HomeMy WebLinkAbout1996-085 Facilities Lease - ACHS FACILITIES LEASE
by and between
CITY OF ASHLAND
and
ASHLAND COMMUNITY HEALTHCARE SERVICES
SECTION
1.1
1.2
1.3
SECTION
2.1
2.2
2.3
2.4
2.5
SECTION
3.1
3.2
SECTION
SECTION
SECTION
6.1
6.2
6.3
6.4
SECTION
7.1
7.2
7.3
SECTION
2
4
5
6
7
TABLE OF CONTENTS
Page
BASIC LEASE PROVISIONS AND ENUMERATION
OF EXHIBITS ..................................... 1
Basic Lease Provisions ............................... 1
Significance of Basic Lease Provisions .................... 2
Enumeration of Exhibits .............................. 2
PREMISES ....................................... 3
Definition ........................................ 3
2.1.1 Hospital .................................... 3
2.1.2 Other Buildings and Related Improvements ............ 3
Lessee's Rights to the Premises ......................... 3
No Representations .................................. 3
Triple Net Lease ................................... 3
Ownership of Improvements ........................... 3
TERM .......................................... 4
Initial Term ....................................... 4
Extended Term(s) ................................... 4
BASIC ANNUAL RENT .............................. 4
UTILITIES ....................................... 4
PROPERTY TAXES ................................ 5
Definition of Real Property Tax ......................... 5
Lessee's Responsibility for Real Property Taxes .............. 5
Personal Property Taxes .............................. 5
Imposition of Taxes and Assessments ..................... 5
USE ............................................ 5
Use of Premises .................................... 5
Prohibition of Certain Activities or Uses ................... 6
Affirmative Obligations ............................... 6
8 MAINTENANCE AND REPAIRS;
WGISEA 241801.05 June 5, 1996
8.1
8.2
8.3
8.4
SECTION 9
9.1
9.2
SECTION 10
10.1
10.2
10.3
SECTION 11
11.1
11.2
11.3
SECTION 12
12.1
12.2
12.3
12.4
12.5
12.6
SECTION 13
SECTION 14
14.1
14.2
14.3
SECTION 15
SECTION 16
16.1
16.2
16.3
ALTERATIONS; DESTRUCTION ....................... 6
Repairs and Maintenance .............................. 6
Capital Improvements ................................ 7
Requests for Capital Improvements and
Financial Participation ................................ 7
Destruction ....................................... 7
SUBLETTING AND ASSIGNMENT ..................... 8
Permitted Subletting and Use ........................... 8
Prohibition on Assignment and Subletting .................. 8
INDEMNIFICATION ................................ 8
Indemnification by Lessee ............................. 8
Release of Lessor ................................... 9
Litigation ........................................ 9
INSURANCE ..................................... 9
Property Insurance .................................. 9
Liability Insurance .................................. 9
Subrogation ...................................... 10
CONDEMNATION ................................ 10
Event of Condemnation .............................. 10
Total Taking ..................................... 10
Partial Taking .................................... 10
Condemnation Proceeds .............................. 11
Termination ...................................... 11
Lessee's Award ................................... 11
MORTGAGES, LIENS, PLEDGES AND
OTHER ENCUMBRANCES .......................... 11
FINANCING SUBORDINATION ....................... 11
Subordination .................................... 11
Amendment ...................................... 12
Attornment ...................................... 12
LESSEE'S RIGHT OF FIRST REFUSAL ................. 12
EVENTS OF DEFAULT; REMEDIES OF LESSOR .......... 13
Default by Lessee .................................. 13
Remedies ....................................... 13
Past Due Sums; Penalty .............................. 14
WGISEA 241801.05 June 5, 1996
SECTION 17
17.1
17.2
SECTION 18
SECTION 19
19.1
19.2
SECTION 20
20.1
20.2
20.3
20.4
20.5
20.6
20.7
20.8
20.9
EXHIBIT A
EXHIBIT B
EXHIBIT C
EXHIBIT D
PROVISIONS APPLICABLE AT TERMINATION OF LEASE . . 14
Surrender of Premises ............................... 14
Holding Over ..................................... 15
ATTORNEYS' FEES ............................... 15
ESTOPPEL CERTIFICATE ........................... 15
Lessor's Right to Estoppel Certificate .................... 15
Effect of Failure to Provide Estoppel Certificate ............. 15
OTHER PROVISIONS .............................. 15
Relationship ...................................... 15
No Waiver ...................................... 16
Notices ......................................... 16
Captions; Attachments; Defined Terms ................... 16
Partial Invalidity ................................... 16
Inspection of Premises .............................. 16
Binding Effect .................................... 16
Choice of Law .................................... 16
Entire Agreement .................................. 17
LEGAL DESCRIPTION OF PREMISES .................. 19
DESCRIPTION OF HOSPITAL FACILITY ................ 20
DESCRIPTION OF NON-HOSPITAL IMPROVEMENTS ...... 21
SCHEDULE OF BASIC ANNUAL RENTS ................ 22
WGISEA 241801.05 June 5, 1996
FACILITIES LEASE
by and between
CITY OF ASHLAND
and
ASHLAND COMMUNITY HEALTHCARE SERVICES
THIS FACILITIES LEASE ("Lease") is made and entered into as of the 18th day of
June, 1996, by and between the City of Ashland, Oregon ("Lessor"), an Oregon
municipality, and Ashland Community Healthcare Services ("Lessee"), an Oregon
nonprofit corporation which is exempt from federal income taxation pursuant to
Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the "Code").
Lessor does hereby lease to Lessee and Lessee does hereby lease from Lessor those
certain parcels of real property described on Exhibit A, together with all facilities and
other improvements located thereon including but not limited to land improvements,
buildings and fixed equipment (collectively, the "Premises").
THEREFORE, for and in consideration of the rents being paid hereunder and the
terms and conditions hereof, Lessee takes and leases from Lessor the following
described Premises all upon the following ternas and conditions:
SECTION 1
BASIC LEASE PROVISIONS AND ENUMERATION OF EXHIBITS
1.1 Basic Lease Provisions.
1.1.1 ADDRESS OF LESSOR AND RENTS PAYMENT ADDRESS:
City of Ashland
20 East Main
Ashland, Oregon 97520
WGISEA 241801.05 '] June 5, 1996
1.1.2 ADDRESS OF LESSEE:
Ashland Community Healthcare Services
P.O. Box 98
280 Maple Street
Ashland, OR 97520
1.1.3 HOSPITAL NAME:
Ashland Community Hospital
1.1.4 LEASE TERM:
Ten (10) Years, with Renewal Options for four (4) additional terms
of five (5) years each, but in any event an aggregate term not
longer than that permitted by law.
1.1.5 COMMENCEMENT DATE:
July 1, 1996
1.1.6 BASIC ANNUAL RENT:
The annual amount of principal and interest payments payable on
all debt obligations secured by the Premises, as they become due,
which amount may be increased from time to time pursuant to the
provisions of Section 8.3 below. As of the Commencement Date
the annual payments are in the amount of $36,182.52. In no event
shall the rent be less than One Dollar ($1) per year.
1.1.7 RENTAL DUE DATES:
Five (5) days before principal and interest due dates.
1.2 Significance of Basic Lease Provisions. Each reference in this Lease to any of the
Basic Lease Provisions contained in Section 1.1 shall be deemed and construed to
incorporate all the terms referred to in such Basic Lease Provision, provided, however,
that the interpretation of Basic Lease Provisions shall be controlled by the specific terms
and provisions of this Lease relating to the subject matter of those Basic Lease Provisions.
1.3 Enumeration of Exhibits. The Exhibits enumerated in this Section and attached
to this Lease are incorporated herein by reference and are to be construed as a part of this
WG1SEA 241801.05 2 June 5, 1996
Lease. Each party agrees to perform any obligations on its part stated in any and all such
Exhibits:
Exhibit A.
Exhibit B.
Exhibit C.
Exhibit D.
Legal Description of Premises
Description of Hospital Facility
Description of Non-Hospital Improvements
Schedule of Basic Annual Rents
SECTION 2
PREMISES
2.1 Definition. The Premises, all of which are owned by Lessor, include the properties
described on Exhibit A and all improvements thereon, including the following:
2.1.1 Hospital. The acute care general hospital facility described on Exhibit B
(the "Hospital").
2.1.2 Other Buildings and Related Improvements. The buildings and related
improvements described on Exhibit C (collectively, "Non-Hospital Improvements").
2.2 Lessee's Rights to the Premises. The Lessee shall only have such rights in and
to the Premises as are specifically set forth herein.
2.3 No Representations. It is agreed that the description of Hospital on Exhibit B and
the description of the Non-Hospital Improvements on Exhibit C do not constitute
representations, covenants or warranties of any kind by Lessor, and Lessor makes no
warranty or representation in regard to the Premises or its suitability for Lessee's use in
providing healthcare services. Lessee acknowledges that Lessee by entering into this
Lease has conducted all investigations and studies it deemed necessary for its decision to
proceed with leasing the Premises.
2.4 Triple Net Lease. Lessee acknowledges that the amount of the Basic Annual Rent
due hereunder has been negotiated to provide a financial return to Lessor which is equal
to the principal and interest due on all of Lessor's debt obligations secured by the
l?remises. Accordingly, all expenses in excess of the aforesaid amounts, as more
specifically set forth in this Lease, shall be borne by Lessee.
