HomeMy WebLinkAbout941316.tiff RESOLUTION
RE: APPROVE CONSENT TO SUBLEASE AGREEMENT AND AUTHORIZE CHAIRMAN TO
SIGN -WELLER PROPERTY
WHEREAS, the Board of County Commissioners of Weld County, Colorado, pursuant to
Colorado statute and the Weld County Home Rule Charter, is vested with the authority of
administering the affairs of Weld County, Colorado, and
WHEREAS, the Board has been presented with a Consent to a Sublease Agreement
between North Colorado Medical Center, Inc., and Western Health Network, Inc., with terms and
conditions being as stated in said documents, and
WHEREAS, after review, the Board deems it advisable to consent to said sublease
agreement, a copy of which is attached hereto and incorporated herein by reference.
NOW, THEREFORE, BE IT RESOLVED by the Board of County Commissioners of Weld
County, Colorado, that the Consent to the Sublease Agreement between North Colorado Medical
Center, Inc., and Western Health Network, Inc., be, and hereby is, approved.
BE IT FURTHER RESOLVED by the Board that the Chairman be, and hereby is, authorized
to sign said consent.
The above and foregoing Resolution was, on motion duly made and seconded, adopted by
the following vote on the 28th day of December, A.D., 1994.
n / / (1 "Let?
/ BOARD OF COUNTY COMMISSIONERS
ATTEST: , ' • , WELD COUNTY, COLORADO
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Weld County Clerk to the Bo d 2/ � � /// % P
W(, H. Webster, C firma
BY: T-!fix / 'L t, >r 1_
Deputy Clerk t the Board c Dale all, Pro-Teryf
APP AS TO
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eor a Baxter
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County Atto ey Co tance L. Harbert
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arbara J. Kirkmeyer
941316
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CERTIFICATE OF THE BOARD OF COUNTY COMMISSIONERS
OF THE COUNTY OF WELD,
STATE OF COLORADO
We, the undersigned, hereby certify that we are,
respectively, the duly chose, qualified and acting Chairman and
Secretary of the Board of County Commissioners of the County of
Weld, State of Colorado, (the "Board" ) , and that the resolution
of the Board dated December 28 , 1994 (the "Resolution") ,
authorizing, among other items, the approval , execution,
acknowledgement , delivery and/or receipt of the Sublease
Agreement, a true copy of which Resolution is attached as Exhibit
A hereto, has not been modified, amended or repealed.
WITNESS our hands and the seal of the Board this 28th
day of December, 1994 .
[SEAL] THE BOARD OF COUNTY COMMISSIONERS
OF THE COUNTY OF WELD,
STATE OF COLORADO
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ATTEST: LW B f1 /r'�- fiA
Y•
) ��// /�} Commissioner W. H. Webst r, Chairman
BY: Ate-CZ%//�dGlcS�ii/� 92-
CLK\52358\111246.1
SUBLEASE AGREEMENT
THIS SUBLEASE AGREEMENT (the "Sublease") is made and entered
into this day of December, 1994, by and between NORTH
COLORADO MEDICAL CENTER, INC. , a nonprofit corporation, organized
and existing under the laws of the State of Colorado ( "NCMC" ) and
WESTERN HEALTH NETWORK, INC. , a nonprofit corporation organized
under the laws of the State of Arizona ( "WHN" ) .
