CONSENT FOR ASSIGNMENT.PDF

Dignity Health,
November 5, 2018
By Certified Mail
Alecia Jackson, Assistant Director
Mancopa County Human Services Department
2150-1 S. Country Club Drive Suite 7
Mesa, AZ 85210
Re: Consent for Assignment
Contract for Services Agreement [NEW 2016] [Oral Health - Head Start], effective as of
5/1/2016, as amended of the date hereof
(collectively, the "Agreement")
Dear Sir, Madam,
This is to provide formal notice of and, to the extent required, seek your consent for, the
forthcoming combination between Dignity Health, a California nonprofit public benefit corporation
("Dignity Health"), and Catholic Health Initiatives, a Colorado nonprofit corporation ("CHI"), and the
related corporate changes. These changes may cause a technical assignment of the Agreement for which
we seek your consent as described below.
Pursuant to a "Ministry Alignment Agreement," dated December 6, 2017, Dignity Health and
Catholic Health Initiatives will align their respective health ministries into a single national Catholic
nonprofit health system. The parties expect many benefits from their combination, which joins two
existing health systems that do not overlap in their primary geographies. We anticipate that the business
relationship that Dignity Health enjoys with you and the operational relationships that are conducted with
you will not be altered by reason of the CHI combination.
As a technical legal matter, the "ministry alignment" will, as of the closing, be governed by an
ultimate parent organization that will become the sole member of Dignity Health (the "System
Corporation"). This entity will have an initial governing board composed of an equal number of directors
selected from the existing Dignity Health and CHI boards, as well as the CEO from each, and thus will
have equal standing. The combination also contemplates that Dignity Health's eight non-Catholic
hospitals listed on Exhibit A will be transferred to a new nonprofit corporation named Dignity
Community Care ("Dignity Care"), whose address for purposes of the Agreement is c/o Dignity Health,
185 Ben-y Street, Suite 300, San Francisco, California 94107. As of the closing both Dignity Health and
Dignity Care will be under the control of System Corporation.
The closing is expected to occur during the last calendar quarter of 2018. Due to reasons related
to debt consolidation, the transaction will include a second step when Dignity Health merges into the
System Corporation, expected to occur within three years after the closing. For your reference, further
details about the transaction can be found at: https://www.dignityhealth.org/about-us/our-
organization/written-notice-ca-attorney-general/ca-a g-notice-level3 (collectively, the "Transaction").
At the closing, Dignity Health will assign the Agreement to Dignity Care and Dignity Care will
assume all of the rights and obligations of Dignity Health under the Agreement. Therefore, the
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Transaction could be construed to be subject to the assignment provision of the Agreement. Accordingly,
Dignity Health hereby requests your written consent to the assignment of the Agreement to Dignity Care.
Dignity Care will continue to honor the terms of the Agreement. Moreover, even though Dignity
Care will own the non-Catholic hospitals listed on Exhibit A, Dignity Health's operational status and role
with respect to these hospitals will remain unchanged by reason of the Transaction. Please further note
that your "ordinary course of business" contacts at Dignity Health will remain the same and you should
continue to work with these individuals in the administration of the Agreement. These individuals will
likewise administer the Agreement on behalf of Dignity Care where applicable.
By signing below, you hereby consent to assignment of the Agreement in connection with the
Transaction and for all purposes under the Agreement.
Kindly indicate your agreement with the foregoing by signing this letter in the space provided
below and returning a signed copy within the next fourteen (14) days to Michael Montgomery by fax to
(415) 267-4198 or by electronic portable format (pdf) to michael.montgomery@dentons.com .
Should you have any questions concerning this letter or any of the foregoing, please contact Michael
Montgomery by email at michael.montgomery@dentons.com . Thank you in advance for your prompt
attention to this matter,
Very truly yours,
DIGNITY HEALTH,
a California nonprofit public benefit corporation
[Remainder of page intentionally blank.
Signature page follows.]
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ACCEPTED AND AGREED TO BY THE ADDRESSEE
AS OF THE DATE SET FORTH ABOVE:
By:
Print Name:
Title:
CC:
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EXHIBIT A
DIGNITY CARE HOSPITALS
Sequoia Hospital
Methodist Hospital of Sacramento
Woodland Memorial Hospital
California Hospital Medical Center - Los Angeles
Glendale Memorial Hospital
Northridge Hospital Medical Center
French Hospital Medical Center
Chandler Regional Medical Center
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