2.5 Ownership of Improvements. All improvements constructed on the Premises by
Lessee during the term of this Lease shall be owned by Lessee during the term of this
Lease. Upon the expiration of the term and any extended term of this Lease or in the
event of the sooner termination of this Lease, including without limitation any termination
arising out of the default of the Lessee, all improvements to the Premises shall revert to
WGISEA 241801.05 B June 5, 1996
and be the property of Lessor, without compensation to Lessee, free and clear of all
claims against Lessor by Lessee or any third party.
SECTION 3
TERM
3.1 Initial Term. The initial term of this Lease and Lessee's obligation to pay rent
hereunder shall commence on July 1, 1996 (the "Commencement Date"), which date is
also the effective date of a Definitive Agreement (the "Definitive Agreement") which was
entered into by Lessor and Lessee on June 18, 1996. The initial term of this Lease shall
expire ten (10) years after the Commencement Date.
3.2 Extended Term(s). If, at (a) the end of the initial term or (b) the end of each of
three (3) extended terms of five (5) years each, the Lessee shall be continuing to provide
healthcare services in the Area in accordance with the provisions of the Definitive
Agreement and shall not be in default or breach of any provision of this Lease, then this
Lease shall automatically be extended for an additional five (5) year term unless, prior to
the end of said term, Lessee provides Lessor with one-hundred-eighty (180) days' written
notice of its intention not to extend the Lease, and further provided that in the event the
thirty (30) year aggregate term permitted by this Lease exceeds the maximum number of
years permitted by law, the term will be reduced accordingly. Prior to each such renewal,
the parties hereto shall meet and consider the advisability of amending certain terms and
conditions (other than the Basic Annual Rent) in recognition of changed circumstances
then applicable to this Lease.
SECTION 4
BASIC ANNUAL RENT
Lessee agrees to pay to Lessor as basic annual rent (the "Basic Annual Rent") at such
place as Lessor may designate, without prior demand therefor and without any
deduction or setoff whatsoever, the total amount of principal and interest payments
which become due during such annual period on the debt obligations of Lessor which
are secured by the Premises (collectively, the "Debt Obligations"), five business days
prior to their respective due dates, as such dates and amounts are set forth on Exhibit
D and as may be further modified from time to time by the mutual agreement of
Lessor and Lessee as provided in Section 8.3 of this Lease.
SECTION 5
UTILITIES
Lessee shall be liable for, and shall pay or cause to be paid before delinquency thereof
throughout the term and any extended term of this Lease, all charges for all utility
services furnished to the Premises, including but not limited to light, heat, electricity,
WG1SEA 241801.05 4 June 5, 1996
gas, water, telephone service, sewage service, garbage disposal, hazardous waste disposal,
and other public or private utilities of every kind furnished to the Premises. Lessor shall
have no liability whatsoever for the failure of any such services for any reason.
SECTION 6
PROPERTY TAXES
6.1 Definition of Real Property Tax. As used herein, the term "Real Property Tax"
shall include any form of real estate tax or assessment, general, special, ordinary or
extraordinary, and any license fee, commercial rental tax, gross receipt tax, improvement
bond or bonds, levy or tax (other than inheritance, personal income or estate taxes)
imposed on the Premises by any authority having the direct or indirect power to tax,
including any city, state or federal government, or any school, agricultural, sanitary, fire,
street, drainage or other improvement district thereof, as against any legal or equitable
interest of Lessor in the Premises.
6.2 Lessee's Responsibility for Real Property Taxes. Subject to the provisions of
Section 6.4 hereof, Lessee shall pay prior to delinquency all real property taxes applicable
to the Premises during the term of this Lease.
6.3 Personal Property Taxes. Subject to the provisions of Section 6.4 hereof, Lessee
shall pay prior to delinquency all taxes assessed against and levied upon trade fixtures,
furnishings, equipment and all other personal property of Lessee contained on the
Premises or elsewhere.
6.4 Imposition of Taxes and Assessments. In recognition of Lessor's status as an
Oregon municipality and Lessee's status as an Oregon nonprofit public benefit
corporation, Lessor shall cooperate with Lessee to the fullest extent during the term or any
extended term of this Lease to legally avoid and/or minimize the imposition on the
Premises of any of the taxes and assessments described in Section 6.1 and Section 6.3 to
any extent greater than would have occurred had Lessor continued to occupy the Premises.
Further, during the term or any extended term of this Lease, neither Lessor nor any
agency or component part of Lessor shall impose either directly or indirectly any such tax
or assessment on the Premises.
SECTION 7
USE
7.1 Use of Premises. The Premises shall be used and occupied solely for the purposes
of operating an acute care general hospital and performing other healthcare services and
activities not inconsistent with the purposes set forth in Lessee's Articles of Incorporation
as the same exist on the date hereof and for no other purpose whatsoever without the prior
written consent of Lessor.
WGISEA 241801.05 S June 5, 1996
7.2 Prohibition of Certain Activities or Uses. Lessee shall not do or permit anything
to be done in or about, or bring or keep anything in the Premises which is prohibited by
this Lease or will, in any way or to any extent:
7.2.1 Adversely affect any fire, liability or other insurance policy carried with
respect to the Hospital or other buildings and facilities on the Premises or any of their
contents;
7.2.2 Conflict with or violate any law, statute, ordinance, rule, regulation or
requirement of any governmental unit, agency or authority (whether existing or enacted
as promulgated in the future, known or unknown, foreseen or unforeseen), provided,
however, that Lessor shall not itself directly or indirectly enact or promulgate any such
law, statute, ordinance, rule, regulation or requirement with the intention of causing
Lessee to breach the provisions of this Lease;
7.2.3 Adversely overload the floors or otherwise damage the structural soundness
of the Hospital or other buildings on the Premises.
7.3 Affirmative Obligations. Lessee shall, at its sole cost and expenses, comply with
all governmental laws, ordinances, regulations, and requirements, now in force or which
hereafter may be in force, of any lawful governmental body or authorities having
jurisdiction over the Premises (provided that Lessor shall not itself directly or indirectly
enact or promulgate any such law, statute, ordinance, rule, regulation or requirement with
the primary intention of causing Lessee to breach the provisions of this Lease). Further,
Lessee will keep the Premises and every part thereof in a clean, neat, and orderly
condition, free of objectionable noise, odors or nuisances (as consistent with the uses
permitted under this Lease), and which in all respects and at all times fully comply with
all health policy regulations, and shall not suffer, permit or commit any waste.
SECTION 8
MAINTENANCE AND REPAIRS; ALTERATIONS; DESTRUCTION
8.1 Repairs and Maintenance. Lessee shall, throughout the term of this Lease, and at
its own cost and expense and without any cost or expense to Lessor, keep and maintain
the Premises, the Hospital and other buildings, facilities and improvements on the
Premises, and all appurtenances thereto, including the roof, foundation, bearing walls, and
other structural parts of said improvements, and including parking lots and sidewalks
adjacent thereto, in good condition and repair, ordinary wear and tear excepted. Lessor
shall not be obligated to make any repairs, replacements, or renewals of any kind, nature,
or description whatsoever to the Premises, the Hospital, or any other buildings, facilities
or improvements thereon.
WGISEA 241801.05 6 June 5, 1996
8.2 Capital Improvements. Lessee shall not make or cause to be made any material
alterations, additions or improvements (collectively, "Capital Improvements") which (a)
alter the exterior walls of the Hospital, or (b) which exceed a project cost of $100,000,
without first obtaining Lessor's written approval, which approval shall not be
unreasonably withheld. Lessee may seek Lessor's approval either (a) by submitting its
annual Capital Improvements plan to Lessor with a request for approval of the entire plan,
or (b) on a project-specific basis, and shall present to Lessor plans and specifications for
such work at the time approval is sought. In the event Lessor consents to the making of
such Capital Improvements to the Premises by Lessee, the same shall be made by Lessee
at Lessee's sole cost and expense. All such work with respect to any alterations,
additions, and changes shall be done in a good and workmanlike manner and diligently
prosecuted to completion such that, except as absolutely necessary during the course of
such work, the healthcare activities being conducted on the Premises shall at all times
continue to operate to the fullest extent reasonably practicable. Any such alterations,
additions, or changes shall be performed and done strictly in accordance with all laws and
ordinances relating thereto. Any Capital Improvements to or for the Premises, including,
but not limited to, wallcoverings, paneling, and built-in cabinet work, but excepting
movable furniture, trade fixtures, and equipment, shall at once become a part of the realty
and shall be surrendered with the Premises unless Lessor otherwise elects at the end of
the term or any extended term hereof.
8.3 Requests for Capital Improvements and Financial Participation. In the event that
Lessee determines that certain Capital Improvements are necessary or desirable in
connection with its carrying out of its corporate purposes, it may request Lessor to
acquire, construct and/or finance such Capital Improvements. Lessor hereby agrees to
consider such requests in good faith. If Lessor agrees to provide such Capital
Improvements and if such Capital Improvements can be exclusively financed by a debt
instrument encumbering the premises, then such Capital Improvements will become
subject to this Lease, and the parties hereto shall increase the Basic Annual Rent under
this Lease to include the additional principal and interest payments on debt incurred by
Lessor in connection therewith. Any request by Lessee hereunder shall be deemed
Lessee's consent under Section 13 below for the encumbrance of the Premises.
