G. EMPLOYEESThe <strong>Cleveland</strong> <strong>Clinic</strong> <strong>Health</strong> <strong>System</strong> is one of the largest employers in northeast Ohio, with more than32,500 non-physician professionals and support personnel employed by the <strong>Obligated</strong> <strong>Group</strong>. The following setsforth approximate general employment information for non-physician employees of the <strong>Obligated</strong> <strong>Group</strong>:<strong>Obligated</strong> <strong>Group</strong>Employment InformationTypesNumberRegistered Nurses 8,200Allied <strong>Health</strong> Professionals 4,700Other Employees 19,900Total 32,800Local 1199 of the Service Employees International Union represents approximately 140 CCHS-EastRegion service, maintenance and certain clerical employees at Huron Hospital under an agreement extending toAugust 31, 2010. Local 1199 also represents approximately 190 service, maintenance, nursing assistant and clericalemployees at Lutheran Hospital under an agreement extending to April 30, 2009. No bargaining unit represents anyFairview or Marymount employees at present, and <strong>Cleveland</strong> <strong>Clinic</strong> management is not aware of any unionorganizing activities with respect to any employees at any of its other hospital facilities.The <strong>Cleveland</strong> <strong>Clinic</strong> employs the service employees at the Suites Hotel and the Conference Center Hotel,both of which are managed by InterContinental. Currently, the engineering employees are represented byInternational Brotherhood of Teamsters Local No. 507 under an agreement extending to January 31, 2012. Inaddition, Local 10 of the Hotel Employees and Restaurant Employees International Union represents certainemployees at the Suites Hotel under an agreement extending to August 31, 2011 and certain employees at theConference Center Hotel under an agreement extending to August 31, 2013. Finally, Local 10 represents certainemployees at the <strong>Cleveland</strong> <strong>Clinic</strong> Guesthouse under an agreement extending to August 31, 2011.Members of the <strong>Obligated</strong> <strong>Group</strong> provide retirement benefits for substantially all of their full timeemployees under several retirement plans. The members of the <strong>Obligated</strong> <strong>Group</strong> characterize their relations withemployees as good.H. SUPPORT OF RELATED CORPORATIONS AND PROFESSIONAL STAFFConsistent with requirements applicable to Tax-Exempt Organizations, the <strong>Cleveland</strong> <strong>Clinic</strong> has provided,and continues to provide, financial support to a number of controlled affiliated entities that are not members of the<strong>Obligated</strong> <strong>Group</strong>. The following are examples of support to certain related corporations.CCF Hotel Services, Inc. CCF Hotel Services, Inc. (“Hotel Services”) is an Ohio nonprofit corporationand Tax-Exempt Organization that owns and operates the <strong>Cleveland</strong> <strong>Clinic</strong> Guesthouse, the Suites Hotel and theConference Center Hotel, each of which is managed by InterContinental. The <strong>Cleveland</strong> <strong>Clinic</strong> has made equitycontributions of $173 million to Hotel Services that were used to pay a portion of costs of acquiring and constructingthe Suites Hotel and the Conference Center Hotel.Educational Foundation. The <strong>Cleveland</strong> <strong>Clinic</strong> supports the activities of the Educational Foundation byproviding funding to assist with the payment of expenses incurred in carrying out its educational activities. Thatsupport is expected to continue. The contributions to the Educational Foundation in 2005, 2006 and 2007 were$12.2 million, $12.5 million and $13.8 million, respectively.Professional Staff. The <strong>Cleveland</strong> <strong>Clinic</strong> offers a second mortgage guarantee program to members of theProfessional Staff for the purpose of assisting in the financing of a primary residence. The balance of thesemortgage guarantees was approximately $10.1 million as of December 31, 2007.A-22
I. COLLABORATIVE PROGRAMSIn addition to the collaborative activities of the <strong>Health</strong> <strong>System</strong> outside the United States, the <strong>Cleveland</strong><strong>Clinic</strong> has an affiliation agreement with Ashtabula County Medical Center (“ACMC”), an Ohio nonprofitcorporation and Tax-Exempt Organization that operates a 180-bed acute-care hospital in Ashtabula County,approximately 60 miles northeast of <strong>Cleveland</strong>.The <strong>Cleveland</strong> <strong>Clinic</strong> has entered into a number of contractual relationships in the past several years toprovide various professional, technical, medical management, and telemedicine services to other hospitals, includingother members of the <strong>Obligated</strong> <strong>Group</strong>, and their patients. The services provided by the <strong>Cleveland</strong> <strong>Clinic</strong> pursuantto these relationships include radiology, anesthesia, cardiovascular surgery, radiation oncology, neonatology,neuroradiology and pediatric cardiology. The services are provided on-site at participating hospitals by members ofthe Professional Staff or delivered from the <strong>Cleveland</strong> <strong>Clinic</strong>’s main campus.The <strong>Cleveland</strong> <strong>Clinic</strong> and the other members of the <strong>Obligated</strong> <strong>Group</strong> are likely to enter into additionalarrangements with other healthcare providers. The nature of any such arrangement and its effect on the <strong>Obligated</strong><strong>Group</strong> is not determinable at present. See the discussion under “PART IV – MANAGEMENT’S DISCUSSIONAND ANALYSIS OF RESULTS OF HEALTH SYSTEM OPERATIONS AND FINANCIAL POSITION –H. ANTICIPATED EXPENDITURES, FUTURE PLANS AND OUTLOOK FOR OPERATIONS” regardingpotential new affiliations or relationships with other organizations and enterprises.J. PHILANTHROPYFrom 2001 to 2006, the <strong>Cleveland</strong> <strong>Clinic</strong> averaged approximately $145 million in gifts and pledges,including revocable and conditional <strong>com</strong>mitments, per year. In 2007, gifts and pledges totaled more than $176million.Sydell and Arnold Miller Family Pavilion Campaign. The <strong>Cleveland</strong> <strong>Clinic</strong> has had under way sinceJanuary 2003 a capital campaign to secure funds for construction