Beruflich Dokumente
Kultur Dokumente
CONTRACT OF AGREEMENT
This agreement and contract, dated ______________________, 2000, between the
two undersigned parties, is instituted with full understanding and covenant
between Party of the First Part, Dr. Philip Boos of Boos Chiropractic Center, #1
West Hanover Ave., Suite 110, Randolph, NJ, 07689 (hereinafter called Boos) and
Party of the Second Part, Dr. Michael C. Ropp of Ropp Family Chiropractic Center, 193 Route
206, Building #2, Flanders, NJ 07836 (hereinafter called Ropp).
Whereas Boos has another Chiropractic practice located in Byram, NJ, which he is compelled
to vacate by August 1, 2000 through circumstances beyond his control, and,
Whereas Boos wishes to avail himself of the premises and equipment of Ropp, located at the
said Route 206 address, in order to be able to treat his said patients, and,
Whereas Ropp wishes to avail himself of the affiliation and monetary value of such an
association, along with the added exposure of his own chiropractic practice, and,
Whereas the said association is deemed to be beneficial to both Parties, this agreement is
herewith promulgated with the following stipulations and mutual agreements:
ARTICLE 1: This contract will begin on ___August 1, 2000___ and will continue for the period
of two (2) years to __August 1, 2002__. At the end of this period, this contract can be renewed
or discontinued at the discretion of either or both parties. If this contract is to be renewed, the
terms shall be identical to those stated herein, with a two year prerogative executable by Boos
at the same terms.
ARTICLE 2: If, at the end of the period so stated in Article 1, either party wishes to end this said
relationship, a registered letter must be dated and sent at least two (2) months before the stated
end of the said agreement, so informing the other party of the impending severance. In the
event that neither of the parties informs the other within the specified time, the contract will be
considered renewed for another two (2) full years at the same terms stated herein. Lack of
action will be construed as a positive response towards renewal of this Agreement and Contract
for another full two (2) years.
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ARTICLE 3 : Boos will have full and primary use of the Ropp premises, during any given week,
on the days, Tuesdays, Thursdays and Saturdays (called Boosdays) during the said
association. Ropp will have full and primary use of the said premises and equipment on
Mondays, Wednesdays and Fridays of the same week (called Roppdays). However, Ropp will
have use of the premises to conduct his business on Boos days, as necessary when the said
treatment does not interfere with treatment of Boos patients by Boos on Boosdays.
ARTICLE 4: As compensation for use of the Ropp premises, including the Ropp equipment
and facilities, Boos agrees to pay a rent, including utilities, of six hundred dollars ($ 600.00) per
month. Such payment is due on the first day of each month. In the event that the rent
payment is late, Boos agrees to pay a late fee of $ 5.00 per day to Ropp, in addition to the
monthly payment, said late fee not to exceed $50.00 on any given month. Boos further agrees
to pay onehalf (1/2 = 50%) of any increase in rental of the office premises as they should
occur. The current rental contract now stipulates that an increase of $40.00 per month will
occur each year of the five year contract now in force. Each party agrees to pay 50% of the rent
increase that is scheduled to occur or $ 20.00 per month during the said five (5) year rent
contract. Any future increase in rent will be covered by this agreement, as long as this contract
is in force.
ARTICLE 5: In the event that a Boospatient cannot come to the said Ropp premises on a
Boosday, the said patient can be treated by Ropp , upon mutual consent and agreement by
both Parties, and the fee collected by Boos. In a like manner, if a Ropppatient cannot present
himself (herself) on a Roppday, the said patient can be treated, upon mutual consent and
agreement by both parties, by Boos and the fee collected by Ropp. If and when such events of
cotreatment of individual patients do occur, it is agreed that the fee will be split, 50% going to
each party.
ARTICLE 6: It is agreed that a Boospatient can be treated by Boos on a Roppday, provided
that no interference does occur in the judicious usage of the facilities. In a like manner, a Ropp
patient can be treated by Ropp on a Boosday, provided that no interference does occur in the
expedient use of space and equipment. It is agreed and stipulated between the parties that
Boos will have primary usage of the premises and equipment on Boosdays and that Ropp, in
a like manner, will have primary usage on Roppdays.
ARTICLE 7: It is further agreed that all "walkins", that is all patients that enter the Ropp
premises in Flanders, NJ, and have not been previously scheduled by either Boos or Ropp, will
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become the patients of the Doctor in attendance, be it Boos or Ropp at the time of the entrance
of the prospective patient to the said Office. When a new patient enters as a "walkin" on a
Boosday, he (she) will become a Boospatient. In a like manner, it is agreed that a new "walk
in" on a Roppday will become a Ropppatient. It is further agreed that all fees generated by
treatment of said "walkins" will be collected solely for the benefit of the said attending Doctor. If
Ropp is present on a Boosday and Boos is absent, the "walkin" patient will become a Ropp
patient. In a like manner, if Ropp is absent on a Roppday and Boos is present, the said
patient will become a Boospatient. It is further agreed that, when both Doctors are present,
"walkins" on Saturdays will be alternated between Boos and Ropp. It will be the responsibility
of Ropp to document the number of "walkins" each month.
ARTICLE 8: All fees collected from either Ropppatients or Boospatients will be the sole
property of the attending Doctor. All subsequent visits by the "walkin", whether as a Ropp
patient or Boospatient, will remain the sole chattel and monetary source of fees of the
attending Doctor, whether Boos or Ropp. The only modification to this ARTICLE that can be
made is the agreement of ARTICLE 5 wherein a Boospatient can be treated by Ropp and/or a
Ropppatient can be treated by Boos, upon mutual understanding thereof.