8.4 Destruction. In the event any damage or destruction shall substantially impair the
use of the Premises by Lessee and zoning or other governmental regulations do not permit
repair or restoration (which Lessor hereby agrees to not directly or indirectly impose
primarily for such purpose), or in the event that the buildings and improvements located
on the Premises are substantially destroyed so as to render any building(s) or
improvements unfit for the purpose for which they were constructed, Lessee may elect
either (a) to repair, restore, replace at Lessee's sole expense the improvements so damaged
or destroyed, or (b) to terminate this Lease if and only if Lessor receives payment of the
insurance proceeds specified below and such proceeds are in an amount required by this
Lease. Lessee shall give not later than one hundred twenty (120) days following the date
WGISEA 241801.05 7 June 5, 1996
of damage or destruction written notice to Lessor of its election. If terminated, the
termination date shall be the later of (a) sixty (60) days after written notice of the
termination election is received by Lessor or (b) the date Lessor receives the insurance
proceeds specified herein. In the event of such termination, all rent and other obligations
of Lessee shall terminate as of the effective date of the termination.
SECTION 9
SUBLETTING AND ASSIGNMENT
9.1 Permitted Sublettine and Use. Lessee shall be permitted to sublet portions of the
Premises, and to permit the use of the Premises by other persons, only for uses that are
consistent with the purposes set forth in Lessee's articles of incorporation, provided,
however, that Lessee shall not, either in stages or by a single action, lease the Premises
in its entirety to a single sublessee without the prior written approval of Lessor. In the
event Lessee enters into a permitted sublease pursuant to this Section, such sublessee or
other person using any portion of the Premises shall be bound by the terms and conditions
of this Lease.
9.2 Prohibition on Assignment and Subletting. Lessee shall not transfer, assign,
mortgage or hypothecate this Lease, in whole or in part, or, except as permitted by
Section 9.1, sublet the Premises or any portion thereof or permit the use of the Premises
by any person or persons other than Lessee, without the prior written consent of Lessor
in each instance. Such prohibition against assigning or subletting shall include but not
be limited to any assignment or subletting by operation of law except as permitted by
Section 9.1. (As used in this Lease, the term "Assignment" includes any transfer of this
Lease from the Lessee by merger, consolidation, transfer of assets, or liquidation.) Any
assignment or subletting without Lessor's consent, except as permitted by Section 9.1,
shall be void, and shall constitute a default hereunder which, at the option of Lessor, shall
result in the termination of its Lease or exercise of Lessor's other remedies hereunder.
Consent to any assignment or subletting shall not operate as a waiver of the necessity for
consent to any subsequent assignment or subletting, and the terms of such consent shall
be binding upon any person holding by, under, or through Lessee.
SECTION 10
INDEMNIFICATION
10.1 Indemnification by Lessee. Lessee shall indemnify Lessor, defend it and hold it
harmless from and against any and all suits, actions, damages, claims, liability, and
expense in connection with loss of life, bodily or personal injury, or property damage
arising from or out of any occurrence in, upon, at or from the Premises, or the occupancy
or use by Lessee of the premises or any part thereof, or occasioned wholly or in part by
any act or omission of Lessee, its agents, contractors, employees or licensees.
WGISEA 241801.05 8 June 5, 1996
10.2 Release of Lessor. Lessor shall not be responsible or liable at any time for any
loss or damage to Lessee's personal property or to Lessee's business, including any loss
or damage to either the person or property of Lessee that may be occasioned or in
connection with the Premises or the Hospital.
10.3 Litigation. In the event that Lessor, without fault on its part, shall be made party
to any litigation commenced by or against Lessee or in respect to the Premises or the
Hospital, then Lessee shall protect and hold Lessor harmless and shall pay all costs,
expenses, and reasonable attorney's fees to the extent of the indemnity.
SECTION 11
INSURANCE
11.1 Property Insurance. Lessee shall obtain on or before the Commencement Date,
and thereafter maintain in full force and effect during the term or any extended term of
this Lease, a property insurance policy or policies (or in the alternative, provide evidence
of a properly funded and administered self-insurance program that is acceptable to Lessor,
acting reasonably, and the holder of any debt secured by the Premises) covering loss or
damage to the Premises and the Hospital, in the amount of the full replacement value
thereof, as the same may exist from time to time and be established by Lessor, but in no
event less than the total amount required by any lender having a lien on the Premises,
against all perils included within the classification of fire, extended coverage, vandalism,
malicious mischief, flood (in the event the same is required by a lender having a lien on
the Premises), earthquake (in the event the same is required by a lender having a lien on
the Premises) and special extended perils ("all risk" as such term is used in the insurance
industry. Said insurance shall provide for payment of loss thereunder to Lessor or to the
holders of mortgages or deeds of trust on the Premises. If Lessee shall fail to procure and
maintain such insurance coverage as required, Lessor may, but shall not be required to,
procure and maintain the same, but at the expense of Lessee.
11.2 Liability Insurance. Lessee shall, during the entire term and any extended term
hereof, keep in full force and effect a policy or policies of public liability and property
damage insurance (or in the alternative, provide evidence of a properly funded and
administered self-insurance program acceptable to the Lessor, acting reasonably, and the
holder of any debt secured by the Premises) with respect to the Premises and the hospital
and healthcare operations and activities conducted by Lessee in the Premises, with a
combined single limit for personal or bodily injury and property damage of not less than
$10,000,000. The policy shall name Lessor, any lender to Lessor who has a lien on the
Premises, and Lessee as insureds, and shall contain a clause that the insurer will not
cancel or change the insurance without first giving Lessor ten (10) days' written notice.
The insurance shall be provided by an insurance company licensed to provide such
coverage in the State of Oregon (or in the alternative, through a properly funded and
administered self-insurance program), and a copy of the policy or a certificate of
WGISEA 241801.05 ~ June 5, 1996
insurance (or written evidence of such self-insurance program) shall be delivered to
Lessor. All such coverage shall be written to provide primary coverage, not secondary
or supplemental to coverage which Lessor may carry. All such policies shall contain a
provision that Lessor, whether or not named as an insured, shall be entitled to recover
under said policies for any loss occasioned to it, its officials, agents, employees and
representatives by reason of the negligence of Lessee. All such insurance shall
specifically insure the performance of Lessee of the indemnity agreement as to liability
for injury to or death of persons or injury or damage to property contained in Section 10
above.
11.3 Subrogation. Lessee waives its rights of subrogation against Lessor for any reason
whatsoever, and any insurance policies herein required to be procured by Lessee shall
contain an express waiver of any right of subrogation by the insurer against Lessor.
SECTION 12
CONDEMNATION
12.1 Event of Condemnation. In the event that the Premises, or any part thereof, shall
be taken for public purposes by condemnation (which the Lessor hereby agrees not to
cause directly or indirectly during the term or any extended term of this Lease) as a result
of any action or proceeding in eminent domain, or shall be transferred in lieu of
condemnation to any authority entitled to exercise the power of eminent domain, the
interests of Lessor and Lessee in the award or consideration for such transfer and the
effect of the taking or transfer upon this Lease shall be as set forth in this Section 12.
12.2 Total Taking. If, during the term or any extended term hereof, there shall be a
total taking, then the leasehold estate of Lessee in and to the Premises and Lessee's
obligations under this Lease shall cease and terminate as of the date the actual physical
possession thereof shall be so taken. The term "total taking", as used in this Section,
means the taking of the entire Premises or a taking of so much of such Premises as to
prevent or substantially impair the conduct of Lessee's business thereon.
12.3 Partial Taking. The term "partial taking" means the taking of a portion only of
such Premises which does not constitute a total taking as above defined. If, during the
term or any extended term hereof, there shall be a partial taking of the Premises, this
Lease shall terminate as to the portion of the Premises taken upon the date upon which
actual possession of the portion of the Premises is taken, but the Lease shall continue in
full force and effect as to the remainder of the Premises. The Lessor shall apply all
proceeds received by it to repayment of the debt obligations secured by the Premises, and
the rental payable by Lessee for the balance of the term shall be adjusted in accordance
with the resultant change in principal and interest payments due thereon.
WGISEA 241801.05 '1 0 June 5, 1996
12.4 Condemnation Proceeds. The award or other consideration for the transfer shall
first be paid to Lessor to the extent of the fair market value of the Premises and
improvements thereon, excluding from that consideration any amount attributable to the
diminution of Lessee's leasehold interests and/or any loss or cost sustained by Lessee in
the removal of Lessee's fixtures, equipment and furnishings, or as a result of any
alterations, modifications, or repairs which may be reasonably required by Lessee in order
to replace the remaining portion of the Premises not so condemned in a suitable condition
for the continuation of Lessee's tenancy.
12.5 Termination. If this Lease is terminated, in whole or in part, pursuant to any of
the provisions of this Section, all rentals and other charges payable by Lessee to Lessor
hereunder shall be paid up to the date upon which actual physical possession shall have
been taken by the condemnor.
12.6 Lessee's Award. In the event of a partial taking, if Lessee receives pursuant to
Section 12.4 above an award in condemnation for such purpose, it shall be the obligation
of Lessee to make all repairs and alterations as may be required to be made to promptly
restore the improvements to an architectural unit so that the improvements shall be made
ready for the continued use and occupancy of the Premises not so taken.
SECTION 13
MORTGAGES, LIENS, PLEDGES AND OTHER ENCUMBRANCES
Lessor shall not encumber, mortgage or pledge the Premises without the prior written
consent of Lessee. Lessee shall not cause, suffer, or permit any liens or other
encumbrances to be attached or filed against the Premises and shall immediately
discharge and remove any such liens or encumbrances.
