The Commercial and Savings Bank v. Wells Fargo Bank National Association, as Indentur

OCR transcription for search; preserved printed pages are authoritative

The court incorporates by reference in this paragraph and adopts as the findings and orders
of this court the document set forth below.

Russ Kendig
United States Bankruptcy Judge

UNITED STATES BANKRUPTCY COURT
NORTHERN DISTRICT OF OHIO

EASTERN DIVISION
IN RE: ) CHAPTER 11
)
TWIN CITY HOSPITAL, ) CASE NO. 10-64360
)
Debtor. ) ADV. NO. 10-6130
)
THE COMMERCIAL AND ) JUDGE RUSS KENDIG
SAVINGS BANK, )
)
Plaintiff, )
)
Vv. ) MEMORANDUM OF OPINION
) (NOT INTENDED FOR
WELLS FARGO BANK ) PUBLICATION)
NATIONAL ASSOCIATION, AS )
INDENTURE TRUSTEE, )
)
Defendant. )

On Defendant’s motion for summary judgment, the parties seek a determination of who
holds a senior security interest in Debtor’s accounts receivable. Because of an error by the Ohio
Secretary of State, the financing statement filed by Defendant was not properly indexed.
Thereafter, but before the error was recognized, Plaintiff filed a financing statement claiming an
interest in the receivables. The state agency later issued a corrective entry. As a result of the
filings, both parties assert they hold the first lien in the accounts receivable.

AUTHENTICATED
U.S. GOVERNMENT
INFORMATION

“WPrarson Doc 21 FILED 04/22/11 ENTERED 04/22/11 10:32:37 Page 1 of 24

The court has jurisdiction of this matter pursuant to 28 U.S.C. §§ 1334 and the general
order of reference entered in this district on July 16, 1984. Venue in this district and division is
proper pursuant to 28 U.S.C. § 1409. This is a core proceeding under 28 U.S.C. § 157(b)(2)(K).
The following constitutes the court’s findings of fact and conclusions of law pursuant to Federal

Rule of Bankruptcy Procedure 7052.

This opinion is not intended for publication or citation. The availability of this opinion,
in electronic or printed form, is not the result of a direct submission by the court.

FACTS

The parties have stipulated to the following facts:

1.

Twin City Hospital (the “Debtor”) owns certain land in Dennison, Ohio,
upon which it operates an acute care critical access hospital facility (the

“Hospital’’).

On September 20, 2007, U.S. Bank, N.A., predecessor in interest to the
Indenture Trustee, properly filed a Uniform Commercial Code (hereinafter
“UCC”) financing statement with the Ohio Secretary of State evidencing it
as a secured party in regard to substantially all of the Debtor’s personal
property including, but not limited to, the Debtor’s accounts receivable
(the “Personal Property UCC”). A true and accurate copy of the Personal
Property UCC is attached hereto as Exhibit 1. The Personal Property UCC
was stamped “Received” by the Secretary of State on September 20, 2007
at 3:58 p.m. The Secretary of State failed to index and image the Personal
Property UCC correctly at the time it was filed.

On September 20, 2007, U.S. Bank, N.A. filed a second UCC financing
statement with the Ohio Secretary of State, which was stamped
“Received” by the Secretary of State on September 20, 2007 at 3:57 p.m.,
evidencing it as a secured party in regard to the Debtor’s fixtures located at
the hospital (the “Fixture UCC”). A true and accurate copy of the Fixture
UCC is attached hereto as Exhibit 2. The Fixture UCC was properly
indexed and imaged and was assigned a document identification

of 200726402778 and an index of OH00119401517. The Ohio Secretary
of State imaged and indexed the Fixture UCC twice, which was assigned
a document identification of 200726402780 and an index of
OH00119401840 (the “Duplicate UCC”). A true and accurate copy of the
Duplicate UCC is attached hereto as Exhibit 3.

On December 16, 2009, the Plaintiff filed a UCC financing statement with
the Ohio Secretary of State evidencing it as a secured party in regards to

10-06130-rk Doc 21 FILED 04/22/11 ENTERED 04/22/11 10:32:37 Page 2 of 24

the Debtor’s accounts (the “Plaintiff UCC”). A true and accurate copy of
the Plaintiff UCC is attached hereto as Exhibit 4. The Plaintiff UCC was
properly indexed and imaged and was assigned a document identification
of 200935034440 and an index of “OH00139076176.”

5. Unbeknown to U.S. Bank, prior to filing the Plaintiff UCC, the Plaintiff
conducted a search of the financing statements filed with the Ohio
Secretary of State’s Office. Such search revealed the Fixture UCC and the
Duplicate UCC, but did not reveal the Personal Property UCC.

6. Subsequent to conversations with, and information provided to, the Ohio
Secretary of State’s filing office by the Plaintiff and Defendant, on
November 5, 2010, the Ohio Secretary of State’s filing office made a
corrective filing when it filed an Administrative Action Statement,
properly imaging and indexing the Personal Property UCC, stating that the
incorrect image of the Personal Property UCC was scanned and incorrectly
indexed (the “Corrective Action Personal Property UCC”). A true and
accurate copy of the Corrective Action Personal Property UCC is attached
hereto as Exhibit 5. The Corrective Action Personal Property UCC was
assigned a document identification of 200726402780 and an index of

“OH00119401840.”

7. A review of the Ohio UCC filings on and after November 5, 2010 no
longer shows the image of the Duplicate UCC, but rather the original
Personal Property UCC filed on September 20, 2007 is now properly
imaged at document identification #200726402780 and properly indexed

at “OH00119401840.”

LAW AND ANALYSIS

Federal Rule of Civil Procedure 56, adopted into bankruptcy practice by Federal Rule of
Bankruptcy Procedure 7056, outlines the basis for summary relief:

The court shall grant summary judgment if the movant
shows that there is no genuine dispute as to any material

fact and the movant is entitled to judgment as a matter of
law. The court should state on the record the reasons for

granting or denying the motion.
Since the facts are not in dispute, Defendant must demonstrate the law is in its favor.

The issue is who is to suffer from a mistake made by the filing office? Defendant argues

10-06130-rk Doc 21 FILED 04/22/11 ENTERED 04/22/11 10:32:37 Page 3 of 24

in favor of a determination that advances a benchmark of UCC practice: “first in time, first in
right.” Under Defendant’s view, it submitted the Personal Property UCC and it bears no
responsibility for the filing/indexing failure. Plaintiff argues that notice is a hallmark of priority.
Since it was impossible, because of the error, to obtain notice of an existing security interest, that
interest should not now be given priority over Plaintiff's interest. The court finds the weight of

the law supports Defendant.

In its motion, Defendant partially relies on Ohio Revised Code § 1309.517, which adopts
UCC 9-517, and provides “[t]he failure of the filing office to index a record correctly does not
affect the effectiveness of the filed record.” The UCC official comment on § 9-517 states “[t]his
section provides that the filing office’s error in mis-indexing a record does not render ineffective
an otherwise effective record. [T]his section imposes the risk of filing-office error on those who

search the files rather than on those who file.”

Although the Personal Property UCC was not assigned a document identification or file
number on September 20, 2007, it still constituted a filed record under O.R.C. § 1309.516(A).
Under this provision, “communication of a record to a filing office and tender of the filing fee or
acceptance of the record by the filing office constitutes filing.” This finding is reinforced by the
agency’s corrective action issued on November 5, 2010 which “back-dated” the filing to
September 20, 2007. There is no dispute that the document is deemed filed as of September 20,

2007.

Notably, the reason identified for the corrective action was that the “incorrect image for
The Twin City Hospital Corporation was incorrectly indexed and scanned.” This undisputed
admission, directly from the filing office, puts this matter squarely under O.R.C. 1309.516(A).
There is no evidence that Defendant is at fault.