I. RECITALS
WHEREAS, NCMC and WHN have entered into an Operating Agree-
ment dated October 19, 1994 , pursuant to which NCMC subleased
certain assets to WHN for its operation. The terms of the
Operating Agreement are hereby incorporated in and made a part of
this Sublease;
WHEREAS, in accordance with the Operating Agreement, NCMC
desires to sublease to WHN, for the purpose of operating a
healthcare facility and other purposes reasonably related
thereto, the real property more particularly described on
attached Exhibit A (the "Property" ) ;
WHEREAS, NCMC leases the Property pursuant to the terms and
conditions of a Lease Agreement effective January 1, 1995, (the
"Lease" ) , among NCMC, as Lessee; the Board of County Commis-
sioners of the County of Weld, State of Colorado (the "County" ) ;
and the Board of Trustees of the North Colorado Medical Center
(the "Board" ) , as Lessor. A copy of the Lease is attached as
Exhibit B and its terms are hereby incorporated into and made a
part of this Sublease;
WHEREAS, pursuant to Section 11 of the Lease, the County and
the Board have expressly consented to the sublease of the
Property by NCMC to WHN;
THEREFORE, in consideration of the mutual promises and
covenants contained herein, NCMC and WHN hereby agree as follows :
I. AGREEMENT
1 . Agreement. NCMC subleases the Property to WHN and WHN
subleases the Property from NCMC in accordance with this
Sublease . The terms and conditions of the Lease (except as
paragraphs 2, 3 , 7, 11, 21, 23 , 24 and 28 are modified herein)
are incorporated into this Sublease as the agreement of WHN and
NCMC and as though NCMC was the lessor underthe Lease and WHN
was the lessee under the Lease .
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2 . Acceptance of the Premises. WHN accepts the Property
in its present condition. NCMC will not be obligated to make any
alternations or improvements to the Property as a result of this
Sublease.
3 . The Lease and Operating Agreement. Except as para-
graphs 2, 3 , 7, 11, 21, 23 , 24 and 28 of the Lease are modified
herein, this Sublease is subject to all of the terms and condi-
tions of the Lease . WHN has received a copy of the Lease and
agrees to not cause or allow to be caused any default under the
Lease . WHN will indemnify NCMC against any loss, liability, and
expenses (including reasonable attorneys' fees and costs) arising
out of any default under the Lease caused by WHN. Any conflict
between the terms of this Sublease and the Lease or the Operating
Agreement will be controlled by first, the terms of the Operating
Agreement, and second by the terms of the Lease. Any rights and
remedies WHN has under this Sublease, if any, will be solely
against NCMC. The consents provided by the County and the Board
to this Sublease do not provide WHN any rights under the Lease
except those which are expressly granted herein.
4 . Modifications to Lease. Paragraphs 2, 3 , 7, 11, 21,
23 , 24 and 28 of the Lease are modified as follows :
(a) Term (Paragraph 2 of the Lease) . The term of this
Sublease shall commence on January 1, 1995 (the "Commencement
Date" ) and shall expire in accordance with the terms of the
Operating Agreement .
(b) Rent (Paragraph 3 of the Lease) . WHN covenants
and agrees to pay such rent (the "Rent") to NCMC for the Property
as required by the terms of the Operating Agreement .
(c) Improvements, Repairs, Additions, Replacements.
(Paragraph 7 of the Lease) .
(i) WHN shall have no right to construct or
erect any buildings, additions to buildings or other improvements
(the "Improvements" ) on any part or all of the Property, at any
time without the express written consent of NCMC. NCMC may
withhold or delay its consent to any request by WHN to construct
on the Property in its sole and absolute discretion.
(ii) In the event WHN obtains the written
consent of NCMC to construct Improvements, WHN shall cause all
construction work to be done promptly and in a good and workman-
like manner and in accordance with the plans and specifications
submitted to NCMC and WHN and in a manner that minimizes any
disturbance to the Property. NCMC' s consent notwithstanding, all
work shall be performed in accordance with applicable building
codes and governmental regulations . All work done and material
supplied shall be done or supplied only by contractors approved
2
by NCMC who shall have the right to grant such approval condi-
tionally or to withdraw the same at any time. Prior to WHN
commencing any work on additions, alterations or improvements
that cost in excess of $5, 000 . 00, WHN shall notify NCMC of its
intention to commence such work and shall permit NCMC (a) to
serve a written or printed notice pursuant to C.R.S .
§ 38-22-105 (2) upon all persons performing labor or furnishing
skill, materials, machinery or other fixtures therefor, and/or
(b) permit NCMC to post and keep posted a -written or printed
notice pursuant to C.R.S. § 38-22-105 (2) in a conspicuous place
in or on the Property.
