONS MANAGEMENT INC. | Cypress Lakes Professional Center, LLC You are currently viewing:
This Lease Agreement involves

MEDICAL SOLUTIONS MANAGEMENT INC. | Cypress Lakes Professional Center, LLC

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Title: LEASE
Date: 8/28/2008

LEASE, Parties: medical solutions management inc. , cypress lakes professional center  llc
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Exhibit 10.66

Cypress Lakes Professional Center, LLC

LEASE

In consideration of the rents, covenants and agreements set forth in this Lease, Lessor (as identified below) leases to Lessee (as identified below), and Lessee rents from Lessor, the Premises (as described below), upon the following terms and conditions.

Section 1 Fundamental Lease Provisions

 

 

 

 

EFFECTIVE DATE OF THIS LEASE:

  

August 1, 2006

 

 

LEASE COMMENCEMENT DATE:

  

August 1, 2006

 

 

LEASE TERMINATION DATE:

  

October 31, 2007

 

 

RENT COMMENCEMENT DATE:

  

August 1, 2006

OPTION: Lessee is granted one three-year

option

LESSOR NAME AND ADDRESS: Cypress Lake Professional Center, LLC

P.O. Box 07325, Fort Myers, FL. 33919

LESSEE NAME AND ADDRESS: Certified Diabetic Services, Inc.

9371 Cypress Lake Drive, Fort Myers, FL. 33919.

 

 

 

 

LEASED PREMISES:

  

Suite No.8; 900 square feet

 

 

BASE ANNUAL RENT FIRST YEAR:

  

$ 12,150.00/$ 1,012.50 monthly plus applicable sales tax

 

 

BASE RENT SUCCEEDING YEARS:

  

As Set Forth in Exhibit A

 

 

SECURITY DEPOSIT:

  

$ 1,500.00

 

LESSEE’S PROPORTIONATE SHARE: First Year $ 3.50 square foot

 

MONTHLY EXPENSES ESTIMATED UNDER Section 6: $ 262.50 plus applicable sales tax

NAME OF GUARANTOR(S):


References in other sections of this Lease to provisions contained in this Section 1 shall be construed to incorporate all of the terms provided under each such Fundamental Lease Provision, and visa versa. In the event of any conflict between any Fundamental Lease Provision and the balance of the Lease, the latter shall control.

Section 2. Lease of Premises

Lessor hereby leases and demises unto Lessee and Lessee hereby leases and takes from Lessor, for the term, at the rental, and upon the covenants and conditions herein set forth, office space in one of the buildings (the “Buildings”) located at 9371 Cypress Lake Drive, Fort Myers, Lee County, Florida, referred to herein as the “Premises.”

Section 2.1. Condition of leased premises

Lessee acknowledges that: (i) Lessee has carefully inspected the premises and found them in a good state of repair and in clean and orderly condition; (ii) no representation has been made to Lessee concerning the suitability of the premises for Lessee’s purposes; and (ill) no promise has been made to Lessee that Lessor will decorate, alter, repair, or improve the premises.

Lessee must keep the premises in clean and orderly condition and good State of repair at all times, and on termination of this lease, Lessee must deliver the premises to Lessor in the same condition they were in at the beginning of the term.”

Section 3. Commencement and Ending Date of Lease

The term of this Lease and Lessee’s obligation to pay rent hereunder shall begin and end on the dates set forth above as the “Lease Commencement Date” and the “Lease Termination Date”, unless sooner terminated as provided in this Lease.

Section 4. Lease Year Defined

The term “lease year” as used herein shall mean a period of twelve (12) consecutive full calendar months. The first lease year shall begin on the “Lease Commencement Date”. Each succeeding lease year shall commence upon the anniversary date of the first lease year.

 

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Section 5. Base Rent

Lessee agrees to pay to Lessor at the office of Lessor, or at such other place designated by Lessor, without any prior demand therefore and without any deduction or set-off whatsoever, and as fixed minimum rent, one twelfth (1/12) of the Base Annual Rental specified in Section 1 hereof, in advance on or before the first day of each calendar month of each lease year.

Section 6. Additional rent, taxes, insurance and common area costs and uses.