If the first to file errs in a manner that causes another party to miss a financing statement,
courts tend to direct the fallout on the filer. See Official Comm. of Unsecured Creditors v.
Regions Bank (In re Camtech Precision Mfg., Inc.), 443 B.R. 190 (Bankr. S.D. Fla. 2011) (citing
McMillin v. First Nat’] Bank & Trust Co. (In re Fowler), 407 F.Supp. 799, 803 (W.D. Okla.
1975), Inre Vaughan, 1967 WL 8935 (Bankr. W.D. Mich. 1967)). There is no evidence that
defendant erred in any manner, thus this exception is not applicable.

Since the Personal Property UCC has a filing date of September 20, 2007, it precedes the
filing of respondent’s financing statement. When there is a conflict between perfected security
interests, the Ohio Revised Code, through its incorporation of UCC 9-322, advises that the liens
must be “rank[ed] according to priority in time of filing or perfection.” O.R.C. §
1309.322(A)(1). Defendant was first to file and therefore holds the senior interest in the accounts

receivable.

10-06130-rk Doc 21 FILED 04/22/11 ENTERED 04/22/11 10:32:37 Page 4 of 24

An order granting the motion shall be entered immediately.

Service List:

Frank J Rose, Jr

Box 1014

140 Fair Ave NW

New Philadelphia, OH 44663

Paul B Hervey

Fitzpatrick, Zimmerman & Rose Co., L.P.A
116 Cleveland Ave. NW, Suite 802

Canton, OH 44702

Adrienne K. Walker

Daniel S. Bleck

Mintz, Levin, Cohn, Ferris, Glovsky
One Financial Center

Boston, MA 02111

Sherri Lynn Dahl

Squire, Sanders & Dempsey (US) LLP
4900 Key Tower

127 Public Square

Cleveland, OH 44114

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UCC FINANCING STATEMENT
FOLLOW INSTRUCTIONS (front and back) CAREFULLY

A. NAME & PHONE OF CONTACT AT FILER [optional}

B SEND ACKNOWLEDGMENT TO: {Name and Address)

~~]

Glendon B. Pratt, Esq.

Peck, Shaffer & Williams LLP
175 South Third Street, Suite 600
Columbus, Ohio 43215

—_I THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY

1, DEBTOR'S EXACT FULL LEGAL NAME - insart only one debtor name (4a or 4b) - do nol abbreviate or combine names
4a, ORGANIZATIONS NAME
OR |The Twin City Hospital Corporation

1b. INDIVIOUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX
1¢ MAILING ADDRESS CITY STATE |POSTAL CODE COUNTRY
819 N.First Street Dennison OH 44621 USA
1d. sce wsTRUCTONS AOD INFO RE 18. TYPE OF ORGANIZATION —[4/. JURISDICTION OF ORGANIZATION 49. ORGANIZATIONAL ID #, if any
ORGANIZATION
DEBTOR Nonprofit Corp. Ohio 33882 (none

2. ADDITIONAL DEBTOR'S EXACT FULL LEGAL NAME - insert only one debtor name (2a or 2b) - de not abbreviate or combine names
2a. ORGANIZATION'S NAME ,

OR — j2b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX
2c. MAILING ADDRESS cry STATE |POSTAL CODE COUNTRY
2d. srg wsTRUCTIONS JADD'L INFO RE 22. TYPE OF ORGANIZATION | 2, JURISDICTION OF ORGANIZATION 29. ORGANIZATIONAL ID #, If any
ORGANIZATION
[DEBTOR (1 none
3. SECURED PARTY'S NAME (or NAME of TOTAL ASSIGNEE of ASSIGNOR S/P) - insert only one secured parly name {3a or $b)
3a ORGANIZATION'S NAME
U.S. Bank National Association
OR |sb. INOIVIDUAL’S LAST NAME FIRST NAME MIDOLE NAME SUFFIX
3c. MAILING ADDRESS cry STATE |POSTAL CODE COUNTRY
4350 Euclid Avenue, Mail Code: CN-OH-RN11 Cleveland OH * 44415}USA
4. This FINANCING STATEMENT covers the following collateral:
See Attachment
| ACTERNATIVE DESIGNATION [if applicable: LILESSEE/LESSOR [_]CONSIGNEE/CONSIGNOR ‘[_]BAILEr/BaAILOR [| SELLER/BUYER
CAs. Len CI NON-UCC FILING
6 This FINANCING STATEMENT Is to he filed [for record} (or recorded) in the REAL 7, Check to REQUEST SEARCH REPORT(S) on Debtor(s} {_] Ail Debtors
Oo ESTATE RECORDS, Attach Addendum if applicable} | —_[oationaly [ADDITIONAL FEE] (J Debtor 1 (3 Debtor 2
@. OPTIONAL FILER REFERENCE DATA .
FILING OFFICE COPY — NATIONAL UCC FINANCING STATEMENT (FORM UGC4} (REV. 05/22/02)
} Rev 05/22/02

201-UCC1

10-06130-rk Doc 21 FILED 04/22/11 ENTERED 04/22/11 10:32:37 Page 6 of 24

UCC FINANCING STATEMENT ADDENDUM

FOLLOW INSTRUCTIONS (front and back} CAREFULLY
9 NAME OF FIRST DEBTOR {fa or 1b) ON RELATED FINANCING STATEMENT

9a ORGANIZATIONS NAME

OR

@b. INDIVIDUAL’S LAST NAME FIRST NAME MIDDLE NAME SUFFIX

10. MISCELLANEOUS:

THE ABOVE SPACE IS FOR FILING OFFICE USE ONLY

{4. ADDITIONAL DEBTOR'S EXACT FULL LEGAL NAME - insert only one name (1 ta or 11b)- do nct abbreviate or combine names :

41a, ORGANIZATION'S NAME
OR :

4ib. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX
tic. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

14d. spe mstRucTONs ADD'L INFO RE te. TYPE OF ORGANIZATION /14f, JURISDICTION OF ORGANIZATION 14g. ORGANIZATIONAL ID #, if any
ORGANIZATION
BEBTOR 0 none

12. jm} ADDITIONAL SECURED PARTY'S or | ASSIGNOR S/P’S NAME - inserl only one name (42a of 12d)
12a. ORGANIZATION'S NAME

12. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX

12c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

14, This FINANCING STATEMENT cavers 16, Additional collateral description:

| umber to be cut or Oo as-extracted collateral, or is fied as a
im fixture filing.

14. Desciption of real estate:

15. Name and address of s RECGRD OWNER of above-described real astate
(f Debtor does not fave a record interest):

17. Chack anly if applicable and check only on@ Sox

Oebiar is a Oo Trust or] Trustee acting with respect ic property hetd & trust or
O Decedent's Estate

18. Check only if applicable and check only one box.

Oo Oabtor is a TRANSMITTING UTHLITY
ml Filed in with a Home T lon -— effective 30 years
Filed in connection with a Public-Finance Transaction — effective 30 years

FILING OFFICE COPY — NATIONAL UCC FINANCING STATEMENT ADDENDUM (FORM UCC1 Ad) (REV. 05/22/02)

Rev 05/22/02
204-UCC1

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19. NAME OF FIRST DEBTOR (1a or fb} ON RELATED FINANCING STATEMENT

15, NAME Of PARTY AUTHORIZING THIS AMENDMENT (name as item 9 A form)
19a. ORGANIZATION'S NAME

OR
19b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME

20 MISC MISCELLANEOUS

THE ABOVE SPACE 3S FOR FILING OFFICE USE ONLY

21. ADDITIONAL DEBTOR'S EXACT FULL LEGAL NAME - insert only one debtor name (21a or 210) ~ do nol abbreviate or combine names

21a ORGANIZATION’S NAME
OR 24d. INDIVIDUAL'S LAST NAME IFIRST NAME MIDDLE NAME SUFFIX
21c. MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

ADD'L INFO RE 21e. TYPE OF ORGANIZATION ]21f. JURISDICTION OF ORGANIZATION 21g ORGANIZATIONAL ID 8, if any

ORGANIZATION .
DEBTOR (J none
22, ADDITIONAt DEBTOR'S EXACT FULL LEGAL NAME - insert only one debtor name (22a or 22b) - do not abbreviate or combine names