(iii) All costs of any such work shall be paid
promptly by WHN so as to avoid the assertion of any mechanic' s or
materialman' s lien. WHN shall, within five (5) days from the
filing of such mechanic' s lien, file with the Clerk of the
District Court of Weld County a corporate surety bond or any
other undertaking which has been approved by a judge of the Weld
County District Court as permitted by C.R.S. § 38-22-131, in
sufficient amount to cause the lien that has been filed to be
forthwith discharged and released in full pursuant to C.R. S.
§ 38-22-132 . If the lien is not discharged within said five (5)
day period, NCMC shall have the right, but not the obligation, to
discharge said lien by payment, bonding or otherwise, and the
costs and expenses to NCMC of obtaining such discharge shall be
paid to NCMC by WHN on demand as additional rent . NCMC shall
have the right at any time and from time to time to post and
maintain on the Property such notices as it deems necessary to
protect the Property from mechanic' s liens .
(iv) Subject to this subsection (iv) , on the
last day of or earlier termination of the Term, WHN shall quit
and surrender the Property; and any Improvements constructed on
the Property shall become the sole property of the NCMC. In the
event the Improvements with an expected life extending beyond the
term of this Lease have been constructed by WHN on the Property,
NCMC shall have no obligation to reimburse the WHN for the cost
of constructing Improvements. NCMC may require WHN to remove any
such Improvements within fifteen (15) days after the expiration
of the Term. In no event shall WHN alter the exterior of the
Property or make any change or alteration which would impair the
structural soundness of any Improvements .
(v) NCMC shall not be responsible for
providing, to WHN or to any other party, security service of any
kind or nature for any Improvement that are now or thereafter may
be situate or erected on the Property, or for providing security
service to any parking lot, lawn or vacant land that now or
hereafter may be part of or adjacent to the Property.
(vi) WHN shall, at all time during the Term,
at its own cost and expense, keep and maintain or cause to be
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kept and maintained in repair and good condition (ordinary wear
and tear excepted) , any Improvements erected on the Property, and
shall use all precaution to prevent waste, damage or injury.
NCMC shall not be required to furnish any services or facilities
or to make any improvements, repairs or alterations in or to the
Property.
(d) Assignment and Subletting (Paragraph 11 of the
Lease) . WHN shall not assign or sublease (in whole or in part) ,
or otherwise encumber this Sublease or the Property to any other
person or entity without the advance written approvalof NCMC
which approval may be given or withheld in the sole and absolute
discretion of NCMC. Any attempted assignment, transfer,
encumbrance or subletting without such consent shall be wholly
void and shall constitute a breach of this Sublease . Any change
in ownership of or power to vote of a majority of the outstanding
voting stock of WHN shall constitute an assignment for purposes
of this Sublease .
(e) Leasehold Mortgages (Paragraph 21 of the Lease) .
WHN is prohibited from mortgaging its interest in this Sublease,
or any part or parts thereof, and from assigning this Sublease,
or any part or parts thereof, as collateral security for lease-
hold mortgages.
(f) Hazardous Materials (Paragraph 23 of the Lease) .
Those obligations of WHN set forth in the Operating Agreement and
pertaining to hazardous materials, asbestos and environmental
reporting are specifically incorporated into this Sublease and
are made obligations owed by WHN to NCMC with respect to the
Property.
(g) Defaults (Paragraph 24 of the Lease) . Paragraph
24 of the Lease is incorporated and made a part of this Sublease
in its entirety subject to the following modifications . In
addition to those events and occurrences described in paragraph
24 of the Lease, the following shall also constitute an event of
default under this Sublease: the breach by WHN of any term or
condition of the Operating Agreement or this Sublease . In the
event of a default by WHN, NCMC may, in addition to any remedy
provided by this Sublease or the Lease, avail itself of any
remedy provided to NCMC under the terms of the Operating
Agreement .
