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EXHIBIT 10.15
As of July 1, 2000
Omega Healthcare Investors, Inc.
900 Victors Way, Suite 350
Ann Arbor, Michigan 48108
Attention: Susan Allene Kovach
RE: PROVISION OF SERVICES
Dear Ms. Kovach:
This letter will set forth our agreement whereby Omega Healthcare Investors,
Inc. ("OHI") will provide office space and certain specified services to Omega
Worldwide, Inc. ("OWWI") for the period commencing July 1, 2000.
Office Space: OHI will provide furnished office space for
three OWWI employees at OHI's principal offices
at 900 Victors Way, Ann Arbor, Michigan,
together with use of office equipment (facsimile
equipment, printers, photocopiers), all in
substantially the same custom and manner as
provided as of June 30, 2000.
Information Technology OHI will provide to OWWI personnel information
Support: and technology support for its hardware systems
and all software used in its operations, all in
substantially the same custom and manner as
provided immediately prior to July 1, 2000.
Accounting/Payroll/ OHI's accounting staff will provide assistance
Administrative to OWWI in connection with OWWI's tax
Assistance: preparation and transaction processing. OHI
will provide assistance to OWWI in connection
with OWWI's payroll and benefits
administration. OHI will provide filing,
typing and other administrative services.
All services to be provided in substantially
the same custom and manner as provided
immediately prior to July 1, 2000.
Fees: OWWI shall pay to OHI the sum of $37,500 per
quarter, payable in arrears.
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Confidentiality: Any and all information which is not generally
known to the public which is exchanged between
the parties in connection with these services,
whether of a technical or business nature, shall
be considered to be confidential and shall not
be disclosed to any third party or parties
without the written consent of the other party.
Each party shall take reasonable measures to
protect against nondisclosure of confidential
information by its officers and employees.
Confidential information shall not include any
information (i) which is or becomes part of the
public domain, (ii) which is obtained from third
parties who are not bound by confidentiality
obligations, or (iii) which is required to be
disclosed by law or the rules of any state or
Federal regulatory agency, any national
securities exchange or the NASDAQ National
Market System. The provisions of this paragraph
shall survive the termination hereof.
Term: One year, renewable by OWWI for successive one
year terms by written notice to OHI not less
than sixty (60) days prior to the expiration of
the current term; terminable by OWWI at the end
of each quarter upon at least ten (10) days
written notice prior to the end of such quarter.
Please indicate your agreement and acknowledgment of the terms of this letter by
executing a copy of this letter and returning it to the undersigned.
Very truly yours,
/s/ EDWARD C. NOBLE
Edward C. Noble
Chief Financial Officer AGREED TO AND ACCEPTED BY
OMEGA HEALTHCARE INVESTORS, INC.
By: /s/ SUSAN ALLENE KOVACH
Susan Allene Kovach
Vice President and General Counsel