21d. see wsyRUeTIONS

22a. ORGANIZATION'S NAME.
OR 22b INDIVIDUALS LAST NAME FIRST NAME MIDDLE NAME SUFFIX
22c, MAILING ADDRESS cry STATE POSTAL CODE COUNTRY

22d. sce wsTRUcTIONS JADD'L INFO RE 226. TYPE OF ORGANIZATION |22f, JURISDICTION OF ORGANIZATION 22g. ORGANIZATIONAL ID #, if any
ORGANIZATION
DEBTOR im none

23. ADDITIONAL DEBTOR'S EXACT FULL LEGAL NAME - insert anly ona debtor name (29a or 23b) - do aot abbreviate or combine names
23a. ORGANIZATION’S NAME

OR 236. INDIVIDUALS LAST NAME FIRST NAME MIDOLE NAME SUFFIX

23c, MAILING ADDRESS CITY STATE POSTAL CODE COUNTRY

IADD'L INFO RE 23e. TYPE OF ORGANIZATION = 423f. JURISDICTION OF ORGANIZATION 23g. ORGANIZATIONAL 3D #, if any

ORGANIZATION
DEBTOR © none
34, ADDITIONAL SECURED PARTY'S NAME (or NAME of TOTAL ASSIGNEE) - insert onty one secured party name (24a or 24b)

23d. SEE INSTRUCTIONS

24a, ORGANIZATIONS NAME.
OR — [24b. INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX
24c. MAILING ADDRESS. ciTy STATE POSTAL CODE COUNTRY
25, ADDITIONAL SECURED PARTY'S NAME (or NAME of TOTAL ASSIGNEE) - insert only ong secured parly name (25a or 255)

25a. ORGANIZATION’S NAME
OR _ [25b. tnDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX
25c, MAILING ADDRESS city STATE = |POSTAL CODE COUNTRY

Instructions for UCC Financing Statement Amendment (Form UCC1AP)

Use this form to continue adding additional Debtor or Secured Party names as needed when filing a UCC Financing Statement {Form UCC1).

Rev 05/22/02
201-UCCi

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UCC-1 With The Twin City Hospital Corporation, as Debtor
And U.S. Bank National Association
As Secured Party

All present and future Gross Receipts, being all cash and other receipts, present
and future accounts, receivables, contracts and contract rights (including particularly
contracts, agreements, contract rights and agreement rights, particularly those between
any member of the Obligated Group and the State of Ohio with respect to Medicaid, any
member of the Obligated Group and third-party insurers of patients of any members of
the Obligated Group and any member of the Obligated Group and the United States of
America with respect to Medicare, and all other equivalent insurance programs, or any
state or federal program substituted in lieu thereof), general intangibles, documents and
instruments, which are now owned or hereafter acquired by the Obligated Group, and all
proceeds therefrom, whether cash or noncash, derived by the Obligated Group from the
conduct of all or any part of its operations, and all revenue and income of the Obligated
Group from whatever source derived, including not only that derived by the Obligated
Group from the Existing Facilities but also from any and all facilities hereafter acquired,
leased or used by the Obligated Group, income from and the principal of investments,
leases and income received from leases, and grants received by the Obligated Group from
any source and excluding only (i) grants, gifts, bequests, contributions and other
donations, to the extent specifically restricted by the donor or grantor to a special object
or purpose so as to preclude use thereof for payment of principal or interest on the Notes,
(ii) the proceeds of any borrowing or any funds held in trust by a trustee as security for
such borrowing, (iii) revenues, income, receipts and money received by a member of the
Obligated Group as agent for and on behalf of a Person other than a member of the
Obligated Group, and (iv) any Property that is the subject of a lien or encumbrance
permitted by the Indenture or that has been conveyed or otherwise disposed of as

permitted by the Indenture.

All moneys and securities from time to time held by the Trustee under the terms
of the Indenture and any and all real or personal property of every name and nature from
time to time hereafter by delivery or by writing of any kind conveyed, mortgaged,
pledged, assigned or transferred, as and for additional security under the Indenture by the
Debtor, or by anyone on its behalf or with its written consent, subject, in all events, to

Permitted Encumbrances.

All capitalized terms used in the preceding paragraphs shall be interpreted as
defined in the Master Trust Indenture dated as of September 1, 2007, between The Twin
City Hospital Corporation, as the Debtor, and U.S. Bank National Association as the
Secured Party, as previously supplemented and amended and as supplemented and

amended from time to time.

10-06130-rk Doc 21 FILED 04/22/11 ENTERED 04/22/11 10:32:37 Page 9 of 24

Doc ID -- >
200726402778
Filed at Ohio Secretary of State 09/20/2007 09:00 AM FILE# OH00119401517
1
RECEIVED SECRETARY OF SISTE
2007 SEP 20 PM 3: 57
CLIENT SERVICE CENTER
UCC FINANCING STATEMENT FOLLOW INSTRUCTIONS (front and back ) CAREFULLY
A NANE & PHONE OF CONTACT AT FLER LODIGIANO
B. SEND ACKNOWLEDGMENT TO: (Name and Address)
Glendon 8. Pratt, Esq. Peck, Shaffor & Widams LLP 175 South Third Supot, Sulta GOD Columbus, Ohio 43215
-
1.DEBTORS EXACTFULL LEGAL HAVE - not only ano device name (a or 1b) . do not dobrovol or combine women
14. CAGANIZATIONERANIE
OR The Twin City Hospital Corporation
ARST XIVE
NOOLE HAVE
SUYTIX
819 N.First Sueet
ADOLINFORA CRANKZATION
V& TYPE OF CROAMIZATICH
Nonprofit Cara.
Chlo
53382
pana
2. ADDMONAL DESTORE EXACT FULL LEGAL NEVE kiker only one debes- name (28 or 20) - do not abbreviate or combine names
za, ORGANIZATION'S NANE
OR
20. THEYIDEILE'S LAST NAME
LA LACING ADORASE
LOOL NIFO KỆ ORGANIZATION
26. TYES OP ORGANCATIHRE
R JURISONHOIL OF ORGANIZATION
nono
2. SECURED PARTY'S NAME FOR NAME d'TOTAL ASSICHEE Of ASSIGNOR SP)- read only one conroy parly name (30 x 20)
AZ ORGANIZATIONE NAME U.S. Bank National Association
OR
TIL NOMDUINIS LAST THUÊ
FIRST RUH
M DOLE HALE
POSTAL COOG
COUNTRY
SE LUVUING ACORESE
Cleveland
STATE OH
44115 LISA
1350 Euclid Avenue, Mall Code: CN-OH-RN11
4. Thì FINANCING STATEMENT cortes the ideawing odtomat
Factures ul avery nature and kind, now or barbafter acquired or owned by Cobfor which are now or heroaftor affixed to the Real Estate localed In the County of Tuscarawas, Ohio, which is described on Exhibit A hereto.
L ALTERNATIVE DEDONATION IE ICOLEJE):
LESSER/LESSOA
LAG. TIEN
NOTHUOC FLUNG
TIK PHISHING STATEMENT Is lo bu Pied to record (or recorded) in the REAL
D) CETATE RECORDS, Auch Addendum
1. OPTIONAL TRER REFERENCE DATA
ALING OFFICE COPY - NATIONAL UCC FINANCING STATEMENT (FORM UCCI)(REV. DE/22/02)
Rev 05/27/02
201-UCC1
Page 1
tabbies*
EXHIBIT
2
10-06130-rk Doc 21 FILED 04/22/11 ENTERED 04/22/11 10:32:37 Page 10 of 24
... ......
........ ..
.. ..
SUFFIC
ERST NAHE
STATE POSTAL GOCE
COUNTRY
CITY
STATE POSTAL CODE 44821
COUNTRY USA
Cennison
OH
IL PREDICTION OF ORGANIZATION
1. OX * REQUEST SEARCH RISPORTIF PH Drnovi)
LADOMOHLAL FELT
) Debeer 1
I Debbor 2
OTY
COASTGREE/CORSIGHOR ANGLEE/SAILOR
...
THE ABOVE SPACE IS FOR RUNO OFICE USE ONLY