SECTION 14
FINANCING SUBORDINATION
14.1 Subordination. Lessee acknowledges that it might be necessary for Lessor or its
successors or assigns to secure mortgage loan financing or refinancing affecting the
Premises. Lessee also acknowledges that the lender interested in any given loan may
desire that Lessee's interests under this Lease be either superior or subordinate to the
mortgage then held or to be taken by said lender. Accordingly, Lessee agrees that at the
request of Lessor at any time and from time to time, Lessee shall execute and deliver to
Lessor an instrument, in form reasonably acceptable to Lessor, whereby Lessee
subordinates its interests under this Lease and in the Premises to such of the following
encumbrances as may be specified by Lessor: any mortgage or trust deed and customary
related instruments are herein collectively referred to merely as a "Mortgage" and securing
a loan obtained by Lessor or its successors or assigns for the purpose of enabling
acquisition and/or construction of additional improvements on the Premises, to provide
WG1SEA 241801,05 ]. 'l June 5, 1996
standing or permanent financing for the improvements, or for the purpose of refinancing
any such construction, acquisition, standing or permanent loan; provided, however, that
any such instrument or subordination executed by Lessee shall provide that so long as
Lessee continues to perform all of its obligations under this Lease its tenancy shall remain
in full force and effect notwithstanding Lessor's default in connection with the Mortgage
concerned or any resulting foreclosure or sale or transfer in lieu of such proceedings.
Lessee shall not subordinate its interests hereunder or in the Premises to any lien or
encumbrance other than the Mortgage described in and specified pursuant to this Section
14.1 without the prior written consent of Lessor and of the lender interested under each
mortgage then affecting the Premises. Any such unauthorized subordination by Lessee
shall be void and of no force or effect whatsoever.
14.2 Amendment. Lessee recognizes that Lessor's ability from time to time to obtain
construction, acquisition, standing and/or permanent mortgage loan financing for the
Hospital and/or the Premises may in part be dependent upon the acceptability of the terms
of this Lease to the lender concerned. Accordingly, Lessee agrees that from time to time
it shall, if so requested by Lessor and if doing so will not substantially and adversely
affect Lessee's economic interests hereunder, join with Lessor in amending this Lease so
as to meet the needs or requirements of any lender which is considering making or which
has made a loan secured by a mortgage affecting the Premises.
14.3 Attornment. Subject to Section 15 hereof, any sale, assignment, or transfer of
Lessor's interest under this Lease or in the Premises, including any such disposition
resulting from Lessor's default under a mortgage, shall be subject to this Lease and shall
recognize such successor or assigns as Lessor under this Lease, regardless of any rule of
law to the contrary or absence of privity of contract.
SECTION 15
LESSEE'S RIGHT OF FIRST REFUSAL
In the event Lessor determines to sell, convey or otherwise transfer or dispose of, in
whole or in part, the Premises and/or any of its improvements including the Hospital,
Lessee shall first be given sixty (60) days in which to exercise a right of first refusal
to acquire such assets from Lessor by matching the terms and conditions of any bona
fide offer, and Lessor hereby agrees to cooperate with Lessee to the fullest extent to
enable Lessee, if it so desires, to exercise such option and effect such acquisition. In
the event such disposition is a result of Lessor's default under a mortgage, Lessor
hereby agrees that Lessor shall cooperate with Lessee to enable Lessee to cure such
default on behalf of Lessor.
WGISEA 241801.05 ~ 2 June 5, 1996
SECTION 16
EVENTS OF DEFAULT; REMEDIES OF LESSOR
16.1 Default by Lessee. Upon the occurrence of any of the following events, Lessor
shall have the remedies set forth in Section 16.2:
16.1.1 Lessee fails to pay any installment of Basic Annual Rent, or any other sum
due hereunder within three (3) days after the same shall be due;
16.1.2 Lessee fails to perform any other term, condition, or covenant to be
performed by it pursuant to this Lease within thirty (30) days after written notice of such
default shall have been given Lessee by Lessor;
16.1.3 Lessee becomes (either voluntarily or involuntarily) bankrupt or insolvent;
or files in any court pursuant to state or federal statute a petition in bankruptcy or
insolvency, reorganization, or appointment of a receiver or trustee; or suffers this Lease
to be taken under a writ of execution;
16.1.4 Lessee's working capital ratio, as defined in accordance with generally
accepted accounting principles, at the end of any two consecutive calendar quarters, is less
than 2 to 1;
16.1.5 Lessee's debt service coverage (including lease payments under this Lease),
as determined based on Lessee's audited annual financial statements, for any fiscal year
is less than 1.25 to 1;
16.1.6 Lessee fails to continuously maintain its State of Oregon license to operate
the Hospital;
16.1.7 Lessee's Hospital ceases to be an accredited facility, or Lessee fails to take
reasonable corrective action with respect to one or more significant patient care
deficiencies noted in an accreditation survey; or
16.1.8 Lessee fails to timely provide Lessor with its audited annual financial
statements, periodic unaudited financial information, and other information concerning its
operations which has been reasonably requested from time to time by Lessor, and does
not correct such deficiency within thirty (30) days after written notice of such failure has
been provided to Lessee by Lessor.
16.2 Remedies. Upon the occurrence of the events set forth in Section 16.1, Lessor
shall have the option to take any or all of the following actions, without further notice or
demand of any kind to Lessee or any other person;
WGISEA 241801.05 ~3 June 5, 1996
16.2.1 Terminate this Lease by written notice to Lessee. In the event of such
termination, Lessee agrees to immediately surrender possession of the Premises. Should
Lessor terminate this Lease, it may recover from Lessee all damages it may incur by
reason of Lessee's breach, including the cost of recovering the Premises, reasonable
attorneys' fees, and the worth, at the time of such termination, of the excess, if any, of
the amount of rent and charges equivalent to the excess, if any, of rent which under this
Lease would have been payable during the remainder of the stated term over the then
reasonable rental value (consistent with prevailing rental rates in the healthcare industry)
of the Premises for the remainder of the stated term, all of which amounts shall be
immediately due and payable from Lessee to Lessor;
16.2.2 Immediately enter the Premises and exercise full authority and control over
the operation of the Hospital;
16.2.3 Dissolve Lessee's corporation and distribute its remaining assets in
accordance with the provisions of its Articles of Incorporation.
16.3 Past Due Sums; Penalty. If Lessee fails to pay, when the same is due and payable,
any Basic Annual Rent or other sum required to be paid by it hereunder, such unpaid
amounts shall bear interest from the due date thereof to the date of payment at a fixed rate
equal to the greater of twelve (12) percent per annum or two (2) percent per annum above
the prime rate of interest quoted by the Wall Street Journal as of such due date. In
addition thereto, for any amounts which are delinquent by thirty (30) or more days, Lessor
may charge a sum of five (5) percent of such unpaid amounts as a late charge. The
parties agree that such late charge is a reasonable approximation of the additional handling
costs and administrative charges that would be incurred by Lessor on account of any such
delinquency. Lessor shall have the right and election to advance on behalf of Lessee any
monies or obligations required to be paid or performed by Lessee hereunder. Any monies
so advanced shall be repayable on demand and shall bear interest at the rate stated in this
Section.
SECTION 17
PROVISIONS APPLICABLE AT TERMINATION OF LEASE
17.1 Surrender of Premises. At the expiration of this Lease, Lessee shall surrender the
Premises in the same condition as they were in upon delivery of possession thereto under
this Lease, ordinary wear and tear and modifications permitted by the terms of this Lease
excepted, and shall deliver all keys to Lessor. Before surrendering the Premises, Lessee
shall remove all of its personal property and trade fixtures, and such property or the
removal thereof shall in no way damage the Premises, and Lessee shall be responsible for
all costs, expenses and damages incurred in the removal thereof. If Lessee fails to remove
its personal property and fixtures upon the expiration of this Lease, the same shall be
deemed abandoned and shall become the property of Lessor.
WGISEA 241801.05 ~4 June 5, 1996
17.2 Holding Over. Any holding over after the expiration of the term or any extended
term hereof shall be construed to be a tenancy from month to month at the rents herein
specified (prorated on a monthly basis) and shall otherwise be on the terms herein
specified so far as possible.
SECTION 18
ATTORNEYS' FEES
In the event that at any time during the term of this Lease either Lessor or Lessee
defaults pursuant to the terms hereof, the defaulting party shall reimburse the
reasonable attorneys' fees and costs incurred by the non-defaulting party on account of
said default, including the costs and fees attributed to the commencement of any action
or proceeding on account of such default and on appeal of the same.
SECTION 19
ESTOPPEL CERTIFICATE
19.1 Lessor's Right to Estoppel Certificate. Lessee shall, within fifteen (15) days after
Lessor's request, execute and deliver to Lessor a written declaration in recordable form:
(a) ratifying this Lease; (b) expressing the Commencement Date and termination date
hereof; (c) certifying that this Lease is in full force and effect and has not been assigned,
modified, supplemented or amended (except by such writing as shall be stated): (d) that
all conditions under this Lease to be performed by Lessor have been satisfied; (e) that
there are no defenses or offsets against the enforcement of this Lease by Lessor (or stating
such defenses or offsets as Lessee contends to exist); (f) the amount of advance rental, if
any (or none if such is the case) paid by Lessee; (g) the date to which rental has been
paid; (h) such other information as Lessor may reasonably request. Lessor's mortgage
lenders and/or purchasers shall be entitled to rely upon such declaration.