6.0 Common Area Expenses and Uses

6.0 Lessee agrees to pay to Lessor, as additional rent, Lessee’s pro-rata share of all costs and expenses (Common Area Expenses and or operating expenses) of every kind and nature paid or incurred by Lessor, or for which Lessor is or becomes obligated during the term, for maintenance contracts, operating, managing, constructing, equipping, securing, policing, protecting, heating, air conditioning, providing sanitation and sewer and other services, lighting, insuring (including self insurance and the payment of deductible amounts under insurance policies) constructing, repairing, replacing and maintaining (a) the Common Areas, (b) all leased premises, all buildings, including air conditioning units, air handlers and the land in which the buildings and its appurtenances are situated, and roofs at Cypress Lake Professional Center, and (c) all other areas, facilities, and buildings used in the maintenance and operation of Cypress Lake Professional Center whether located within or outside of Cypress Lake Professional Center, including parking garage facilities, if any.

Operating expenses and or Common Area Expenses shall include, but not limited to, maintenance contracts, the costs and expenses of water, gas, sewage, electricity, refuse disposal, extermination, pest control, and other utilities (including all energy costs) including all usage, service, hook up, connection, availability, and/or standby fees or charges as applicable to the non-leased areas.

Installation, construction, repair, development, illumination and maintenance of signs, whether located within or outside Cypress Lake Professional Center; total compensation and benefits of all management, bookkeeping, secretarial personnel, legal, accounting, or other professional fees and other persons involved in the performance or administration of the work specified in this lease (including, without limitation, payroll taxes, premium for worker’s compensation and other insurance, and other employee benefits of all such personnel); Cypress Lake Professional Center directories, electronic or otherwise; cleaning; lighting; gardening and landscaping; uniforms for maintenance administrative, and security personnel for Cypress Lake Professional Center; charges for any independent contractor who, under contract with Lessor or its representatives, does any of the work operating, managing, maintaining, repairing, replacing, or constructing at Cypress Lake Professional Center; maintaining, repairing, replacing, or constructing of decorations in

 

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non-leasable areas; acquisition, construction, maintenance, repair and replacement of seasonable decorations; premiums for liability and property damage insurance and all other insurance provided in Section 6.2 of this lease including, but without limitation, insurance against vandalism, plate glass breakage, fire and extended coverage insurance, and related coverage as determined by Lessor; repair and maintenance; personal property taxes; licensing fees and taxes; and all other taxes as provided in Section 6.1, audit fees and expenses; all costs and expenses of enforcing the rules and regulation established by Lessor for Cypress Lake Professional Center; construction, maintenance, operation, repair, and replacement of mechanical equipment including but not limited to any automatic door openers, lighting fixtures (including replacement of tubes and bulbs), fire sprinkler systems, security systems, public address systems, life/safety systems, energy maintenance system, and all other items of equipment used in connection with such areas of Cypress Lake Professional Center; constructing, patching, repairing, replacing, resurfacing, topping, striping, and marking of all parking and drive areas; reglazing; regulation of traffic; curbs, gutters, sidewalks, drainage and irrigation ditches, conduits, pipes, and canals serving Cypress Lake Professional Center; professional and technical fees and all other disbursements incurred in connection with the performance of any of the foregoing; and any other expense or charge, whether or not hereinbefore mentioned, which, in accordance with generally accepted management principles, would be considered as an expense of constructing, managing, operating, equipping, maintaining, or repairing, Cypress Lake Professional Center.

Lessor hereby expressly reserves the right but without obligation therefore, from time to time to construct surface parking areas and facilities; to change, enlarge or reduce the area, level, location, and arrangement of the Common Areas and other portions of Cypress Lake Professional Center; to restrict parking by Lessees or other occupants of Cypress Lake Professional Center and their respective employees, agents, sublessees, concessionaires, and licensees; to close temporarily all or any portion of the Common Areas for the purpose of making repairs or changes to them and to discourage non-customer parking; to close all or any portion of the Common Areas or facilities to such extent as may, in the opinion of Lessor’s counsel, be legally sufficient to prevent a dedication of the Common Areas of the accrual of any rights to any person or to the public in them; and to do and perform such other ads in and to said areas and improvements as Lessor shall determine. In addition, Lessor, from time to time, may modify the traffic flow pattern and layout of parking spaces and the entrances and exits to adjoining public streets or walkways, use portions of the Common Areas for temporary storage of construction equipment OT materials or for kiosks, entertainment, displays, and charitable activities, and may do such other acts in and to the Common Areas as, in its judgment, may be desirable to improve the convenience or attraction thereof. If Lessor takes any such action, Lessee shall not be entitled to injunctive relief, abatement of Rents, or any other remedy for or related to any inconvenience, interruption or loss of business, or disruption or annoyance occasioned by such action. Irrespective of whether Lessor does or does not provide security devices, services, or personnel, Lessor hereby disclaims any and all responsibility or liability

 

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therefore, and Lessor, to the maximum extent permitted by law, shall be free from any and all liability to Lessee or Lessee’s employees, agents, invitees, licensees, guests, or any other person or entity, including their successors, assigns, heirs, or personal representatives, for any damages or costs incurred, arising out of, related to, or in connection with, any negligent or willful act or omission concerning the provision of security to Cypress Lake Professional Center and surrounding areas or concerning Lessor’s election not to provide the same.