Doc ID -- > 200726402778
A
UCC FINANCING STATEMENT ADDENDUM
FOLLOW INSTRUCTIONS ( front and back ) CAREFULY
9. NAME OF FIRST DESTOR ( IP ) 10) ON RELATED FINANCING STATEMENT IK ORGANIZATIONS HAVE
OR
PESTANE
NODOLE NIVE, SIFAX
11. ADDITIONAL DEBTOR'S EXACT FULL LEGAL NAME. INFOR DAY ON NOTE (( TE OF 11b) - do not abbreviate of semble nantes
TIL ORDINATION'S KAHE
OR
HA KONVIDUAL'S LAST RAISE .
on
JPOSTAL CODE
COURTRY
Ufc. ALUUNG ADOREFE
ADDL NFORE ORGANIZATXX DESTOR
SIE TYPE OF CHOANZATICH
ESTE JRARDICTION OF ORGANIZATION
12.
ADDITIONAL STORIED PARTY'S CEL
AZt WONQUAL'S LAST NAME
FIRST NANP
CITY
STATE
POSTAL CODE
COUNTRY
13. THE F HANGING STATEMENT COVER tươi) Để but of
1
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17. Check i Hy l'application and check vody ano the
Thương ương with respect to property helt h ươ of
sa. chuck org te psicolo and chuck unfy the box,
ALUNO OFFICE COPY - NATIONAL UCC FINANCING STATEMENT ADDENDUM (FORIN UCCIA0) (REV. 05/22/02)
201-UCC1
Rov 05/22/02
Page 2
.... ....
10-06130-rk Doc 21 FILED 04/22/11 ENTERED 04/22/11 10:32:37 Page 11 of 24
. . ... -
FILSt HAME
MIDDLE WARE
SUFFIX
SUFFO

Doc ID -- > 200726402778
IR HAVE OF FRIST DESTORE LIEGT IS) OCHRELATED ANAKONIG STATEMENT
IS KANE OF PARTY AUTHORING THE MULINOWON'T Same as kan & awordment love )
1 CROANDADOY'S HALE
OR TOO. HONDUALS LAST NAME
URST NAME
WODLE NAME &
22. MISCANCELANTOUS
21. RODITIONAL DEBTORS EXACT FULL LEGAL NAME-heart only god cooler nome (213 or 2 10). do not 30 brevets or combine 02/515
OR
218 INDIVIDUAL'S LASTHANE
FIRST NAME
would have
STATE POSTAL CODE
COUNTRY
ZIG. AALLING AOPRESS
21a TYPE OF ORGANIZATION | IL NIOSECTION OF ORGANIZATION
HO DRILENCZATIONAL IDE, X BY
2. ADDITIONAL DEBTOR'S EXACT FULL LEGAL NAME - isort only pay datter name (28 or 2b) . do not a breve or come mes
DA. ORGANIZATIONS KISZE
2, DONCWUL'S LAST RAILS
FRIST NAME
IQOOLE NAME
STATE
POSTAL CODE
COUNTRY
ZA ALIMNIG AOGRESS
ADOL DIFO KẺ
IDA TYPE OF ORGANIZATION
EX. DISSOLUTION OF ORGANIZATION
200 ORGANIZATIONAL JOM. KEY
nono
23 ADDITIONAL DEBTORS EXACT FULL LEGAL HALLE. not only one doctor name (230 x 200). do not abbreviate or combine names
FIRST NAME
NICOLE NAME
SUPPEx
OR
TAB. INDIVIDUAL'S LAST NAME
54 TYPE OF ORGANIZATION
23 .. AIFIEDICTION OF ORGANIZATICH
FRE ORGANIZATIONAL DE, KENY
O nome
24. ADDMOUN SECURED PARTY'S NAME (O NAME Of TOTAL ASSIGNEE) - heat only one secured party como (dx p/ 24b)
OR
ZAD CHOMIDUALE LAST NAME
FIRST HAVE
ETATE POSTAL CODE
COUNTRY
2LG MAILING ADDRESS
25. ADDITICHALL SECURED PARTY'S NAME = NAME Of TOTAL ASSIGNEE) - heart only pay world party no me (25) cr 253)
35a. ORGANZATICIĆ HANG
OR
25%. KOKAQUALE LAST AKNE
FIRET NAME
RUDOLF NUOVE
SUFFIX
aTY
STATE
POSTAL CODE
COUNTRY
25 LPULSHÓ ADDRESS
Instructions for UCC Financing Statement Amendment (Form UCCIAP)
Use this form to continue adding additional Doktor or Secured Party names as needed when ffing a UCC Financing Statement (Form UCC1).
201-VCC1
Roy 05/22/02
...... .* ** +
...
Page 3
10-06130-rk Doc 21 FILED 04/22/11 ENTERED 04/22/11 10:32:37 Page 12 of 24
... ....
STATE
POSTAL CODE
COUNTISY
ADOL INFO RE ORGANIZATION DEATOR
SUITE
CENTOR
CITY
CACAJEYATION CabTOR
QTY

Doc JD e-> 200726402778

exntsiT "A?

DESCRIPTION OF A 10,764 ACRE TRACT '
THE TWIN CLEY HOSPITAL CORRORATION

Situated in the Village of Dennison, County of Toscarawos and State of Ohio,

Being all of Lois 1281 through 1292 (known as Tox Paxcel Nos. 42-00149.000, 42-
00186.080, 42-00941.000, 42-03577 000, 42-01237.000, 42-032.16,000-and 42-012 15.000) and
Gutlot Lf G) Gepown as Tax Pascel No. 42-01 $79,000) of Wilson & Huston Addition as
recorded in Plat Book I-B, Page 26 of tho Tuscarawas Counly Plat Records, all of a vacated
alley (Ordinsnes No. 2327) as recorded fn Volume 1264, Page 1065 of the Officiel Records of
Tuscarawas County, and belng all of tracts of Sand conveyed to The Twin City Hospital
Corporation by deeds in Volume 1136, Page 625, Volume 1189, Page 2413 and Volume 3209,
Page 2563 of the Official Records of Tuscarawas County, and Volume $70, Pages 900, 901, 502
and 905 of Ue Tuscarawas County Deed Records; and being past of Lot 4 of the Spencer Tractin
the First Quarter of Township 7, Range | being all of tacts of land conveyed to The Twin City
Hospits! Corporalion by deeds in Volume 570, Page 897 (remainder of 3-3/4 acres ~ known aS
Tax Parce} No. 42-00667.000), Voluatc 570, Page 902 (1.35 acres ~ known as Tax Farce} No. 42-
0121 4.000), Volume 570, Page 903 (rensainder of 4.36 ucrcs ~ known as Tax Parcel No, 42-
0§576,000), Volume $70, Page 905 (1.14 acres - known as Tax Pares} No. 42-01578.000} and
Volume $70, Page 907 (remaiodes of 1.38 acres, .6225 acres, «6145 acres, 6543 acres and
vacuted alley - knavn og Tax Parcel No, 42-0126] 000) of the Tuscarawas County Deed
Records, and Volume 1025, Page 530 (.3721 ucres - known as Tax Parcel Na, 42-00436.000) of
the Officist Recods of Tuscarawas County and being more fully described as follows:

Beginning at an iron pin found af the intersection of the north line of Wilson Strext and
the west line of First Street, said point being the Southeast corer of Lat 1283 and being the
TRUEPLACE OF BEGINNING Sor the parcel herein describedt

Thence with the east Hue of Lots 1281 through 1286, said 1.14 acre tract and 4,36 acre
tmets, and the west Sine of First Sweet, North 03 deg. 05 main. 22 sec. East, 440,54 feat to 6 point
jn Fuhr Street and passing on Sine aa iron pin found at 410.37 feet;

Theuce with Puhr Stroct and the north tine of sald 4.36 neve tract, North 88 dog. $4 min.
47 sec, West, 202.47 fest to z paiat;