of the Miller Family Pavilion, which upon<strong>com</strong>pletion will be the centerpiece of the Heart and Vascular Institute. See “PART II – THE OBLIGATED GROUP– A. THE CLEVELAND CLINIC - Principal Facilities.” The Miller Family Pavilion campaign has a $300 milliongoal. The majority of the campaign is directed at individuals and corporations. Support from private foundationsand public entities is also being sought. As of December 31, 2007, the <strong>Cleveland</strong> <strong>Clinic</strong> had secured pledgestotaling approximately $320 million, of which $140 million has been received in cash. It is anticipated that morethan $30.0 million in additional cash will be received from current and future pledges during the next two years.Glickman Tower Campaign. In 2005, the <strong>Cleveland</strong> <strong>Clinic</strong> initiated a $60 million campaign to securefunds for the Glickman Tower, which upon its <strong>com</strong>pletion will be the home of the Glickman Urological Institute.As of December 31, 2007, the campaign had secured pledges of approximately $47 million. See “PART II – THEOBLIGATED GROUP – A. THE CLEVELAND CLINIC - Principal Facilities.”Today’s Innovations, Tomorrow’s <strong>Health</strong>care. On May 8, 2006, the <strong>Cleveland</strong> <strong>Clinic</strong> announced thepublic phase of a $1.25 billion fundraising campaign to further the <strong>Health</strong> <strong>System</strong>’s mission. The campaign willprimarily benefit four areas: patient care; medical and patient education; basic and clinical research; and campusmaster plan and construction. As of December 31, 2007, more than $975 million in cash and pledges had beenraised toward that goal, including the silent phase which began in July 2001.K. LIABILITY CONSIDERATIONS AND LITIGATIONProfessional Liability and Other Insurance CoverageThe <strong>Health</strong> <strong>System</strong> has established and maintains <strong>com</strong>prehensive programs of medical professional andgeneral liability insurance covering each of the members of the <strong>Obligated</strong> <strong>Group</strong>, including, but not limited to, the<strong>Cleveland</strong> <strong>Clinic</strong>, Fairview, Lutheran, Marymount, CCHS-East Region and Florida <strong>Clinic</strong>, as well as all employeesof these entities, including physicians, nurses, and allied health providers. The insurance protection is written onclaims-made policies issued by the <strong>Cleveland</strong> <strong>Clinic</strong>’s wholly owned subsidiaries, CCHS Indemnity Co., Ltd.(“CCHSICO”) and <strong>Cleveland</strong> <strong>Clinic</strong> <strong>Health</strong> <strong>System</strong> Community Hospital Insurance Program (“CHIP”). See “PARTV – NON-OBLIGATED HEALTH SYSTEM PARTICIPANTS” for a description of each <strong>com</strong>pany. TheA-23
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NEW ISSUEBOOK ENTRY ONLYSee “RATI
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TABLE OF CONTENTSINTRODUCTORY STATE
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OFFERING CIRCULARRelating to$452,34
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Security and Sources of Payment for
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Upon issuance of the Series 2008A B
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that the redemption is conditional
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Use of Certain Terms in Other Secti
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County BondsThe Cleveland Clinic an
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The Cleveland Clinic regularly revi
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ESTIMATED SOURCES AND USES OF FUNDS
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DEBT SERVICE COVERAGEThe following
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MedicareGeneralApproximately 29% of
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Medicare Conditions of Participatio
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Federal Regulatory and Contractual
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Stark-type statutes have fewer exce
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party or for any services rendered
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typically in a position to refer pa
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Other Financial Information
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• Ernst & Young LLPSuite 1300925
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APPENDIX CSUMMARY OF BASIC DOCUMENT
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APPENDIX CSUMMARY OF BASIC DOCUMENT
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“Bond Indenture” means the Bond
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period of three months from the com
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PROPERTY”, and all improvements,
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Rate Hedge” for purposes of this
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Debt according to a fixed schedule
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provided, however, that Series 2008
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(t) liens on money or obligations d
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Project Administrator. In the event
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Supplemental Indenture to which suc
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emedy thereunder, unless the Noteho
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purchase or other acquisition or re
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limitation, (A) the Special Funds a
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(b) Default in the payment of the p
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Fund Requirements, in the order of
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(g) to evidence the appointment of
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THE LEASEThe Lease contains various
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(a) Failure by the Cleveland Clinic
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APPENDIX DPROPOSED FORM OF OPINION
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PROPOSED TEXT OF LEGAL OPINION OFSQ
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October __, 2008Page 32008A Bonds c