6.1 Taxes

Real Property Taxes. The entire amount of any real property taxes, including special assessments, imposed against the Buildings and the land including improvements) on which the Buildings and their appurtenances are situated, the land, Buildings and appurtenances are currently identified as Tax Parcel 02-45-24P4-01300.0100. The amount payable by Lessee shall be based upon the amount actually paid to the taxing authority.

6.2 Insurance

The entire premium paid by Lessor to maintain a comprehensive fire and extended coverage insurance policy on the Property, covering the full replacement cost thereof, full Joss of rents, and public liability insurance, with minimum limits of liability of $500,000 per person; $1,000,000 per incident; and $100,000 with respect to damage to property. Lessee shall be responsible for maintaining its own insurance on the property of Lessee or others brought onto the Premises.

Section 7. Assessment and charges

Lessee shall promptly pay any money required to be paid pursuant this Lease, whether or not the same be designated as “rent”. If such amounts or charges are not paid at the time provided in this Lease, they shall nevertheless, if not paid when due, be collectible with the next installment of rent thereafter falling due hereunder, but nothing herein contained shall be deemed to suspend or delay the payment of any amount of money or charge at the time the same becomes due and payable hereunder, or limit any other remedy of Lessor.

Section 8. Past due rent, assessments and charges

If Lessee shall fail to pay, when the same is due and payable, any rent, additional rent, or any amounts or charges of the character described in Section 8 hereof, such unpaid amounts shall bear interest from the due date thereof to the date of payment at the rate of eighteen percent (18%) per annum. In addition to interest, Lessor may charge a sum of five percent (5%) of such unpaid amounts as a service fee.

 

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Section 9. Permitted use of the premises

Lessee shall use the leased Premises solely for general office purposes. Lessee shall not engage in repacking, reprocessing or manufacturing of any kind. No water or other liquids shall be used for any purposes except for drinking and restroom purposes. Lessee shall not dispose of any things or materials of any kind on or about the Buildings or contiguous or nearby property. However, unintentional spills or releases will not, for the purposes of this Lease, be considered to be disposal if the material spilled or released and any contamination resulting there from is promptly removed from the Buildings and contiguous or nearby property. Lessee shall not receive, generate, store, treat, reclaim, recycle or dispose of any “hazardous wastes” (as that term is defined in 40 Code of Federal Regulations 261) on or about the Premises or contiguous or nearby property. Lessee shall manage any and all “hazardous substances” (as that term is defined in the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. 9601, et seq.) (CERCLA) in, on, under, or about the Premises in conformity with all applicable hazardous substances laws. Upon expiration or earlier termination of the term of this Lease, Lessee shall cause all Hazardous Substances to be removed from the Premises. Lessee shall not perform any ads or carry on any practices which may injure the Buildings or be a nuisance, health hazard, or menace to other Lessees or third parties.

Section. 10 Signs

Lessee may not place any signs on the Building. Signs may be placed on the exterior doors or walls of the Premises, with Lessor’s prior written consent, and in conformity with local regulations, provided that any damage to the Building shall be repaired by Lessee upon removal, to restore the Building to its original condition. Lessor makes no representation respecting the compliance of any signage with local regulation. Such current and future compliance is solely the responsibility of Lessee.

Section 11. Use by others

Lessee shall not permit any business to be operated in or from the leased Premises by any concessionaire or licensee without the prior written consent of Lessor.

Section 12. Security Deposit

12.1 Lessee has on deposit with Lessor a security deposit in the sum set forth in Section 1. Said deposit shall be held by Lessor, without liability for interest, as security for the faithful performance by Lessee of all of the terms, covenants and conditions of this Lease by Lessee to be kept and performed during the term hereof, or upon termination.