‘Thence leaving said street, with the east Hae of seid 5.38 acte tract and 0.1721 acre tact
und with the west line of 8 0.14 acre tact conveyed to Donald E. d& Helen J. Wright (DR 439-
140), North 14 deg. 33 sain. 20 seo, West, 142 74 feet fo an iron pin found and passing on linc an
jron pin found at 31.00 feel;

Thenes continuing with the cast line of said 0.1721 acce tract, North 36 deg, 17 min, 36
sec. East, 9.67 feet 10 an lyon pin found;

Thence continuing with the east line of sald 0.1721 acre tract and the center of said
vacated alley, North 14 deg, 33 inks. 26 sec. West, 292.12 feet to an ison pin set in the north line
of said vacated alley;

Thence wilt said north line, South 76 deg. 23 win. 40 sec, West, 7.50 feet to an iron pin
set in the east line of said 1.38 atre Bact;

Thence with the east line of satd 2.38 acte wact, Nosh $4 dep. 33 min. 20 sec, West,
22,50 feet to a. point in McKee Road (Township Road 287);

Thence with said road aud the north line of said 1.38 acre tract, South 76 deg. $8 min. 26
West, }39.09 feat to a point;

Thence continning with sald road aod with the north line of said 6561 acre tract, North
88 deg. OS min, 13 sec. West, 138.46 feet lo a polat;

Thence caving said road and with the wes linc of sald .6561 acre tract the following four
(3) rautses:

i South 09 deg. 51 min. 47 sce, West, 30.00 feet to at iton pin set;

2) ~~“ North 80 deg 08 min, 13 sec, West, 70,30 feet to an fron pln set;

3) South 29 deg, 29 min. 13 sec, East, 90.00 feet to an hon plo set;

4) South 60 deg. 3} min. 47sec, West, 55.00 feet to a point in Wilson Street

Betension and the east line of snid 3-3/4 sere tract, and passing on ling ax iron pin set at 35.00
Can

Thence with safd road and cast ling, North 29 deg, 28 min, 33 see. West, 132.89 tel to ®

point, sald point being the sovthenst comer of a 58 acre tract conveyed to Johanna Jones, John
A. Rogers and Edith A. Lawver {DR 676-466);

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Thence leaving sald roed ond with the anuth Hine of sald 0.58 scte tract, South 30 deg. 39

min, 1? see, West, 17.29 feet to an tron pin set:

Thenst continuing with soid south linc. South St deg. 39 min. 17 soe. West, 222,20 fect
Joan Tron pin set

Theneo contiouing South 88 deg. 43 min. 27 see, West, 94.7 feet to # point in Little
Stliwater Cseck and the north line of Park View Addltton (Plat Book 7, Poge 90);

Thenes with said creek end said north Tine the following [welve (12) coursest ‘

4) South 43 deg. OF min. 39 sec, East, 43.42 feet to 2 poini;

2) South $9 deg, 12 min. G4 sec, East, 42.0] feet 10 a point;

3) South 84 deg. 51 min. 57 sec. Fest, 87,47 feet (9 an iron pin found;

4) Soutl, 29 deg, 20 min, 00 sec. Fast, 44.84 Feet to a polat;

3) South 52deg. 23 min, 49 ec East, 42.19 feel 0 a point and passing on Une an

irom pin found at 22.08 leet;

5} South 49 deg. 42 nfo. 26 sex, East, 42.43 feed to 0 point,

7) South 63 deg. 16 min. 39 sec. Bast, 42,19 fect to 0 point;

8) South 28 deg. OS min 33 seo. East, 48.37 feet to a point,

9 Soutl 4] deg. 53 niin. 31 seo, Feast, 43.68 feet ton point;

30) Bouth 32 deg. 22 min, 26 sec, Bast, 46.52 foot to & point;

1) South 42. deg. 22 min, 26 soc. Gast, 46.52 feet to 2 point;

12} Sout 32 deg. 49 min, $4 sec. East, 47.31 fect toa ar fron pin sey

Thence continuing with said north linr. (he nosh fine ofa 14.50 aers tract conveyed 10
the City of Unrichsvitle and the west line of said 1.55 acre Wack, South 38 deg. 16 mio, 2] seg
Best, 195.93 feet to an iron pin set;

Thence continuing with the north line of said 14,50 acre tract and said west Line, and the
west Hine of Wilson & Huston Addition, South 21 deg. 43 main. 04 see, West, 148.50 feet to &
point in saéd crock, ‘ . .

Thence continuing with said west line and sald ercek, South 3] deg. 46 win, 56 seo, East,
46 20 feet toa point; :

Thence continuing with said creck and with the south Sne of Wilson & Huston Addition,
South 75 dag. 03 min. 28 see, Bast, 135,34 feet 10 2 point;

Thence continuing wits said south Une, South 89 deg. OF avin, 56 sec. Bast, 381.02 feel lo
the PLACE OF BEGINNING and containing 10.764 acres of Jand, more or less, of which Lots
$281 thrangl 1286 aach contain 0,072 acre, Lot 3287 contains 0,082 acre, Lot 1288 contuins
0.075 acre, Lot 1289 sontoins 0.066 sere, Lat 1290 contains 0.058 neve, Lot 3291 sontalns 9.049
sore, Lot 1292 contains 0.049 acre and Outlot 13 (3) contains 0.864 acto; 0.086 acre is all of the
vacsied alley (Ordirance No. 2327}; 1.813 acres is att of the yensninder of the 3-3/4 acre tract,
1.050 acres is all of the 1.55 acre tract, 1.618 atre ig alf of the remainder of 4.36 acre tract, 1.147
acres is all of the 1.14 acre tact, 1.260 acresis all of the cemmainder of the 1.38 acta least, 0.625 *
neve is all of the 6225 acre trict, 0,617 is all of the 6145 nore tract, 0.666 Isall of the 6542 acre
tract, 0.044 acre [s all of the remainder of the vacated alley, and 0,172 acre is ail of the 2723
nere tract but subject to alf legal highways and easements aofrecord. Bearings wate orbented 10

an assumed north.

Survey ond description prepared by James H. Marsh, Registered Surveyor No. 7156 on
July 31,2007, revised August 17, 2007.

James H Repistered Surveyor No. 7155

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Doc ID -- > 200726402780
Filed at Ohio Secretary of State 09/20/2007 09:00 AM FILE# OH00119401840
1
2007 SEP 20 PM 3:57
CLIENT SERVICE CENTER
UCC FINANCING STATEMENT FOLLOW INSTRUCTIONS front and back] CAREFULLY
A. NAME & PHONE OF CONTACT AY RLER [opdoos.]
D. SEND ACKNOWLEDGMENT TO: (Name and Address)
Glendon B. Prax, Esq. Pock, Sheffer & Willams LLP 175 South Third Street, Sullo 600 Columbus, Ohio 43215
1.
-
THE ABOVE SPACE IS FOR PILNO OFFICE USE ONLY
1. DERTON'S SCART FUL LEGAL HAVE - inscri only one delor name ( is or 1b) - do not aberative of combine namen
IA ORGANCATIONS NINE
OR The Twin City Hospital Corporation IL INDMOUALS LAST NAME
FIRST NAME
WHOLE NAME
SUFFIX
16. MENLING ADDRESS
819 N.First Street
ADOL FFORE ORGANIZATION DESTOR
te. TYPE OF ORGANIZATION
Nonprolll Corp.
I ADDITIONAL DESTORE'S EXACT FULL LEGAL NOG-invent ory and der mine ( or 20)-do not theplate of code name
2. ORGANIZATIONSLEUKE
OR
20. POMOHLS LAST MILE
2.MAKING LOORESS
Se. TYPE OF ORGANIZATION
F.JURISDICTION OF ORGANIZATION
rane
LOCATOR
3. SECURED PARTY'S HAVE (WINNIE LITOTAL ASSIGNEE OF ASSIGNOR SIP). Insert only one shared party name is of 30)
U.S. Bank National Association
OR
FIRST NAME
MIDDLE NAME
STATE POSTAL CODE
COUNTRY
JC MALING ADDRESS
4. This FINANCING STATEMENT covers the flowing colmar Flutes of every naturo and kind, now or hereafter acquired or owned by Debtor which are now or herealter offixed to the Real Estate located in the County of Tuscarawas, Ohio, which is dascribed on Exhibit A hardto.
S. ALTERNATIVE DESTINATION A ESQUINAIN
LESCELLULESSOR
CONSIGREEICONSIGICK BALEEIRAILOR SELLERBUYER
HỒN UCC RƯNG
Y. COMAX IS REQUEST SCHURCH REPORTS) DONT DOSSa(!)
Joker : [bobler?
5. OPTIONAL ALER REFERENCE DATA
FILING OFFICE COPY -NATIONAL UCC FINANCING STATEMENT FORM UCCI) (REV. 0002/02)
........ ..
---
............
--
Page 1
tabbies*
EXHIBIT 3
. ..
10-06130-rk Doc 21 FILED 04/22/11 ENTERED 04/22/11 10:32:37 Page 15 of 24
. ............
... ....
TI FINSLICING STATEHDIT & b te that for money for recorded in the REAL. ESTATE RECORDS, AT MANdenom
cm
Cleveland
OH
44116 USA
1350 Euclid Avenue, Mall Code: CN-OH-RN11
amY
OH
POSTAL CODE 44621
COUNTRY
LUSA
Dennison
I. JURISDICTION OF DAGUTATIEL
33882
0 none
aFAX
FIRST 2015
STATE
POSTAL CODE
COUNTRY
Rey 05/22/02
201-LICCI
.. ......
...