19.2 Effect of Failure to Provide Estoppel Certificate. Lessee's failure to furnish any
estoppel certificate within fifteen (15) days after request therefor shall be deemed a default
hereunder and, moreover, it shall be conclusively presumed that: (a) this Lease is in full
force and effect without modification in accordance with the terms set forth in the request;
(b) that there are no unusual breaches or defaults on the part of Lessor; and (c) no rent
has been paid in advance.
SECTION 20
OTHER PROVISIONS
20.1 Relationship. Lessor does not by this Lease, in any way or for any purpose,
become a partner or joint venturer of Lessee in the conduct of its activities or otherwise.
WGISEA 241801.05 ~- 5 June 5, 1996
20.2 No Waiver. Failure of Lessor to insist upon the strict performance of any
provision or to exercise any option hereunder shall not be deemed a waiver of such
breach. No provision of this Lease shall be deemed to have been waived unless such
waiver be in writing signed by Lessor.
20.3 Notices. Any notice, demand, request, or other instrument which may be or is
required to be given under this Lease shall be delivered in person or sent by United States
certified or registered mail, postage prepaid, and shall be addressed (a) if to Lessor, at the
place specified for payment of rent, and (b) if to Lessee, either at the Premises or at any
other current address for Lessee which is known to Lessor. Either party may designate
such other address as shall be given by written notice.
20.4 Captions; Attachments; Defined Terms. The captions to the sections of this Lease
are for convenience of reference only and shall not be deemed relevant in resolving
questions of construction or interpretation under this Lease. Exhibits referred to in this
Lease, and any addenda and schedules attached to this Lease shall be deemed to be
incorporated in this Lease as though part thereof.
20.5 Partial Invalidity. If any provisions of this Lease or the application thereof to any
person or circumstance shall to any extent be invalid, the remainder of this Lease or the
application of such provision to persons or circumstances other than those as to which it
is held to be invalid shall not be affected thereby and each provision of this Lease shall
be valid and enforced to the fullest extent permitted by law.
20.6 Inspection of Premises. Lessor shall have the right, on reasonable notice of at
least twenty-four (24) hours, from time to time to inspect the Premises and the Hospital
and to show the Premises and Hospital to third parties for the purposes of lease, sale or
financing. Lessee shall cooperate with Lessor to permit such inspection.
20.7 Binding Effect. Except as otherwise provided herein, all provisions herein shall
be binding upon and shall inure to the benefit of the parties, their legal representatives,
heirs, successors and assigns. Each provision to be performed by Lessee shall be
construed to be both a covenant and a condition, and Lessee shall be bound by such
provisions. In the evem of any sale or assignment (except for purposes of security or
collateral) by Lessor of the Hospital, the Premises, or this Lease, Lessor shall, from and
after the Commencemere Date (irrespective of when such sale or assignment occurs), be
emirely relieved of all of its obligations hereunder and such obligations shall, as of the
time of such sale or assignment or on the Commencement Date, whichever is later,
automatically pass to Lessor's successor
in interest.
20.8 Choice of Law. This Lease shall be governed by and construed in accordance with
the laws of the State of Oregon.
WGISEA 241801.05 16 June 5, 1996
20.9 Entire A~reement. This Lease and the Exhibits, Riders and/or Addenda, if any,
attached hereto, constitute the entire agreement between the parties. All Exhibits, Riders,
or Addenda mentioned in this Lease are incorporated herein by reference. Any prior
conversations or writings are merged herein and extinguished. No subsequent amendment
to this Lease shall be binding upon Lessor or Lessee unless reduced to writing and signed.
Submission of this Lease for examination does not constitute an option for the Premises
and becomes effective as a lease only upon execution and delivery thereof by Lessor to
Lessee. If any provision contained in a Rider or Addendum is inconsistent with a
provision in the body of this Lease, the provision contained in said Rider or Addendum
shall control. The captions and Section numbers appearing herein are inserted only as a
matter of convenience and are not intended to define, limit, construe or describe the scope
or intent of any Section or paragraph.
IN WITNESS WHEREOF, Lessor and Lessee have executed this Lease on the day
first set forth above.
LESSOR:
THE CITY OF ASHLAND
Its c__fi.,~ ~"-'--~ ~.;
LESSEE:
ASHLAND COMMUNITY
HEALTHCARE SERVICES
WGISEA 241801.05 ]]_ ~] June 5. 1996
STATE OF OREGON )
) ss
COUNTY OF JACKSON )
I certify that I know or have satisfactory evidence that
C,n.~'d~-',,~,,- ~ 6,~/,-/.-~, and ,zf'a;,'~,ar-,a. C",4r,~r:r~.,,a-.,~ signed
this instrument, on oath stated that they were authorized to execute the instrument and
acknowledged it as the ~'~,),,,,vr an? d;~/ ~.~ eor~v/tr of The City of
Ashland to be the free anti voluntary act of such party for the uses and purposes
mentioned in the instrument.
Dated:
~¢~.:'~r-.d~ OFFICIAL SEAL
:;~/X~...~. MICHAEL S. McGRAW
y ~:',,,,.~i~'.~ NOTARY PUBLiC-OREGON ~;,
~,~Y COMM SS!ON EXP RE~ I[J[.Y tl !9~7~
O~,,o ~ /j' ,1996.
My commission expires:
STATE OF OREGON )
) ss
COUNTY OF JACKSON )
-- I certify that ! know or have satisfactory evidence that
.,a'Je~9,n~... ~ ,,,~ and ,,~')'t~./~ ~ '~___~~., signed
this'instrument, on oath stated that they were a~horized to execute the instrument and
acknowledged it as the e,'"4~'~a~, and .,e~.~,..n~,,~5/,. of Ashland
Community Healthcare Services to be the free and voluntary act of sffch party for the uses
and purposes mentioned in the instrument.
Dated: g-,-,~c. // , 1996.
'~'~, GLENDA O. COLE
i~i ~)~~OTARY PUBLIC-OREGON
~ "'~__COMMISSION NO. 025405
~ MY COMMISSIOn,. ~E_~__ XP_IFI__ E_S__J_U_L_Y
Notary Public
Title:
My commission expires:
WGISEA 241801.05 '1 8 June 5, 1996
EXHIBIT A
LEGAL DESCRIPTION
REAL PROPERTY OF ASHLAND COMMUNITY HEALTHCARE SERVICES
Property:
Address:
Tax Lot:
Document:
Description:
ASHLAND COMMUNITY HOSPITAL
280 Maple, Ashland, OR 97520
39-1E-05DB, Lot 2100
Warranty Deed filed in Jackson County Courthouse (Vol. 487, Pg. 504)
Lots 1,2, and 3 of the Wimer Subdivision to the City of Ashland, Jackson
County, Oregon.
Property:
Address:
Tax Lots:
Document:
Description:
JACKSON COUNTY PHYSICAL THERAPY
559 Scenic Drive, Ashland, OR 97520
39~lE-05DB, Lot 2400
Warranty Deed filed in Jackson County Courthouse (95-14481)
Lot Five (5) of the Wimer Subdivision to the City of Ashland, Jackson
County, Oregon, according to the official plot thereof, now of record.
EXCEPTING THEREFROM that portion of said Lot 5 lying West of a
line which is 191.0 feet North 89 53' West of and which line bears North 0
31' West parallel with, the west line of Scenic Drive in said City, as
conveyed to the City of Ashland, by deed recorded in Volume 488 page 21
of the Deed Records of Jackson County, Oregon.
(See map attached)
EXHIBIT A
Page 2
MAPLE .... ~¥~ ~ .... ,.,, ,,.,, , , ST.
,~ ...............-.., ............r~'~..,.,~.~. .....r'-a 1 '.~-'I ...."'I-
~ ~ ASHLAND , [ ~. E ~?..~.~.' .. :~:~
; -- · ~ -~o,~ . = .
! I . .a .- t ~ ~ .... ~ -.;.
~ , ~.-+ .... ,~ , ...... ~m~4~ -=5600~
(~-~-,~)
SEE - ~'~ ,, ~ ~
DETAIL .MAP 2 · ~' ~*" " *' '~ ' ' -
~ 4800 &?CX} 470Z 4~3 j . o.~ ~ ' ", '~;
· - -' ~' = ~' ~'~ ~ '-' ' [ ' ~ ' ; .....- .~ I~
" '-- " ' f~ , K E R R" S 0 B. 't~ I ._.
..~ ~ ~ ~ . ., .... :.q,~'~'
EXHIBIT B
DESCRIPTION OF THE FACILITY
ASHLAND COMMUNITY HOSPITAL
Ashland Community Hospital is a multilevel 60,000 sq. ft. facility built in 1961.
Several additions have been made in the interim.
General Construction:
· Type I building with wood framing
· Wood/stucco combination siding
· Concrete basement walls
· Flat, single ply roof with metal mansards
· Metal Windows .. both single and double pane
· Fire protection and fire sprinklers throughout
Floor Plan:
· Three wings extending from a central hub
Adjacent Building:
· One cinder-block outbuilding, consisting of generator room, carpentry ship, storage
area, and medical gas supplies (3200 sq. ft.).
Value:
On June 30, 1996, Ashland Community Hospital has a Net Book Value of
$3,200,000.00. This approximation is made up of the following as per the Marshall
& Stevens Asset Report Document:
NOTE:
Land 34,000
Land Improvements 127,000
Buildings 1,996,000
Fixed Equipment 1,097,000
Details supporting these totals are on file in the Accounting Office of
Ashland Community Hospital.