 

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12.2 In the event of the failure of Lessee to keep and perform any of the terms, covenants, and conditions of this Lease to be kept and performed by Lessee, then Lessor at its option may appropriate and apply said entire deposit, or so much thereof as may be necessary, to compensate Lessor for loss or damage sustained or suffered by Lessor due to such breach on the part of Lessee. Should the entire deposit, or any portion thereof, be appropriated and applied by Lessor for the payment of overdue rent or other sums due and payable to Lessor by Lessee hereunder, then Lessee shall, upon the written demand of Lessor, forthwith remit to Lessor a sufficient amount in cash to restore said security to the original sum deposited, and Lessee’s failure to do so within five (5) days after receipt of such demand shall constitute a breach of this Lease. Should Lessee comply with all of said terms, covenants and conditions and promptly pay all of the rental herein provided for as it falls due, and all other sums payable by Lessee to Lessor hereunder, the said deposit shall be returned in full to Lessee at the end of the term of this Lease.

12.3 Lessor may deliver the funds deposited hereunder by Lessee to the purchaser of Lessor’s interest in the leased Premises, in the event that such interest is sold, and thereupon Lessor shall be discharged from any further liability with respect to such deposit.

Section 13. Maintenance by Lessee

Lessee shall, at all times, keep the leased premises in a clean, orderly and professional business appearance. Lessee shall not perform, nor allow any person to perform maintenance on the leased unit without the written authorization of Lessor.

Section 14. Maintenance by Lessor

Maintenance of the leased premises is the sole responsibility of the lessor as described in Section 6.0.

Section 15. Surrender of Premises

At the expiration of the tenancy hereby created, Lessee shall surrender the leased Premises in the same condition as the leased Premises were in upon commencement of operations by Lessee under this Lease, reasonable wear and tear excepted, and damage by unavoidable casualty excepted, and shall surrender all keys for the leased Premises to Lessor at the place then fixed for the payment of rent. Lessee shall remove all its trade fixtures, and any alterations or improvements, before surrendering the Premises as aforesaid and shall repair any damage to the leased Premises caused thereby. Lessee’s obligation to observe or perform this covenant shall survive the expiration or other termination of the term of this Lease.

 

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Section 16. Liability Insurance

Lessee shall, during the entire term hereof, keep in full force and effect a policy of public liability and property damage insurance with respect to the leased Premises, and the business operated by Lessee and any sublessees of Lessee in the leased Premises in which the limits of public liability shall be not less than $1,000,000 per person and $1,000,000 per occurrence and in which the property damage liability shall not be less than $100,000. The policy shall name Lessor, any person, firms or corporations designated by Lessor, and Lessee as insured, and shall contain a clause that the insurer will not cancel or change the insurance without first giving Lessor ten days prior written notice. The insurance shall be in an insurance company approved by Lessor and a copy of the policy or a certificate of insurance shall be delivered to Lessor. All public liability, property damage and other casualty policies shall be written as’ primary policies, not contributing with and not in excess of coverage which Lessor may carry. All public liability and property damage policies shall contain a provision that the Lessor, although named as an insured, shall nevertheless be entitled to recovery under said policies for any loss occasioned to it, its servants, agents and employees by reason of the negligence of Lessee.

Section 17. Fire and extended coverage insurance

Lessor shall maintain a comprehensive fire and extended coverage insurance policy on the leased Premises, covering the full replacement cost thereof, full loss of rents, and glass breakage. Lessee shall pay to Lessor its proportionate share of the premiums for such coverage, as provided herein.

Section 18. Increase in fire or casualty insurance premium

Lessee agrees that it will not keep, use, sell or offer for sale in or upon the leased Premises any article or do or permit any other act or thing which may be prohibited by the standard form of fire insurance policy. Lessee agrees to pay any increase in premiums for fire and extended coverage insurance that may be charged during the term of this lease on the amount of such insurance which may be carried by Lessor on the Buildings of which the Premises are a part, resulting from the type of merchandise maintained by Lessee in the Leased Premises, whether or not Lessor has consented to the same. In determining whether increased premiums are the result of Lessee’s use of the leased Premises, a schedule, issued by the organization making the insurance rate on the leased Premises, showing the various components of such rate, shall be conclusive evidence of the several times and charges which make up the fire insurance rate on the Buildings. In the event Lessee’s occupancy causes any increase of premiums for the fire and/or casualty rates on the Buildings or any part thereof above the rate for the least hazardous type of occupancy legally permitted in the leased Premises, Lessee shall pay the additional premium on the fire and/or casualty insurance policies by reason thereof. The Lessee also shall pay in such event, any additional premium on the rent insurance policy that may be carried by Lessor for its protection against rent loss


 
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