HELC Bonds and LHS Services Promissory Notes. The parties acknowledge the following: (a) Xxxxxxxx Women’s Hospital (“Women’s Hospital”), New Mexico Heart Hospital (“Heart Hospital”) and Roswell Regional Hospital (“Roswell Hospital” and collectively with Women’s Hospital and Heart Hospital, the “HELC Hospitals”) are subject to ownership and financing structures under which the New Mexico Hospital Equipment Loan Counsel (“HELC”) holds title a portion of the assets of the HELC Hospitals; (b) under such structures, HELC leases the HELC Hospital assets that HELC owns to Xxxxxxxx Health Systems, Inc. (“LHS”) pursuant to Lease Agreements (one per hospital) (the “HELC Leases”); (c) HELC issued bonds (one per hospital) (the “HELC Bonds”) to LHS Services, Inc., a subsidiary of LHS (“LHS Services”) pursuant to indentures (one per hospital) (the “HELC Indentures”) and bond purchase agreements (one per hospital) (the “HELC Bond Purchase Agreements”) to finance HELC’s acquisition of the applicable HELC Hospital assets; (d) LHS loaned funds to LHS Services to enable LHS Services to purchase the HELC Bonds and LHS Services made promissory notes (one per hospital) to LHS with respect to such loaned funds (the “LHS Services Promissory Notes”); (e) the Exhibit A Reorganization (as defined in the Purchase Agreement) with respect to the HELC Hospitals was intended to result in two sets of bond documents for each of the HELC Hospitals, one set of bond documents relating solely to the land, buildings and other real property improvements of such HELC Hospital originally financed with the applicable HELC Bond and one set of bond documents relating solely to the equipment and other personal property of such HELC Hospital originally financed with the applicable HELC Bond; and (f) in order to avoid a delay in the Closing of the transactions contemplated by the Purchase Agreement, the Exhibit A Reorganization of the HELC Hospitals was structured as a partial assignment of the HELC Leases, the HELC Indentures, the HELC Bonds and the LHS Promissory Notes rather than the structure contemplated by clause (e), above, so that as a result of such restructuring an Affiliate of Tenant and an Affiliate of Landlord are both tenants under the HELC Leases, are both parties to the HELC Indentures, both own HELC Bonds issued pursuant to the same HELC Indenture and are both holders of the same LHS Services Promissory Notes.