Doc ID -- > 200726402780
1
,
UCC FINANCING STATEMENT ADDENDUM
FOLLOW INSTRUCTIONS (front and Bad) CAREFULLY
8. NAME OF FIRST DES YOR (18 OF 10) ON RELATED FINANCING STATEMENT P& DROWNIZATIONS PANK
04
FIRST NING
LEDOLE NAME, SUPFIX
10. MISCELLANEOUS
THE ABOVE SPADEK FOR RONG DPHCY ULI OILY
11. ADDITIONAL DENTOR'S EXACT FULL LEGAL ILUNE- raionya name (is af (10) - doux laberinto or combien nomes
Liz CREANOATIONS HALE
OR
HIS INDIVIDUAL'S LAST MALE .
dry
STATE
POSTAL CODE
COUNTRY
ISE MALING ADDRESS
KIF. TYPE OF ORGANIZATION
ISE SUR FOCTION OF ORGANIZATION
11 nome
DESTOR
NOMDEL SCOURED FURTIVESSIGNOR SIP'S NYE- MEMORY DOY ANTE (1201 920) 123 ORGANIZATION'S NAME
DOW DELL'S LAST FEWVE
STATE
POSTAL CODE
COUNTRY
120, LIKEUNS ADDRESS
11, Thị FŰOU CING STATEUENY LOVITE
.. ........ .
14, Name and address of a RECORD DIPHEN of abow der bild real bolas
17. Chart only Y application and chuck bety bog box,
Thưich sống wh resĐạt tự property hơi in trus or
11, check thấy & spol tobit and thecơ any ons bơx
FILING OFFICE COPY - NATIONAL UCC FINANCING STATEMENT ADDENDUM (FORM DOC 1A0) (REV. 05/2/02]
Rov 05/22/02
201-UCCI
. . . ...---
Page 2
10-06130-rk Doc 21 FILED 04/22/11 ENTERED 04/22/11 10:32:37 Page 16 of 24
PASTRAME
QUODLE RALE
SUFFIX
FIRST NAME

Doc ID -- > 200726402780
-
..
10. NAME OF FIRST DEOTOR (14 0/ 10) OH RELATEDFINANCING STATENCHY
15. ΝΑΜΕ OR PARTY ΑUTHΟFUND THE ALLENESSENT (roto- KEm P Amorliment Toan) 14 ORGANIZATIONS HAVE
OR 170 NOM DUALES LAST NAME
20, MASC NISCOLLANE DUR
21 ADDITIONAL DESTORES EXACT FULL LEGAL HANS-Inten Only One Der Name (1 or 21) . co Non u bovbody of combine names
ESZ. ORGKREATIONS HUNT
surAx
OR
2th. INDIVIDUAL'S LEGY NAME
CITY
STATE POSTAL CODE
COUNTRY
214 MUUNG ADORESS
Hr. TYPE OF ORGANRATICH
TEIL JURISOITICH OF ORGANIZATION
2 ACOMONIL DEBTOR'S EXACT FULL LEGAL NAME. Insont only par detornare (22 as 22b) . do ne bonivate or combine manes
Da ORGUEZATICINES HANE
OR
FOR NOMOULES LAOT HAVE
FIRST NAME
MIDDLE NAME
SURFO
STATE OCTAL CODE
COUNTRY
ZZE DROANDATIONAL OfTUY
none
23 ADDITIONAL DEBTORS EXACT FUL LEGALMENTE- Inser only Bon debtor nome (Se cp 25) - do not viste of combine nomes
236, GROANDNATION'S NAME
OR
23%, INOMAQUAL'S LAST HANE
FIRST NAME
STATE POSTAL CODE
COUNTRY
ACOL INFO RE ORGANIZATION DEBTOR
23. TYPE OF ORGANIZATION
FAL. JURISDICTION DF ORGANIZATION
hàng
2. ADDITIONAL SECURED PARTY'S NAME ( NAME Of TOTAL ASSICHOICE) - food only see secured pulty name (2to of 24b)
212. ORTAISZATION'S HAUT
OR
Nb INONIQUAL'S LASTNAME
FIRST HANG
WOOLENAME
STATE
POSTAL CODE
COUNTRY
JE. MARTNO FOPRESS
IS ADOMONAL SECURED PARTY'S ILME (Or NAME OF TOTAL ASSIGNEE)- hand only one con rd party name (26) or 200)
MSA ORGANIZATION'S NAME
DR
250 IND MONIALI LAST RUNG
FIRST NAME
MIDDLE HALDE
STATE FOSTUL COOS
25℃ MAILING ADDRESS
QTY
-....
.... ...
Instructions for UCC Finsnelng Statomont Amandmant (Form UCCIAP)
Use this form to continue adding additional Debtor or Secured Party rames as needed when filling a UCC Financing Statement (Forni UCO1).
201-UCCI
Rev 05/22/02
Page 3
...... .; ......
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...
APOL PIFO RE ORGANIZATION ACOTOR
MODL, IFO RE
224 TYPE OF ORGANIZATION 127. JURASOICTION OF ORGANIZATION
DESTOR

Doc ID --> 200726402780

ExnIpit “s"

DESCRIPTION OF A 10.764 ACRE TRACT
THE TWIN CITY HOSPITAL CORBORATION

Shrusted in the Village of Denulson, County of T ag and State of Ohio.

Being olf of Lots 128) through 1292 (known as Tex Pavel Nos, 42-00149,000, 42+
00186.000, 42-00941,000, 42-0 {577.000, 42-01217.000, 42.01256.000-and 42-01215.000) and
Outlot #1 (3) (rowan as Tax Peres} No. 42-01379.000) of Wilson & Huston Addition ay
recorded in Plat Book 3-B, Page 26 of the Tuscarawas Cotnty Plat Records, all ofa vacated
alley (Ordinance No, 2327} 23 recorded in Voluroe 1264, Page 1065 of the Official Records of
Tuscarawas County, and being all of tracts of fand conveyed a The Twin City Hoapleat
Corporation by Secs In Volume 1136, Pege 625, Volsmne 1189, Page 2413 and Volume 1209,
Page 2561 of the Official Records of Tuscarawas County, and Volume 570, Pages 900, SOT, 902
and 905 of the Tuscarawas County Dacd Records; and being part of Lot ¢ of the Spencer ‘Tract in
the Fisst Quacter of Township 7, Renge 3 being all of wats of land conveyed to The Twin City
Hospital Corporation by devds fx Volume 570, Page 897 (remainder of 3-3/4 acres - known as
Tex Parcel No. 42-00667,000), Volume 570, Page 902 (0.55 acres - koown as Tax Parcel No. 42-
01214,000), Volume 570, Page 903 (rersainder of 4.36 zeres - known a3 Tax Parcel No, 42+
01576.000), Volume 570, Page 905 (1,14 noses » known as Tax Parcel No. 42-01578.000) aod
Volume 576, Page 907 (remainder of 1.38 acres, G25 actes, 6145 actos, 6545 antes and
vecated alley - known as Tax Paccal No. 42-0126t.000) of the Tuscarawas County Deed
Records, and Volume 1025, Page $30 ($721 acres - knowe a3 Tax Parcel No, 42-00436.000} o£
the Officlat Records of Tuscarawas County and being more fully deseribed as follows:

Beginntng at.an tron pin found al the intersection of the nosth line of Wilson Stseet and
the west line of First Street, said point being the southeast corner of Lat 1281 and being ths
TRUE PLACE OF BEGINNING for the parce} herein described:

Thence with the sust fine of Lots 328% through 1286, said 1.14 nore tract and 4.36 acce
tracts, and the west Hoe of Pirst Street, Nosth 113 deg. 05 rola. 22 seo, East, 440.54 feet to u potat
in Fuhr Street and passing on Jine aa iron pin found at 410.37 feet;

Thence with Fubr Stccet and the port line of said 4.36 acre Lact, North 88 deg. 34 min.
47 see, West, 202.47 feet to 8 point,

Thence leaving seid sixeet, with the east line of said 1.38 aeze tract and 80,1726 sere tract
and with the wast Hine of 2 0.14 acre (ract conveyed to Donold B, & Helen J. Wright OR 439-
$40), Noxth 14 deg. 33 ain, 20 seo. West, 142.74 feet to an rou pin found and passing on Ins an
jron pin found at 31,00 feet;

Thence continulng with the east line of naid 0.1721 acre tract, North 36 deg. 17 min, 36
see. Last, 9.67 feet to an Iron pin found;

Thenee continuing with the cast line of said 0. (721 acre tract and the canter of said
vacated alley, North: 14 deg, 33 tnfa. 20 sec, Went, 292.12 feet to an tran pin sct {a the north line
of said vacated alley;

Thence wilh said north line, South 76 deg. 23 min. 40 sec. West, 7.50 feet (o att Iron pin
set In dhe east tine of said 1.38 acre tracts

Thence with the east fine of said 1.38 acze trect, North 14 deg, 33 min. 20 sec. West,
22.50 feat to a point in McKee Road (Township Road 287);

Thenve with sold road and the north line of sald 1.38 acre tract, South 76 dey. $8 min, 26
West, 139.09 feel to a poing,

Theace continuing with sald road and with tho north Loe pf gaid 6561 acre tract, Nowih
88 deg. OS min. 13 sec. West, 138,46 feet ta. a point;

Thence Jeaving suid road and with the west fine of said 6561 acre tract the following four
(4) courgeut

13) South 09 deg. $1 min. 47 sec. West, 10.00 feet to an fron pin ea;

2} North 80 deg, 08 min, 13 sec, West, 70,30 feet to an fron pin set;

3) South 29 deg. 28 min. 13 sec. East, 90,00 fest to an Iron pin sety

4} South 60 deg 3} min, 47 see. West, $5.00 feat to a podat in Wilson Streat
Extension and the east line of sald 3-3/4 acre tract, and possing on line an Icon pin set 235,00
feet;
Thence with said road and east line, North 29 deg. 28 min. 13 sec. West, 132,89 fret to 8
point, seid point Selng the southeast comer of a .58 acre tract eonveyed to Johanne Jones, John
A. Rogers and Edith A. Lawver (DR 676-466);

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Doc ID »-> 200726402780

Thence leaving seid road and with the south line of sad 0.58 acre tract, South 30 deg. 39

min. 17 seo, West, 17.20 fect to an iron pin set:

Thence continulng with seid south fins, South St deg.
to an fron ph: Sel;

‘Thense continning Sovth 28 deg. 43 ania. 27 sec. West, 94.79 fect to a pol in Liltle
Stillwater Creck and the notdh linc of Park View Addition Plat Book 7, Page 90);

Thence wilh said crezk and said nozth tine the following twelve (12) courses:

1) South 43 deg. 09 min. 39 sec, Esst, 43.42 feetto a point;

2 South $9 deg. 12 min. 04 sea. East, 42.01 feetioa point

3) South 84 deg. 5) min, 57 sec, Evst, $7.47 feet to an Iron pin found;

4y South 79 deg. 20 min, 00 sec, Bast, 44,04 feet lo a point;

5) South $2. deg 23 mip. 49 acc. Bast, 42.29 feet fo a point and passing on ling an

iron pin found of 21.08 feet;

6) South 49 deg. 42 min, 26 sec. East, 42,83 feet to 2 point;

Dd South 63 deg. 16 inin.39 sec. East, 42.39 feet tos polnl;

8) South 28 deg. 05 min, 33 sec, Fast, 48.37 fert toa point;

9) South 4} deg. 53 min. 31 see, Last, 43,68 feet to 3 paint;

10) Sout 32 deg. 22 min. 26 sec. Rast, 46,32 feet toa polnt;

iF} South 32deg, 22 min. 26 sec. Bast, 46,52 feetioa point;

19} South 32deg. 49min, 54 seo. Bast, 4731 fect fo naa ion pin sets

Thence continving with seid north dine. the north Hne of a 14,50 sere tract conveyed Lo
the City of Uhrichsvilte and the west line of said 1.95 acre tmet, South 38 deg. 16 min 21 se.
East, 195,93 feet to sx Iron pin sel;

“Thence continuing with the north line of snfd 14.50 sexe tract and sojd west line, and the
wes tine of Wilson & Huston Addition, South 21 deg. 43 min. 04 see, West, 148,50 feet 0 2

point In said creck; | .
Thence continuing with sald west line and suid creek, South 31 deg, 46 nd, 56 sec. Bast,

46.20 [eet fon potut;
Tience continuing with sald creck and with the south Hne of Wilson & Haston Addition,

South 75 deg. 03 min. 28 see, East, 135.14 feet to a polat;
: Thence continuing with aid south line, South 89 deg, 0} min. S630. Bast, 381,02 feet io
the PLACE OF BEGINNING and containing 10.764 acres of Innd, more or less, of which Lots
128) throngh 3286 each contain 0,072 acre, ‘Lat 1287 contains 0.082 acre, Lot 1288 conuins
0.075 acre, Lot 1289 contains 0.066 acts, Lot $290 contains 0,058 acre, Lot 1291 contains 0.049
acre, Lot 1292 contains 0.040 acre and Quitot 11 (3) contains 0.864 acre; 0.086 acre is all of the
vacated alley (Ordinance No. 2327); 1.813 acres is all oF the senmainder of the 3-3/4 acre ack,
1,030 cores fs all oF the 1.53 acre tract, 1.618 nere $e al) of the remainder of 4.96 ucre tract, 1.147
seresis all of the 1.14 acre-iract, 1.260 scres is oll of the semaindar of the 3.38 acre tract, 0.625 °
nese 5 all of the 6225 xere tect, 0.617 isall of the 6145 acre tract, 0.666 is a1] of the 654) axe
iract, 0,044 8cr0 $s all of | ‘tha remainder of the vacated alicy, and 0,172 acre js all of the 5723
acre track; but subject fo alt legal highways ond easements of record. Bearings were giiented to

an assumed north.

39 nia EY see. West, 222.20 feet

Sprvey and destciption prepared by James H, Marsh, Registered Surveyor No. 7 156 on
Jaly 31, 2007, revised August 17, 2007.