EXHIBIT C
Description of Non-Hospital Improvements
Property Type:
Office Building
Locat ion:
559 Scenic Drive, Ashland, Oregon
Improvement Description:
Existing wood frame single story
office building with a total gross
building area of approximately
2,248 square feet (including
basement storage). There is one
(1) wood frame single story
detached building of approximately
412 square feet adjacent to the
main building.
Site size:
21,774 square feet or .50 acres.
Zoning:
Value:
Note:
R-2, Low Density Multiple-Family
Residential/HC, Health Care
Services Zone, City of Ashland.
On June 30, 1996 the above
described property has a Book Value
of $219,000.00 as per the Marshall
& Stevens Asset Document.
Details supporting this total are
on file in the Accounting Office of
Ashland Community Hospital.
6/06/96
EXHIBIT D
JACKSON COUNTY TITLE
LOAN AMORTIZATION SCHEDULE
365 DAY SCHEDULE
PAGE
Name: CE 11617
Loan Amount: 360,000.00 Interest Rate: 8.000
Number of Payments: 240 First Payment Date: 7/01/95
Payment Frequency: M Date Start Interest: 5/31/95
Payment Amount: 3,011.21 Days Int in 1st Pymt: 31
Handling Charge 4.00 $3,015.21 For Each Transaction.
PYMT # DU~ DAT~ PRINCIPAL INTEREST YTD INT UNPAID INT PRINC BAL
1 7/01/95 565.18 2,446.03 2,446.03 .00 359,434.82
2 8/01/95 569.02 2,442.19 4,888.22 .00 358,865.80
3 9/01/95 572.89 2,438.32 7,326.54 .00 358,292.91
4 10/01/95 655.31 2,355.90 9,682.44 .00 357,637.60
5 11/01/95 581.23 2,429.98 12,112.42 .00 357,056.37
6 12/01/95 663.44 2,347.77 14,460.19 .00 356,392.93
TOTALS FOR 1995: 3,607.07 14,460.19 14,460.19 .00 356,392.93
7 1/01/96 589.69 2,421.52 2,421.52 . 00 355,803.24
8 2/01/96 593.70 2,417.51 4,839.03 .00 355,209.54
9 3/01/96 753.44 2,257.77 7,096.80 . 00 354,456. 10
10 4/01/96 602.85 2,408.36 9,505. 16 .00 353,853.25
11 5/01/96 684.50 2,326.71 11,831.87 .00 353, 168.75
12 6/01/96 611.60 2,399.61 14,231.48 .00 352,557. 15
13 7/01/96 693.03 2,318. 18 16,549.66 . 00 351,864. 12
14 8/01/96 620.46 2,390.75 18,940.41 . 00 351,243.66
15 9/01/96 624.68 2,386.53 21,326.94 .00 350,618.98
16 10/01/96 705.77 2,305.44 23,632.38 . 00 349,913.21
17 11/01/96 633.72 2,377.49 26,009.87 .00 349,279.49
18 12/01/96 714.58 2,296.63 28,306.50 . 00 348,564.91
TOTALS FOR 1996: 7,828.02 28,306.50 28,306.50 .00 348,564.91
19 1/01/97 642.88 2,368.33 2,368.33 .00 347,922.03
20 2/01/97 647.25 2,363.96 4,732.29 .00 347,274.78
21 3/01/97 879.99 2, 131.22 6,863.51 . 00 346,394.79
22 4/01/97 657.62 2,353.59 9,217. 10 . 00 345,737. 17
23 5/01/97 737.87 2,273.34 11,490.44 .00 344,999.30
24 6/01/97 667. 11 2,344. 10 13,834.54 .00 344,332. 19
25 7/01/97 747. 11 2,264. 10 16,098.64 .00 343,585.08
26 8/01/97 676.71 2,334.50 18,433. 14 .00 342,908.37
27 9/01/97 681.31 2,329.90 20,763.04 . 00 342,227.06
28 10/01/97 760.95 2,250.26 23,013.30 .00 341,466. 11
29 11/01/97 691. 11 2,320. 10 25,333.40 .00 340,775.00
30 12/01/97 770.50 2,240.71 27,574. 11 . 00 340,004.50
TOTALS FOR 1997: 8,560.41 ? 27,574. 11 27,5?4. 11 .00 340,004.50
31 1/01/98 701.04 2,310. 17 2,310. 17 .00 339,303.46
32 2/01/98 705.81 2,305.40 4,615.57 . 00 338,597.65
33 3/01/98 933.24 2,077.97 6,693.54 . 00 337,664.41
amortization schedule is accurate ONLY if full payments are made on time.
6/06/96
JACKSON COUNTY TITLE
LOAN AMORTIZATION SCHEDULE
365 DAY SCHEDULE
PAGE
Name: CE 11617
Loan Amount: 360,000.00 Interest Rate: 8. 000
Number of Payments: 240 First Payment Date: 7/01/95
Payment Frequency: M Date Start Interest: 5/31/95
Payment Amount: 3,011.21 Days Int in 1st Pymt: 31
PYMT ~ DUE DATE PRINCIPAL INTEREST
34 4/01/98 716.94
35 5/01/98 795.67
36 6/01/98 727.22
37 7/01/98 805.68
38 8/01/98 737.63
39 9/01/98 742.65
40 10/01/98 820.71
41 11/01/98 753.27
42 12/01/98 831.06
TOTALS FOR 1998: 9,270.92
43 1/01/99 764.03
44 2/01/99 769.23
45 3/01/99 990.91
46 4/01/99 781.18
47 5/01/99 858.26
48 6/01/99 792.32
49 7/01/99 869.11
50 8/01/99 803.61
51 9/01/99 809.07
52 10/01/99 885.43
53 11/01/99 820.59
54 12/01/99 896.65
2,294.27
2,215.54
2,283.99
2,205.53
2,273.58
2,268.56
2,190.50
2,257.94
2,180.15
26,863.60
2.247.18
2.241.98
2.020.30
2.230.03
2.152.95
2.218.89
2.142.10
2.207.60
2,202.14
2,125.78
2,190.62
2,114.56
YTD INT UNPAID INT PRINC BAL
8,987.81 .00 336,947.47
11,203.35 .00 336,151.80
13,487.34 .00 335,424.58
15,692.87 .00 334,618.90
17,966.45 .00 333,881.27
20,235.01 .00 333,138.62
22,425.51 .00 332,317.91
24,683.45 .00 331,564.64
26,863.60 .00 330,733.58
26,863.60 .00 330,733.58
2,247.18 .00 329,969.55
4,489.16 .00 329,200.32
6,509.46 .00 328,209.41
8,739.49 .00 327,428.23
10,892.44 .00 326,569.97
13,111.33 .00 325,777.65
15,253.43 .00 324,908.54
17,461.03 .00 324,104.93
19,663.17 .00 323,295.86
21,788.95 .00 322,410.43
23,979.57 .00 321,589.84
26,094.13 .00 320,693.19
TOTALS FOR 1999: 10,040.39 26,094. 13 26,094. 13 .00 320,693. 19
55 1/01/00 832.25 2, 178.96 2, 178.96 .00 319,860.94
56 2/01/00 837.91 2, 173.30 4,352.26 . 00 319,023.03
57 3/01/00 983.45 2,027.76 6,380.02 .00 318,039.58
58 4/01/00 850.28 2, 160.93 8,540.95 .00 317, 189.30
59 5/01/00 925.58 2,085.63 10,626.58 .00 316,263.72
60 6/01/00 862.35 2, 148.86 12,775.44 . 00 315,401.37
61 7/01/00 937.34 2,073.87 14,849.31 . 00 314,464.03
62 8/01/00 874.58 2, 136.63 16,985.94 . 00 313,589.45
63 9/01/00 880.52 2, 130.69 19, 116.63 .00 312,708.93
64 10/01/00 955.04 2,056. 17 21, 172.80 .00 311,753.89
65 11/01/00 892.99 ~ 2, 118.22 23,291.02 .00 310,860.90
66 12/01/00 967. 19 2,044.02 25,335.04 .00 309,893.71
TOTALS FOR 2000: 10,799.48 25,335.04 25,335.04 .00 309,893.71
An amortization schedule is accurate ONLY if full payments are made on time.