(h) Notice (-Paragraph 28 of the Lease) . Every notice,
approval, consent or other communication authorized or required
by this Lease shall not be effective unless same shall be in
writing and personally delivered or sent postage prepaid by
United States registered or certified mail, return receipt
requested, addressed to the other party as follows :
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To NCMC:
North Colorado Medical Center, Inc .
Attn: President
1801 16th Street
Greeley, Colorado 80631
With a copy to:
Gorsuch Kirgis L.L.C.
Attn: Ellen E. Stewart, Esq.
1401 17th Street, Suite 1000
Denver, Colorado 80202
To WHN:
Western Health Network, Inc .
Attn: Legal Department
P.O. Box 6000
Fargo, North Dakota 58106-6200
Either party to this Lease may from time to time change its
address for receipt of notice and other communications by giving
notice to the other party in writing and in accordance with the
procedure set forth above in this Section.
5 . Estoppel Certificates. WHN shall at any time, upon
not less than ten (10) days' written notice from NCMC, execute,
acknowledge and deliver to NCMC a statement in writing (a) certi-
fying that this Sublease is unmodified and in full force and
effect (or if modified, stating the nature of the modification)
and the dates to which the rent and other charges are paid in
advance, and (b) acknowledging that there are not, to WHN' s
knowledge, any uncured defaults on the part of NCMC or specifying
such defaults if any exist .
NCMC and WHN have executed this Sublease as of the day and
year first above written.
NORTH COLORADO MEDICAL CENTER,
INC. , a Colorado non-profit
corporation
By:
Michael J. Frick,
Chairman of the Board
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WESTERN HEALTH NETWORK, INC. , an
Arizona nonprofit corporation
By:
Steven R. Orr, President
STATE OF COLORADO
) ss .
COUNTY OF
The foregoing instrument was acknowledged before me this
day of December, 1994, by Michael J. Frick, as Chairman of
the Board of North Colorado Medical Center, Inc . , a Colorado
nonprofit corporation.
Witness my hand and official seal .
My commission expires :
Notary Public
( S E A L )
STATE OF COLORADO
) ss .
COUNTY OF
The foregoing instrument was acknowledged before me this
day of December 1994, by Steven R. Orr, as President of
WESTERN HEALTH NETWORK, INC. , an Arizona nonprofit corporation.
Witness my hand and official seal .
My commission expires :
Notary Public
( S E A L )
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EXHIBIT A
(TO SUBLEASE AGREEMENT)
All of Lots One (1) , Two (2) , Thirty-Two
(32) , Thirty-Three (33) , and the North
Thirty-Four feet (N 34' ) of Lots Three (3)
and Thirty-One (31) , in Block 5, FIRST
ADDITION TO FAIRACRES, in the City of
Greeley, Weld County, Colorado, according to
the recorded map or plat thereof .
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EXHIBIT B
(TO SUBLEASE AGREEMENT)
Lease Agreement
CLK\52358\1109791 -8-
EXHIBIT B
LEASE AGREEMENT
THIS AGREEMENT is made and entered into this 14th day of
December , 1987 by and between the BOARD OF TRUSTEES OF THE NORTH
COLORADO MEDICAL CENTER, a body corporate organized and existing
under the provisions . of C.R.S. 73 , 25-3-301, as amended,
hereinafter referred to as "HOSPITAL" ; and THE BOARD OF COUNTY
COMMISSIONERS OF THE COUNTY OF WELD, STATE OF COLORADO, a body
corporate and politic organized under the laws of the State of
Colorado and the Weld County Home Rule Charter, hereinafter
referred to as "COUNTY" ;
WITNESSETH THAT:
WHEREAS, COUNTY owns the following described real property
upon which it is constructed a two story structure to house the
WELD COUNTY HEALTH DEPARTMENT and other related County
Governmental activities, to wit:
Block B of HOSPITAL ADDITION, an addition to the City of
Greeley, Weld County, Colorado excepting therefrom a
parcel described as follows :
Commencing at the Northwest Corner of Block B, HOSPITAL
ADDITION, thence South 89008'51" East 146.83 Feet;
