Clinic Lease — Jefferson Park
Ridgeline Health Partners · Westbrook Realty Trust
1. Parties and Recitals
This Lease is entered into by and between Ridgeline Health Partners, a multi-specialty physician group ("Tenant"), and Westbrook Realty Trust ("Landlord"), and is identified in Tenant's records as RHP-FAC-0402.
The parties enter into this Lease in respect of Clinic Lease — Jefferson Park, upon the terms and conditions set forth below.
2. Term
Register reads from this clause: Effective date · Term end
The initial term commences on Mar 7, 2023 and continues for twelve (12) months unless earlier terminated in accordance with this Lease.
The term currently in effect ends on Mar 7, 2027.
3. Renewal and Notice of Non-Renewal
Register reads from this clause: Renewal type · Notice period
This Lease shall renew for successive one (1) year terms unless either party delivers written notice of termination not less than one hundred eighty (180) days prior to the end of the then-current term. Tenant shall surrender the premises in broom-clean condition.
For the avoidance of doubt, notice of non-renewal must be delivered not less than 180 days prior to the end of the then-current term.
4. Premises and Use
Landlord leases to Tenant the premises identified in Exhibit A, to be used for the provision of outpatient health care services and administrative functions incidental thereto, and for no other purpose without Landlord's prior written consent.
5. Rent and Operating Expenses
Tenant shall pay base rent in monthly instalments in advance, together with Tenant's proportionate share of operating expenses, taxes and insurance as set forth in Exhibit B.
6. Escalation
Register reads from this clause: Annual value · Compensation · Total value · Rate position
The annual value of this Lease recorded in Tenant's register is $268,000, exclusive of pass-through charges and surcharges.
Amounts payable are subject to the adjustment provisions set forth in the exhibits.
7. Compliance with Law
Each party shall comply with all applicable federal and state laws and regulations, including without limitation the federal Anti-Kickback Statute, the physician self-referral law, and the privacy and security regulations promulgated under the Health Insurance Portability and Accountability Act.
8. Confidentiality
Each party shall hold in confidence all confidential information of the other party and shall not disclose such information except as required to perform its obligations or as required by law. The obligations of this section survive termination.
9. Termination
Either party may terminate this Lease upon material breach by the other party which remains uncured thirty (30) days after written notice describing the breach in reasonable detail.
Termination does not relieve either party of obligations accrued prior to the effective date of termination.
10. Notices
Register reads from this clause: Notice method
All notices required or permitted hereunder shall be in writing and delivered to the address for notices set forth below, and shall be deemed given upon receipt.
Ridgeline Health Partners, Attention: Contract Administration, with a required copy to the Office of General Counsel.
11. Assignment
Neither party may assign this Lease without the prior written consent of the other, except to an affiliate or in connection with a merger or sale of substantially all assets.
12. Governing Law and Entire Agreement
This Lease is governed by the laws of the State of Tennessee without regard to its conflict of laws principles.
This document, together with its exhibits and any executed amendments, constitutes the entire agreement of the parties and supersedes all prior understandings.
13. Execution
Register reads from this clause: Signature status
Executed by authorised representatives of both parties. A complete signed original is held in the register.