6/06/96
JACKSON COUNTY TITLE
LOAN AMORTIZATION SCHEDULE
365 DAY SCHEDULE
PAGE
3
Name: CE 11617
Loan Amount: 360,000.00 Interest Rate: 8.000
Number of Payments: 240 First Payment Date: 7/01/95
Payment Frequency: M Date Start Interest: 5/31/95
Payment Amount: 3,011.21 Days Int in 1st Pymt: 31
PYMT # DUE DATE PRINCIPAL
67 1/01/01 973.55
68 2/01/01 912.25
69 3/01/01 1,120.97
70 4/01/01 926.06
71 5/01/01 999.41
72 6/01/01 939.14
73 7/01/01 1,012.16
74 8/01/01 952.40
75 9/01/01 958.87
76 10/01/01 1,031.38
77 11/01/01 972.39
78 12/01/01 1,044.56
TOTALS FOR 2001: 11,843.14
79 1/01/02
80 2/01/02
81 3/01/02
82 4/01/02
83 5/01/02
84 6/01/02
85 7/01/02
86 8/01/02
87 9/01/02
88 10/01/02
89 11/01/02
90 12/01/02
986.10
992.80
1. 194.22
1.007.66
1.078.92
1.021.84
1~092.73
1~036.20
1~043.24
1.113.59
1,057.90
1,127.87
INTEREST YTD INT UNPAID INT PRINC BAL
2,037.66 2,037.66 .00 308,920.16
2,098.96 4,136.62 .00 308,007.91
1,890.24 6,026.86 .00 306,886.94
2,085.15 8,112.01 .00 305,960.88
2,011.80 10,123.81 .00 304,961.47
2,072.07 12,195.88 .00 304,022.33
1,999.05 14,194.93 .00 303,010.17
2,058.81 16,253.74 .00 302,057.77
2,052.34 18,306.08 .00 301,098.90
1,979.83 20,285.91 .00 300,067.52
2,038.82 22,324.73 .00 299,095.13
1,966.65 24,291.38 .00 298,050.57
24,291.38 24,291.38 .00 298,050.57
2,025.11 2,025.11 .00 297,064.47
2,018.41 4,043.52 . 00 296,071.67
1,816.99 5,860.51 . 00 294,877.45
2,003.55 7,864.06 . 00 293,869.79
1,932.29 9,796.35 .00 292,790.87
1,989.37 11,785.72 .00 291,769.03
1,918.48 13,704.20 .00 290,676.30
1,975.01 15,679.21 .00 289,640.10
1,967.97 17,647.18 .00 288,596.86
1,897.62 19,544.80 .00 287,483.27
1,953.31 21,498.11 .00 286,425.37
1,883.34 23,381.45 .00 285,297.50
TOTALS FOR 2002: 12,753.07 23,381.45 23,381.45 .00 285,297.50
91 1/01/03 1,072.75 1,938.46 1,938.46 · 00 284,224.75
92 2/01/03 1,080.04 1,931. 17 3,869.63 .00 283, 144.71
93 3/01/03 1,273.55 1,737.66 5,607.29 . 00 281,871. 16
94 4/01/03 1,096.03 1,915. 18 7,522.47 .00 280,775. 13
95 5/01/03 1, 165.02 1,846. 19 9,368.66 .00 279,610. 11
96 6/01/03 1, 111.39 1,899.82 11,268.48 .00 278,498.72
97 7/01/03 1, 179.99 1,831.22 13,099.70 .00 277,318.73
98 8/01/03 1, 126.96 1,884.25 14,983.95 .00 276, 191.77
99 9/01/03 1, 134.62 1,876.59 16,860.54 .00 275,057. 15
100 10/01/03 1,202.62 1,808.59 18,669. 13 .00 273,854.53
101 11/01/03 1, 150.50 1,860.71 20,529.84 .00 272,704.03
102 12/01/03 1,218.09 1,793. 12 22,322.96 .00 271,485.94
An amortization schedule is accurate ONLY if full payments are made on time.
6/06/96
JACKSON COUNTY TITLE
LOAN AMORTIZATION SCHEDULE
365 DAY SCHEDULE
PAGE
4
Name: CE 11617
Loan Amount: 360,000.00 Interest Rate: 8.000
Number of Payments: 240 First Payment Date: 7/01/95
Payment Frequency: M Date Start Interest: 5/31/95
Payment Amount: 3,011.21 Days Int in 1st Pymt: 31
PYMT # DU~ DAT~ PRINCIPAL INTEREST YTD INT UNPAID INT PRINC BAL
TOTALS FOR 2003: 13,811.56 22,322.96 22,322.96 .00 271,485.94
103 1/01/04 1, 166.59 1,844.62 1,844.62 .00 270,319.35
104 2/01/04 1, 174.52 1,836.69 3,681.31 . 00 269, 144.83
105 3/01/04 1,300.48 1,710.73 5,392.04 . 00 267,844.35
106 4/01/04 1, 191.34 1,819.87 7,211.91 .00 266,653.01
107 5/01/04 1,257.88 1,753.33 8,965.24 . 00 265,395. 13
108 6/01/04 1,207.98 1,803.23 10,768.47 . 00 264, 187. 15
109 7/01/04 1,274.09 1,737. 12 12,505.59 .00 262,913.06
110 8/01/04 1,224.84 1,786.37 14,291.96 .00 261,688.22
111 9/01/04 1,233. 16 1,778.05 16,070.01 .00 260,455.06
112 10/01/04 1,298.63 1,712.58 17,782.59 .00 259, 156.43
113 11/01/04 1,250.37 1,760.84 19,543.43 .00 257,906.06
114 12/01/04 1,315.39 1,695.82 21,239.25 .00 256,590.67
TOTALS FOR 2004: 14,895.27 21,239.25 21,239.25 .00 256,590.67
115 1/01/05 1,267.80 1,743. 41 1,743.41 . 00 255,322.87
116 2/01/05 1,276.41 1,734.80 3,478.21 .00 254,046.46
117 3/01/05 1,452. 13 1,559.08 5,037.29 .00 252,594.33
118 4/01/05 1,294.95 1,716.26 6, 753.55 .00 251,299.38
119 5/01/05 1,358.83 1,652.38 8,405.93 .00 249,940.55
120 6/01/05 1,312.98 1,698.23 10, 104. 16 . 00 248,627.57
121 7/01/05 1,376.40 1,634.81 11,738.97 .00 247,251. 17
122 8/01/05 1,331.26 1,679.95 13,418.92 .00 245,919.91
123 9/01/05 1,340.30 1,670.91 15,089.83 .00 244,579.61
124 10/01/05 1,403.02 1,608. 19 16,698.02 . 00 243, 176.59
125 11/01/05 1,358.94 1,652.27 18,350.29 .00 241,817.65
126 12/01/05 1,421. 18 1,590.03 19,940.32 .00 240,396.47
TOTALS FOR 2005:
16,194.20 19,940.32 19,940.32 .00 240,396.47
127 1/01/06 1,377.83 1,633.38 1,633.38 .00 239,018.64
128 2/01/06 1,387. 19 1,624.02 3,257.40 . 00 237,631.45
129 3/01/06 1,552.87 1,458.34 4,715.74 .00 236,078.58
130 4/01/06 1,407. 17 1,604.04 6,319.78 .00 234,671.41
131 5/01/06 1,468. 17 1,543.04 7,862.82 .00 233,203.24
132 6/01/06 1,426.71 1,584.50 9,447.32 . 00 231,776.53
133 7/01/06 1,487.20 1,524.01 10,971.33 .00 230,289.33
134 8/01/06 1,446.50 1,564.71 12,536.04 .00 228,842.83
135 9/01/06 1,456.33 1,554.88 14,090.92 .00 227,386.50
An amortization schedule is accurate ONLY if full payments are made on time.
6/06/96
JACKSON COUNTY TITLE
LOAN AMORTIZATION SCHEDULE
365 DAY SCHEDULE
PAGE
5
Name: CE 11617
Loan Amount: 360,000.00 Interest Rate: 8.000
Number of Payments: 240 First Payment Date: 7/01/95
Payment Frequency: M Date Start Interest: 5/31/95
Payment Amount: 3,011.21 Days Int in 1st Pymt: 31
PYMT # DUE DATE PRINCIPAL INTEREST YTD INT UNPAID INT PRINC BAL
136 10/01/06 1,516.07 1,495. 14 15,586.06 . 00 225,870.43
137 11/01/06 1,476.53 1,534.68 17, 120.74 .00 224,393.90
138 12/01/06 1,535.74 1,475.47 18,596.21 . 00 222, 858. 16
TOTALS FOR 2006: 17,538.31 18,596.21 18,596.21 .00 222,858. 16
139 1/01/07 1,497.00 1,514.21 1,514.21 .00 221,361. 16
140 2/01/07 1,507. 17 1,504.04 3,018.25 . 00 219,853.99
141 3/01/07 1,661.97 1,349.24 4,367.49 . 00 218, 192.02
142 4/01/07 1,528.70 1,482.51 5,850.00 .00 216,663.32
143 5/01/07 1,586.57 1,424.64 7,274.64 .00 215,076.75
144 6/01/07 1,549.87 1,461.34 8,735.98 .00 213,526.88
145 7/01/07 1,607.20 1,404.01 10, 139.99 .00 211,919.68
146 8/01/07 1,571.32 1,439.89 11,579.88 .00 210,348.36
147 9/01/07 1,581.99 1,429.22 13,009. 10 .00 208,766.37
148 10/01/07 1,638.50 1,372.71 14,381.81 .00 207, 127.87
149 11/01/07 1,603.88 1,407.33 15,789. 14 .00 205,523.99
150 12/01/07 1,659.82 1,351.39 17, 140.53 .00 203,864. 17
TOTALS FOR 2007: 18,993.99 17,140.53 17,140.53 .00 203,864.17
151 1/01/08 1,626.05 1,385. 16 1,385. 16 .00 202,238. 12
152 2/01/08 1,637. 10 1,374. 11 2,759.27 .00 200,601.02
153 3/01/08 1,736. 16 1,275.05 4,034.32 .00 198,864.86
154 4/01/08 1,660.02 1,351. 19 5,385.51 .00 197,204.84
155 5/01/08 1,714.52 1,296.69 6,682.20 .00 195,490.32
156 6/01/08 1,682.95 1,328.26 8,010.46 . 00 193,807.37
157 7/01/08 1,736.86 1,274.35 9,284.81 . 00 192, 070.51
158 8/01/08 1,706. 18 1,305.03 10,589.84 .00 190,364.33
159 9/01/08 1,717.78 1,293.43 11,883.27 .00 188,646.55
160 10/01/08 1,770.79 1,240.42 13, 123.69 .00 186,875.76
161 11/01/08 1,741.48 1,269.73 14,393.42 .00 185, 134.28
162 12/01/08 1,793.89 1,217.32 15,610.74 . 00 183, 340.39
TOTALS FOR 2008: 20,523.78 15,610.74 15,610.74 .00 183,340.39
163 1/01/09 1,765.50 1,245.71 1,245.71 .00 181,574.89
164 2/01/09 1,7~77.50 1,233.71 2,479.42 .00 179,797.39
165 3/01/09 1,907.80 1, 103.41 3,582.83 . 00 177,889.59
166 4/01/09 1,802.54 1,208.67 4,791.50 .00 176,087.05
167 5/01/09 1,853.38 1, 157.83 5,949.33 .00 174,233.67
168 6/01/09 1,827.38 1, 183.83 7, 133. 16 . 00 172,406.29
An amortization schedule is accurate ONLY if full payments are made on time.