Thence South 00000' 00" West 84 .05 Feet; Thence North
88059' 22" West 147.97 Feet; Thence North 00046 ' 42" East
83.64 Feet to the Point of Beginning.
and,
WHEREAS, said property is currently being used to house the
WELD COUNTY HEALTH DEPARTMENT and the WELD COUNTY DEPARTMENT OF
HUMAN SERVICES; and,
WHEREAS, COUNTY desires to °move the WELD COUNTY DEPARTMENT Of
HUMAN SERVICES to another location and COUNTY has previously
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871535
entered into an Agreement whereby NORMEDCO CARE, INC. , a wholly
owned subsidiary of NORTH COLORADO MEDICAL CENTER, INC. , will
manage and supervise the operation of the WELD COUNTY HEALTH
DEPARTMENT; and,
WHEREAS, the subject property is immediately adjacent to, and
a part of the campus of, North Colorado Medical Center which is
being operated by NORTH COLORADO MEDICAL CENTER, INC. , a Colorado
non-profit corporation; and,
WHEREAS, NORTH COLORADO MEDICAL CENTER has a use for the land
and buildings to be leased hereunder;
NOW THEREFORE, for and in consideration of the foregoing and
other good and valuable consideration the receipt of which is
hereby acknowledged HOSPITAL and COUNTY do hereby mutually agree
as follows :
1. Lease of Property. COUNTY hereby leases to HOSPITAL, and
HOSPITAL hereby leases from COUNTY the following described real
property together with all appurtenances, to wit:
Block B of HOSPITAL ADDITION, an addition to the City of
Greeley, Weld County, Colorado excepting therefrom a
parcel described as follows:
Commencing at the Northwest Corner of Block B, HOSPITAL
ADDITION, thence South 89008 ' 51" East 146 .83 Feet;
Thence South U0000' 00" West 84 .05 Feet; Thence North
88059 ' 22" West 147.97 Feet; Thence North 00046 ' 42" East
83 .64 Feet to the Point of Beginning.
2. Term of Lease. The term of this Lease shall commence
upon the execution of this Lease Agreement and shall continue for
a period of ninety-nine (99 ) years .
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3. Rental. HOSPITAL agrees to pay to COUNTY the sum of One
Million Seven Hundred Ten Thousand and no/100ths Dollars
($1 ,710,000 .00) within thirty (30 ) days of the execution of this
Lease as rental for the full ninety-nine year term which rental
is based upon a fair market appraisal price on the land and
improvements by a recent independent appraisal .
4. Use. HOSPITAL shall use the leased premises and any
improvements or appurtenances installed thereon for any lawful
purpose.
5. Installation of Improvements. HOSPITAL may construct or
install additional improvements on the subject premises subject
to the ordinances, rules, and regulations of the City of Greeley
with respect to land use -and construction standards . In the
event HOSPITAL seeks and receives COUNTY's approval for the
installation of any improvements with an expected life extending
oeyond the term of this Lease COUNTY shall reimburse HOSPITAL for
the cost of said improvements less straight line depreciation as
of the termination of this Lease. COUNTY shall have no
obligation to reimburse HOSPITAL for the costs of any
improvements not approved by the COUNTY prior to construction .
6. Maintenance. The parties recognize that the Lease term
exceeds the useful life of any improvements located on the
subject property and, therefore, any existing improvements may be
removed or demolished by HOSPITAL prior to the termination of
this Lease Agreement without the consent of COUNTY. Commencing
January 1, 1989, HOSPITAL shall be responsible for maintaining
and repairing any damage to, or defect in, the foundation; the
exterior walls; plate glass windows; -window and door frames;
moldings; locks; hardware; lighting; heating; air conditioning;
plumbing; or other electrical , mechanical, and electromotive
installation equipment and fixtures and the roof of the leased
premises or any improvements thereon. During the periods
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commencing October 1, 1987 and terminating December 31, 1988,
COUNTY shall be responsible for maintaining and repairing any
damage to, or defect in, the foundation; the exterior walls;
plate glass windows; window and door frames; moldings; locks;
hardware; lighting; heating; air conditioning; plumbing; or other
electrical, mechanical, and electromotive installation equipment
fixtures and the roof of the leased premises or any improvements
thereon.
