EXHIBIT 10.3
MESA GENERAL HOSPITAL -- LEASE
Amendment to Lease
This Amendment to Lease (the "Amendment") is made and entered into as of
the 30th day of April, 2003 by and between Sierra Equities, Inc., a California
corporation (the "Lessor") and Mesa General Hospital, L.P., a Delaware limited
partnership (the "Lessee") based upon the following facts:
A. Lessor and Lessee are parties to the following lease documents
(collectively, the "Lease") relating to certain leased premises more
particularly described therein (the "Premises"):
1. Lease dated July 29, 1977 between Sierra Equities, Inc., a California
corporation, and Mesa General Hospital, Inc., an Arizona corporation;
2. Addendum to Lease dated August 11, 1983 between Sierra Equities, Inc.,
a California corporation, and Mesa General Hospital, Inc., an Arizona
corporation;
3. Conforming Amendment to Lease dated June 10, 1991 (the "June 10, 1991
Amendment") between Sierra Equities, Inc., a California corporation,
and Mesa General Hospital, Inc., an Arizona corporation;
4. Settlement and Release Agreement dated October 31, 2000, among, inter
alia, Sierra Equities, Inc., a California corporation, Mesa General
Hospital, Inc., an Arizona corporation, and Mesa General Hospital,
L.P., a Delaware limited partnership.
B. Lessor and Lessee desire to amend the Lease on the terms and
conditions set forth herein.
Based on the foregoing, and for other good and valuable consideration,
the receipt and adequacy of which are hereby acknowledged, the parties hereto
agree as follows:
1. Term. The term of the Lease is extended to July 31, 2006, on the terms
and conditions contained in the Lease as modified hereby.
2. Deletions. Paragraph 2 of the June 10, 1991 Amendment is deleted in
its entirety and shall be of no further force and effect.
3. Rent.
(a) The monthly rent payable for the period from August 1, 2003
through July 31, 2005 (the "First Adjustment Period") shall be adjusted by
multiplying the rent payable for the month of July 2003, as theretofore
adjusted, by a fraction, the numerator of which shall be the CPI (as defined
below) published for the month of June 2003 and the denominator of which shall
be the CPI published for the month of June 2001; provided, however, that in no
event shall the monthly rent for the First Adjustment Period be less than 100%
of, or more than 110% of, the rent for the month of July, 2003.
(b) The monthly rent payable for the period August 1, 2005 through
July 31, 2006 (the "Second Adjustment Period") shall be adjusted by multiplying
the rent payable for the month of July 2005, as theretofore adjusted, by a
fraction, the numerator of which shall be the CPI published for the month of
June 2005 and the denominator of which shall be the CPI published for the month
of June 2003; provided, however, that in no event shall the monthly rent for
the Second Adjustment Period be less than 100% of, or more than 110% of, the
rent for the month of July, 2005.
(c) "CPI" means the Consumer Price Index for All Urban Consumers, All
Items, U.S. City Average, utilizing the latest base year adopted for such
Index, as reported by the Bureau of Labor Statistics of the United States
Department of Labor or any successor agency; provided, however, that
notwithstanding anything to the contrary contained in this paragraph, the two
CPIs used in the foregoing calculations shall in all cases utilize the same
base year. If the CPI ceases to be published or if for any reason the foregoing
computation cannot be based upon such changes in the CPI, it shall be based
upon changes in another index to be selected by Lessor that enjoys general
recognition and acceptance as an indicator of changes in consumer prices.
4. Except as provided in this Amendment, all of the terms and provisions
of the Lease remain unmodified and in full force and effect.
IN WITNESS WHEREOF, Lessor and Lessee have executed this Amendment as of
the date and year first above written.
LESSOR: Sierra Equities, Inc., a
California Corporation
By: /s/ Dan Freeberg
------------------------
Its: President
------------------------
LESSEE: IASIS Healthcare Holdings, Inc.
as General Partner to
Mesa General Hospital, L.P., a
Delaware limited partnership
By: /s/ W. Carl Whitmer
-------------------------
Its: Chief Financial Officer
------------------------