ARTICLE 9: It is agreed, by mutual consent, that the xray machine now present at the
premises of the Boos practice in the Byram, NJ office, will become the sole property of Ropp.
The agreed and total price for the said xray machine is $ 500.00. Ropp agrees to pay the full
amount when the machine has been fully installed in the Flanders Office. Ropp further agrees
to pay for the moving fees incurred to move the said xray machine from the Byram, NJ office
to the Flanders, NJ location. It is expected that such fees will total $1,000.00. When debt has
been settled, Boos will present a title stating that the debt has been PAIDINFULL.
ARTICLE 10: Ropp agrees that Boos will have the use of the Ropp xray machine, once it has
been moved Byram and installed at the Flanders Office. Boos agrees that he will pay Ropp one
half (50%) of all fees collected from use of the machine on Boospatients. It is further agreed
that each party will pay for their own xray film .
ARTICLE 11. Ropp will be responsible for all maintenance of facilities and equipment at the
said Route 206 location. This includes any expenditures such as the costs of xray film
processor chemical supplies. Repair costs will be borne solely by Ropp, as part of his
responsibility in this said association of Boos and Ropp. It is further agreed that Boos will pay
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for all of his personal business supplies such as stamps, envelops, charts, ledger cards and
other office paper supplies.
ARTICLE 12: It is agreed that Ropp will modify a thirdroom, now used as a storage room, into
a room to be used as a treatment room by Boos. Boos agrees to bring the following equipment
from his Byram Office and install them in the said 3rd room of the Flanders Office: 1. Two (2)
Ultrasound machines; 2) One (1) hydroxylator; 3) One (1) Flexingtable used for manipulations.
It is mutually agreed that Roppequipment will be available to Boos on Boos days and Boos
equipment will be available to Ropp on Roppdays. In the event that this contract becomes null
and void, through any event such as mutual withdrawal from this agreement and contract, or
by court order, Boos will be free to remove his equipment, as stated above, or dispose of it in
any manner he deems appropriate.
ARTICLE 13: Boos agrees to install his own telephone lines at the Ropp Office in Flanders, NJ,
and to pay for his own telephone bills incurred during the operation of his practice at the Ropp
premises. Boos further agrees to deliver and use his own computer for billing of patients to
which he has rendered treatment. In a like manner, Ropp agrees to use his own computer for
billing of his own patients. The Booscomputer will be installed in the officeroom. This said
officeroom will be mutually used and shared by either or both Doctors on Boosdays and/or
Roppdays as needed. Boos agrees to bring his own recordrack to house patient treatment
papers and related records of treatment. The saidrack will be housed in the Office area of the
Flanders Office. The desk now available will be shared by both parties, but will be primarily
available to the treating Doctor on duty. That is Boos will have primary use on Boosdays and
Ropp will have primary usage thereof on Roppdays. The front desk will be available to both
Doctors as needed.
ARTICLE 14: Both Parties agree to be responsible for all billing of fees of their own patients,
that is Boos patients will be billed by Boos and Ropp patients will be billed by Ropp. Each
Party will also be responsible for collection of fees for, and from, their own patients.
ARTICLE 15. It is agreed that each Party will be responsible for payment of their own federal
and state taxes. Each Party further agrees to pay their own personal expenses like renewal of
chiropractic licenses and personal liability insurance. Each Party will be responsible solely for
his own personal debts. In the event that a mutual debt is incurred, said debt being contracted
by documented and written mutual consent, the debt will be divided in half, each Party being
responsible for payment of their half of the said incurred liability. It is further agreed that Boos
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will pay for onehalf (50%) of the liability insurance for the premises, which covers patient
liability, fire and theft. Currently, the said payment is $130.00 quarterly, or $ 520.00 per year.
ARTICLE 16: Boos will be free to conduct and operate his Chiropractic business, located in
Randolph, NJ. Ropp will have no participation in the said practice, located in Randolph, NJ. In
a like manner, Boos will have no participation in the Ropp Chiropractic business, located in
Flanders, NJ, except for the terms given in Articles 3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, & 15 for the
jointpractice.
ARTICLE 17: In the event that Boos wishes Ropp to temporarily treat patients at his Randolph
practice, Ropp will be paid at the rate of halfday or fullday, as agreed by both parties. In the
event that Ropp wishes Boos to temporarily treat patients at his Flanders practice, Boos will be
paid at the rate of halfday or fullday, as agreed by both parties.
ARTICLE 18: This agreement shall be governed by the laws of New Jersey and
shall bind and benefit the heirs, successors, assigns, and personal
representatives of the parties hereto. If any part of this Agreement is
determined by the courts to be invalid or unenforceable, nonetheless, the rest
of the Agreement shall remain fully valid and enforceable.
This Agreement represents the complete understanding between the parties as
to its subject matter and supersedes all prior understanding and agreements, if
any, as to its subject matter. No waiver, or representation (past, present, or
future) with respect to the subject matter hereof shall be valid or binding
unless made in writing and signed by the parties to be bound thereby.
In witness to this Agreement and Contract, the undersigned have set their
signatures:
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_________________________ ________________________
For Dr. Philip Boos For Dr. Michael .C. Ropp
_________________________ _________________________
Date of Signature Date of Signature
_________________________ _________________________
Witness Witness
_________________________ _________________________
Date of Witness Signature Date of Witness Signature