6/06/96
JACKSON COUNTY TITLE
LOAN AMORTIZATION SCHEDULE
365 DAY SCHEDULE
PAGE
6
Name: CE 11617
Loan Amount: 360,000.00 Interest Rate: 8.000
Number of Payments: 240 First Payment Date: 7/01/95
Payment Frequency: M Date Start Interest: 5/31/95
Payment Amount: 3,011.21 Days Int in 1st Pymt: 31
PYMT # DUE DATE PRINCIPAL INTEREST YTD INT UNPAID INT
169 7/01/09 1,877.58 1,133.63 8,266.79 .00
170 8/01/09 1,852.55 1,158.66 9,425.45 .00
171 9/01/09 1,865.14 1,146.07 10,571.52 .00
172 10/01/09 1,914.37 1,096.84 11,668.36 .00
173 11/01/09 1,890.82 1,120.39 12,788.75 .00
174 12/01/09 1,939.39 1,071.82 13,860.57 .00
TOTALS FOR 2009: 22,273.95 13,860.57 13,860.57 .00
1Z5 1/01/10 1,916.84 1,094.37 1,094.37 .00
176 2/01/10 1,929.86 1,081.35 2, 175.72 .00
1 Z7 3/01/10 2,046.35 964.86 3, 140.58 . 00
178 4/01/10 1,956.88 1,054.33 4, 194.91 . 00
179 5/01/10 2,003.76 1,007.45 5,202.36 .00
180 6/01/10 1,983.79 1,027.42 6,229.78 . 00
181 7/01/10 2,029.98 981.23 7,211.01 .00
182 8/01/10 2,011.06 1,000. 15 8,211. 16 .00
183 9/01/10 2,024.73 986.48 9, 197.64 . 00
184 10/01/10 2,069.86 941.35 10, 138.99 .00
185 11/01/10 2,052.55 958.66 11,097.65 .00
186 12/01/10 2,096.97 914.24 12,011.89 .00
TOTALS FOR 2010:
24, 122.63 12,011.89 12,011.89 .00
187 1/01/11 2,080.74 930.47 930.47 .00
188 2/01/11 2,094.88 916.33 1,846.80 .00
189 3/01/11 2,196.41 814.80 2,661.60 .00
190 4/01/11 2,124.04 887.17 3,548.77 .00
191 5/01/11 2,166.62 844.59 4,393.36 .00
192 6/01/11 2,153.19 858.02 5,251.38 .00
193 7/01/11 2,195.03 816.18 6,067.56 .00
194 8/01/11 2,182.73 828.48 6,896.04 .00
195 9/01/11 2,197.56 813.65 7,709.69 .00
196 10/01/11 2,238.26 772.95 8,482.64 .00
197 11/01/11 2,227.70 783.51 9,266.15 .00
198 12/01/11 2,267.63 743.58 10,009.73 .00
PRINC BAL
170,528.71
168,676.16
166,811.02
164,896.65
163,005.83
161,066.44
161,066.44
159,149.60
157,219.74
155,173.39
153,216.51
151,212.75
149,228.96
147,198.98
145,187.92
143,163.19
141,093.33
139,040.78
136,943.81
136,943.81
134,863.07
132,768.19
130,571.78
128.447.74
126. 281.12
124. 127.93
121.932.90
119.750.17
117.552.61
115.314.35
113.086.65
110.819.02
TOTALS FOR 2011: 26,124.79 .10,009.73 10,009.73 .00 110,819.02
199 1/01/12 2,258.25 752.96 752.96 .00 108,560.77
200 2/01/12 2,273.59 737.62 1,490.58 . 00 106,287. 18
201 3/01/12 2,335.63 675.58 2, 166. 16 . 00 103,951.55
An amortization schedule is accurate ONLY if full payments are made on time.
6/06/96
JACKSON COUN[Y TITLE
LOAN AMORTIZATION SCHEDULE
365 DAY SCHEDULE
PAGE
7
Name: CE 11617
Loan Amount: 360,000.00 Interest Rate: 8.000
Number of Payments: 240 First Payment Date: 7/01/95
Payment Frequency: M Date Start Interest: 5/31/95
Payment Amount: 3,011.21 Days Int in 1st Pymt: 31
PYMT # DUE DATE PRINCIPAL INTEREST YTD INT UNPAID INT PRINC BAL
202 4/01/12 2,304.91 706.30 2,872.46 .00 101,646.64
203 5/01/12 2,342.85 668.36 3,540.82 .00 99,303.79
204 6/01/12 2,336.49 674.72 4,215.54 .00 96,967.30
205 7/01/12 2,373.62 637.59 4,853.13 .00 94,593.68
206 8/01/12 2,368.49 642.72 5,495.85 .00 92,225. 19
207 9/01/12 2,384.58 626.63 6, 122.48 .00 89,840.61
208 10/01/12 2,420.48 590.73 6,713.21 .00 87,420. 13
209 11/01/12 2,417.23 593.98 7,307.19 .00 85,002.90
210 12/01/12 2,452.29 558.92 7,866.11 .00 82,550.61
TOTALS FOR 2012: 28,268.41 7,866. 11 7,866. 11 .00 82,550.61
211 1/01/13 2,450.32 560.89 560.89 .00 80, 100.29
212 2/01/13 2,466.97 544.24 1, 105. 13 . 00 77,633.32
213 3/01/13 2,534.78 476.43 1,581.56 .00 75,098.54
214 4/01/13 2,500.95 510.26 2,091.82 .00 72,597.59
215 5/01/13 2,533.86 477. 35 2,569. 17 · 00 70,063.73
216 6/01/13 2,535. 16 476.05 3,045.22 . 00 67,528.57
217 7/01/13 2,567. 19 444.02 3,489.24 .00 64,961.38
218 8/01/13 2,569.83 441.38 3,930.62 .00 62,391.55
219 9/01/13 2,587.29 423.92 4,354.54 .00 59,804.26
220 10/01/13 2,617.98 393.23 4,747. ?7 .00 57, 186.28
221 11/01/13 2,622.66 388.55 5, 136.32 .00 54,563.62
222 12/01/13 2,652.44 358.77 5,495.09 .00 51,911. 18
TOTALS FOR 2013: 30,639.43 5,495.09 5,495.09 .00 51,911.18
223 1/01/14 2,658.50 352.71 352.71 .00 49,252.68
224 2/01/14 2,676.56 334.65 687.36 . 00 46,576. 12
225 3/01/14 2,725.37 285.84 973.20 .00 43,850.75
226 4/01/14 2,713.27 297.94 1,271. 14 .00 41, 137.48
227 5/01/14 2,740.72 270.49 1,541.63 .00 38,396.76
228 6/01/14 2,750.32 260.89 1,802.52 .00 35,646.44
229 7/01/14 2,776.82 234.39 2,036.91 .00 32,869.62
230 8/01/14 2,787.88 223.33 2,260.24 .00 30,081.74
231 9/01/14 2,806.82 204.39 2,464.63 .00 27,274.92
232 10/01/14 2,831.87 179.34 2,643.97 . 00 24,443.05
233 11/01/14 2,845. 13 ~ 166.08 2,810.05 .00 21,597.92
234 12/01/14 2,869.20 142.01 2,952.06 .00 18,728.72
TOTALS FOR 2014: 33,182.46 2,952.06 2,952.06 .00 18,728.72
An amortization schedule is accurate ONLY if full payments are made on time.
6/06/96
JACKSON COUNTY TIYLE
LOAN AMORTIZATION SCHEDULE
365 DAY SCHEDULE
PAGE
8
Name: CE 11617
Loan Amount:
Number of Payments:
Payment Frequency:
Payment Amount:
360,000.00
240
M
3,011.21
Interest Rate:
First Payment Date:
Date Start Interest:
Days Int in 1st Pymt:
8.000
7/01/95
5/31/95
31
PYMT # DUE DATE PRINCIPAL INTEREST
235 1/01/15 2,883.96 127.25
236 2/01/15 2,903.55 107.66
237 3/01/15 2,931.79 79.42
238 4/01/15 2,943.20 68.01
239 5/01/15 2,964.75 46.46
240 6/01/15 4,101.47 27.87
TOTALS FOR 2015:
YTD INT UNPAID INT
127.25 .00
234.91 .00
314.33 .00
382.34 .00
428.80 .00
456.67 .00
18,728.72 456.67 456.67 .00
PRINC BAL
15,844.76
12,941.21
10,009.42
7,066.22
4,101.47
.00
· 00
GRAND TOTALS:
360,000.00 363,808.53
LAST PYM] AMT: 4,129.34
An amortization schedule is accurate ONLY if full payments are made on time.
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