James 0 /Maish Re! Sicveyor No. 7156

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Doc ID --> 200935034440

UCS FINANCING STATEMENT

FileNumber: OH00139076176
Date Filed: 12/16/2009 04:14 PM

Jennifer Brunner

Secretary of State
FILER INFORMATION
CONTACT INFORMATION FOR FILER
CONTACT EMAIL CONTACT NAME CONTACT PHONE CONTACT FAX
pam.bromund@csb1.com THE COMMERCIAL & SAVINGS BANK 330-763-2835 330-674-0148
SEND ACKNOWLEDGMENT TO: .
PACKET NO CLIENT ACCOUNT #
7462 6622
INDIVIDUAL'S LAST NAME FIRST NAME MIDDLE NAME SUFFIX
BROMUND PAMELA LOU MRS
MAILING ADDRESS CITY STAT POSTAL CODE | COUNTRY
91 N. CLAY STREET MILLERSBURG OH 44654 us
FILE RECORD
FILING TYPE
Initial
FILERS UNIQUE ALTERNATE NAME DESIGNATION ALTERNATE FILING TYPE
DEBTOR/SECURED PARTY AGRICULTURAL LIENS
ADDITIONAL INFORMATION MATURITY DATE

DEBTOR DATA

ORGANIZATION NAME
THE TWIN CITY HOSPITAL CORPORATION

TYPE OF ORGANIZATION JURISDICTION OF ORGANIZATION ORGANIZATION ID# {if
CORPORATION OH 33882
MAILING ADDRESS CITY STATE POSTAL CODE
819 N FIRST STREET DENNISON OK 44621
COUNTRY ALTERNATE CAPACITY OF DEBTOR
US NONE

SECURED PARTY DATA
ORGANIZATION NAME
THE COMMERCIAL & SAVINGS BANK
MAILING ADDRESS. CITY STATE POSTAL CODE | COUNTRY
91 NORTH CLAY STREET MILLERSBURG OH 44654 US

This FINANCING STATEMENT covers the following Collateral:

All Accounts; whether any of the foregoing Is owned now or acquired later; all accessions, additions, replacements, and substitutions relating

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Doc ID --> 200935034440

to any of the foregoing; all records of any kind relating to any of the foregaing; all proceeds relating to any of the foregoing (including
Insurance, general ibies and other its proceeds).

Page 2

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Doc ID -- > 200726402780
Filed at Ohio Secretary of State 09/20/2007 09:00 AM FILE#OH00119401840
RECEIVED SECARTAYY -ESTATE
2007 SEP 20 PM 3:58
UCC FINANCING STATEMENT FOLLOW INSTRUCTIONS Mani and back) CAREFULLY
CLIENT SERVICE CENTER
A. NAME À PHONE OF CONTACT AT FLI dplan al
B. BENO ACKNOWLED GIVENT TO: @iame red Addresu)
Qlondon B. Pratt, Feq. Peck, Shaffer & Withama LLP 175 Bouth Third SINet, Suite 600 Columbus, Ohio 43218
THE ABOVE STACK B POR MTUNA OFFICE VON ONLY
1. DESTORETRYNOT FULL LICEN NAM". thead only one saber of the free (1) - Hip not sobretela Le dek Mums
OR The Twin City Hotgliai Corporation
818 N.Fkol Street
OFLO AKLZA TIÓN PETTOR
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2 ADDITIONAL DILATORTU CICT FULL LEQTY NAME - kund only one dehier arnf2 . 1b) -sjo bet nobr / la br contin ANTA
OR
NOVCUALT LAIT NÍMI
STATE
POSTAL CODE
COUNTRY
. ORGANIZATIONAL DE, KOY
ADOL INFO M ORGANIZATION
1 RECURSO PARTYS HAVE For NAME Of TOTAL ASSIGNER & ASIGNOR 87). now only one secured party name ( or Ec)
CHOWANIEA TIOH'S NAME 4.8. Bank National Association
SUPFIX
OR
CITY
STATE OH
POINTAL CODE
COUNTRY
1350 Euclid Avenue, Mall Code: CN-OH-RN11
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841 Attachment
L. ALTERNATIVE CESARINIATICH ( NOM CHCIML:
L
woomcoutrte
L OPTIONAL FLÔR KẾT TRẺHỌC DATA
TTLING DFFICH COPY -NATIONAL UOS FINANCING STATEMENT (FORM UCO1) (REV. 11/22/02)
Rev 06/22/02
201-UCC1
This fax was received by GFI FAXmaker fax server. For more information, visit: http://www.gfi com
Page 1
tabbies*
EXHIBIT 5
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POSTAL CODE
COUNTRY USA
Dennison
OH 144621
11 JURIDICTION OF ORGANIZATION
10 DIRGANZATIONAL DE K MY
44115 USA
Cleveland

Doc ID --> 200726402780

_ From; unknown = Page: 2/2. Date: 11/5/2010 2:42:28 PM

UCC-1 With The Twin City Hospital Corporation, as Debtor
And U.S. Bank National Association
Ag Secured Party

All present and future Gross Receipts, being all cagh and other recgipts, present
and future accounts, receivables, contracts and contract righte {including particularly
contracts, agreements, contract rights and agreement rights, particularly those between
my member of the Obligated Group and the Btats of Ohio with respect to Medicaid, any
member of the Obligated Group and third-party insurers of patients of any) members of
the Obligated Group and any member of the Obligated Group and the United States of
America with respect to Medicare, and ali other equivalent insurance programs, or any
state or federal program substituted in lieu thereof), general intangiblea, ddcuments and
instruments, which are now owned or hereafter acquired by the Obligated
procesds therefrom, whether cash or noncash, derived by the Obligated Group from the
conduct of all or any part of its operations, and all revenus and income of the Obligated
Group from whatever source derived, including not only that derived by the Obligated
Group from the Bxisting Facilitica but also from any and all facilities hereafter acquired,
leased or used by the Obligated Group, income from and the principal off investments,
leases and income received from leases, and grants received by the Obligated Group from
any source and excluding only (i) gramts, gifts, boquests, contributions and other
donations, to the extent specifically restricted by the donor or grantor to a special object
or purpose so as to preclude use thereof for payment of principal or interest |on the Notes,
(ii) the proceeds of any borrowing or any funda held in trust by a trustee as security for
such borrowing, (iii) revenues, income, receipts and money received by a member of the
Obliguted Group as agent for and on behalf of a Person other than a riember of the
Obligated Group, and (iv) any Property that is the subject of a lien or jencumbrance
permitted by the Indenture or that has besn conveyed or otherwise disposed of as
permitted by the Indenture.

All moneys and securities from time to time held by ths Trastes wider the terms
of the Indenture and any and all real or personal properly of every name and nature from
time to time hereafter by delivery or by writing of any kind conveyed, mortgaged,
pledged, assigned or transferred, as and for additional seourity under the Inflenture by the
Debtor, or by anyone on its behalf or with ite written consent, subject, in| all events, to

Permitted Encumbrances. |

All capitalized terms used in the preceding paragrapha shall be linterpreted as
defined in the Master Truat Indenture dated aa of September 1, 2007, between The Twin
City Hospital Corporation, as the Debtor, and U.S. Bank National Association aa the
Secured Party, as proviously supplemented and amended and as supplemented and

amended from time to time.

This fax was received by GFl FAXmaker fax server For more information, visit: http:fAwww gfi.com

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Doc ID --> 200726402780

FILING OFFICE
ADMINISTRATIVE ACTION STATEMENT

INTERNAL USE ONLY

1. Identification of the Record to which the FILING OFFICE STATEMENT relates

RECORD # (DIN)

la 200726402780
DATE AND TIME RECORD FILED

Ib. 09/20/2007 09:00 am
| FILE # OF FINANCE STATEMENT TO WHICH THE RECORD RELATES

Ic. OHOO119401840

© 2. Describe the inaccuracy or mistake on the part of the filing office.

The incorrect image for The Twin City Hospital Corporation was
incorrectly indexed and scanned.

© 3. Describe the filing office administrative action taken as a result of inaccuracy or mistake (including date of each action).

Reimaged the correct filing images for The Twin City Hospital Corporation

Filing Clerk Lisa Kruse Date this FILING OFFICE ADMINISTRATIVE ACTION STATEMENT filed
11/5/2010

FILING OFFICE COPY — FILING OFFICE ADMINISTRATIVE ACTION STATEMENT

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