7. Utilities. Except as provided in paragraph 9 C. of this
Agreement, HOSPITAL shall be responsible for, shall pay, and
shall hold COUNTY harmless -from all utility expense incurred with
respect to the ownership or operation of the subject property
including, without limitation, electrical service, telephone
service, natural gas, propane, water, or other utility service.
8 . Demolition or Removal of Improvements. . HOSPITAL may in
its sole discretion remove, destroy, or demolish any improvements
located on the subject property without the prior consent of, and
without consultation with, COUNTY.
9. Lease to COUNTY. HOSPITAL does hereby agree to lease to
COUNTY a portion of the improvements presently constructed on the
subject property under the following terms and conditions:
A. Term of Sublease. The initial term of this sublease
shall commence upon the execution of this Lease Agreement and
shall terminate December 31, 1988 . In the event the COUNTY
continues to occupy any portion of the premises following
December 31, 1988 said tenancy shall be deemed a tenancy from
year-to-year under the terms hereinafter set forth.
B. Rental During Initial Term. The rental to be paid by
COUNTY to HOSPITAL during the initial term of the sublease shall
be Two and 46/100ths Dollars ($2. 46 ) per square foot per year
which amount equals the -annual depreciation of the improvements
constructed on the subject property per square foot.
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C. Rental Year-to-Year Tenancy. In the event COUNTY
continues to occupy any portion of the subject property after
December 31, 1988 the rental shall be Two and 46/100ths Dollars
($2.46) per square foot per year plus a reimbursement to
HOSPITAL, at cost, of a prorated portion of all maintenance and
utility expense including, without limitation, housekeeping,
janitorial, lawn and landscape care, snow removal , routine
maintenance of mechanical and electrical equipment, cost of
electrical , water, sewer, and natural gas utility services, costs
of the ownership, maintenance, and debt service .with respect to
the telephone system, all minor repairs and replacements required
by the normal operation of the building, and insurance expense.
The "cost" of the above-referenced maintenance, housekeeping, and
other services and utilities shall not include any factor for
overhead or indirect cost.
D. Insurance-Premises Liability. During any occupancy of
the subject property by COUNTY, COUNTY shall maintain public
liability insurance, or shall self insure, with limits of One
Million and no/100ths Dollars ($1,000 ,000.00 ) for bodily injury
per person and One Million and no/100ths Dollars ($1,000 ,000 .00)
for property damage and COUNTY shall indemnify and hold HOSPITAL
harmless from any premises liability claims made by business
invitees and guests of COUNTY including the costs of defense and
reasonable attorney' s fees. HOSPITAL shall maintain public
liability insurance with the same limits and shall indemnify and
hold COUNTY harmless from any premises liability claims resulting
from the acts and omission of HOSPITAL or its agents and
employees including the cost of defense and reasonable attorney's
fees.
E. Removal of COUNTY Activities. COUNTY will remove from
the subject property on or before December 31, 1988 the County
Human Resources Department and all functions and activities
related thereto. COUNTY shall remove the County Department of
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Health from the subject property after December 31, 1988 on one
years' written notice by HOSPITAL to COUNTY. COUNTY shall
provide HOSPITAL with one years' written notice prior to
terminating its use and occupancy of the subject property for the
County Health Department should COUNTY elect to terminate the
Lease provided for in this Paragraph 9.
F. Default by COUNTY. If any part of the rent provided to
be paid herein is not paid when due, or if any default is made in
any of the Agreements by COUNTY contained herein, it shall be
lawful for HOSPITAL to declare the term ended provided that
notice and a fifteen-day opportunity for COUNTY to cure the
default has been provided. Upon default, the HOSPITAL may enter
the premises and retake possession. COUNTY agrees under those
circumstances to peacefully surrender the premises to HOSPITAL
and if COUNTY remains in possession, shall be deemed guilty of
forceable entry and detainer of the premises .
10 . Notices. All notices or payments made or given hereunder
shall be in writing and shall be delivered in person or sent
Certified or Registered Mail , return receipt requested, with
postage prepaid, to the parties at the following addresses, or to
such other further addresses as the parties may hereafter
designate by like notice similarly sent or delivered: Weld
County Board of County Commissioners , 915 Tenth Street, Greeley,
Colorado 80631, with a copy to Weld County Attorney, 915 Tenth
Street, P.O. Box 1948, Greeley, Colorado 80632. NCMC Board of
Trustees, 1801 - 16th Street, Greeley, Colorado 80631, with a
copy to Arthur P. Roy, Attorney at Law, 1011 Eleventh Avenue,
Greeley, Colorado 80631, as attorney for the potential lessees or
assignees .
11. Governing Law. This Agreement shall be construed in
accordance with, and shall be governed by, the laws of the State
of Colorado.
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12. Partial Invalidity. If any provisions of this Agreement
are declared by any Court of competent jurisdiction to be invalid
for any reason, such invalidity shall not affect the remaining
portions. On the contrary, such remaining portions shall be
fully severable and this Agreement shall be construed and
enforced as if such invalid provisions were deleted.
13. Assignment and Delegation. Neither this Agreement nor
any of the obligations hereunder may be assigned to any third
party by COUNTY without the prior written consent of Hospital .
Hospital may not assign or delegate this Agreement nor any of its
obligations hereunder to any third parties other than to the
NORTH COLORADO MEDICAL CENTER, INC. ; NORMEDCO CARE, INC. , a
Colorado not for profit corporation; NORMEDCO SERVICES, INC. , a
Colorado for profit corporation or any of the wholly owned
subsidiaries of NORTH COLORADO MEDICAL CENTER, INC. , without the
prior written consent of COUNTY. The assignment by HOSPITAL to
any of the named or related entities shall likewise permit
assignments between such entities without consent of COUNTY.
14. Headings. The subject of headings of the paragraphs of
this Agreement are included for the purpose of convenience only
and shall not affect the construction or interpretation of any of
its provisions. Throughout this Agreement, the singular shall
include the plural , the plural shall include the singular, and
the -masculine and neuter shall include the feminine wherever the
context so requires.
15. Modification and Waiver. This Agreement constitutes the
entire understanding and agreement between the parties pertaining
to the suject matter contained in it and supersedes all prior and
contemporaneous agreements, representations , and understandings
of the parties. No supplement, modification, or amendment of
this Agreement shall be binding unless executed in writing by
both of the parties. No waiver of any of the provisions of this
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Agreement shall be deemed or shall constitute a waiver of any
other provision, whether or not similar, nor shall any waiver
constitute a continuing waiver. No waiver shall be binding
unless executed in writing by the party making the waiver. .
16. Authority. Each signatory to this Agreement represents
that he has full and complete authority to bind that party to
perform any and all of the provisions of this Agreement.
IN WITNESS WHEREOF, the parties have set their hands and
seals on the date indicated.
t .. BOARD OF COUNTY COMMISSIONERS
(A ,+ • WELD COUNTY, COLORADO
ATTEST: / �"c''17au4.t (r.c,,t) .-
Weld County leer and
t ) � ,
Recorder and Clerk to the By:
Board ///l Gordd'n spy, airman
By: O)1c-,,u r , l J,, i5<.. As/Duty County Clerk
BOARD OF TRUSTEES
NORTH COLORADO MEDICAL CENTER
ATTEST: 7� • .4.-L4
L j
By: C.:7\ //1 ( �i: ,.tisi/�;i.ta �Y: At; ct.<) "l Li .,
Secretary ` F Jylianne Haefeli , %airwoman
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