BETWEENLease Agreement • April 1st, 1999 • Balanced Care Corp • Services-nursing & personal care facilities
5.1 Any notice or other communication required or permitted to be given hereunder shall be in writing unless some 3 -3-Consulting Agreement • September 28th, 2001 • Balanced Care Corp • Services-nursing & personal care facilities • Ontario
1 EXHIBIT 10.59 ESCROW AGREEMENT THIS AGREEMENT is made as of the 31st day of December, 1997, by and among BALANCED CARE CORPORATION, a Delaware corporation, having its principal place of business at 5021 Louise Drive, Suite 200, Mechanicsburg, PA...Escrow Agreement • February 11th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities • Massachusetts
FORM OF AMENDED AND RESTATED MANAGEMENT AGREEMENT [ ] THIS AMENDED AND RESTATED MANAGEMENT AGREEMENT (the "Agreement") is made as of the 14th day of March, 2002 between [ ], a Delaware corporation (the "Management Firm") and BALANCED CARE TENANT (MT),...Management Agreement • May 10th, 2002 • Balanced Care Corp • Services-nursing & personal care facilities
WITNESSETH:Option Agreement • February 11th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities • Pennsylvania
AMONGAgreement and Plan of Merger • May 17th, 2002 • Balanced Care Corp • Services-nursing & personal care facilities • New York
WITNESSETH:Purchase and Sale Agreement • October 14th, 1997 • Balanced Care Corp • Pennsylvania
BETWEENLoan Agreement • February 8th, 2001 • Balanced Care Corp • Services-nursing & personal care facilities
FIRST AMENDMENT TO OPTION AGREEMENTS, SHORTFALL FUNDING AGREEMENTS AND STOCK PLEDGE AGREEMENTSAgreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities
RECITALS:Asset Purchase Agreement • January 27th, 2000 • Balanced Care Corp • Services-nursing & personal care facilities • Missouri
RECITALS:Asset Purchase Agreement • January 27th, 2000 • Balanced Care Corp • Services-nursing & personal care facilities • Missouri
Exhibit 10.4 SETTLEMENT AGREEMENT THIS SETTLEMENT AGREEMENT ("Agreement") is made effective as of January 31, 2002 ("Effective Date") by and among the following: [i] HEALTH CARE REIT, INC., a corporation organized under the laws of the State of...Settlement Agreement • February 6th, 2002 • Balanced Care Corp • Services-nursing & personal care facilities • Ohio
1 Exhibit 10.25 FORM OF FIRST AMENDMENT TO LEASE AGREEMENTLease Agreement • November 15th, 1999 • Balanced Care Corp • Services-nursing & personal care facilities
Project Lessee Lessor Type of Lessor Entity Property Akron, Ohio Elder Care Operators of Nationwide Health A Maryland Summit County, Ohio Akron, LLC Properties, Inc. corporationBalanced Care Corp • November 15th, 1999 • Services-nursing & personal care facilities
L E A S E HCPI TRUST Lessor ANDBalanced Care Corp • October 14th, 1997
WITNESSETH;Employment Agreement • December 9th, 1997 • Balanced Care Corp • Services-nursing & personal care facilities • Pennsylvania
RECITALS:Asset Purchase Agreement • December 9th, 1997 • Balanced Care Corp • Services-nursing & personal care facilities • North Carolina
SECURITY AGREEMENT (LEWISBURG)Security Agreement • February 11th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities • Massachusetts
ANDAsset Purchase Agreement • October 14th, 1997 • Balanced Care Corp • Pennsylvania
AMENDMENT NO. 3Loan and Security Agreement • February 14th, 2000 • Balanced Care Corp • Services-nursing & personal care facilities • Maryland
ASSIGNMENT OF SUBLEASES AND RENTS (LEWISBURG)Balanced Care Corp • February 11th, 1998 • Services-nursing & personal care facilities
1 REGISTRATION RIGHTS AGREEMENT EXHIBIT 4.2 This Agreement made as of the 8th day of October, 1999. BETWEEN: IPC ADVISORS S.A.R.L., a corporation governed by the laws of Luxembourg (the "Purchaser")Registration Rights Agreement • October 21st, 1999 • Balanced Care Corp • Services-nursing & personal care facilities • New York
3- 4 paragraph below and without limiting the terms of the Omnibus Assignment of Contracts and/or the Assignment of Leases, each of the Meditrust Entities and the Hawthorn Subsidiaries agree that upon the occurrence of Loan Default or a Lease Default...Termination Agreement • January 27th, 2000 • Balanced Care Corp • Services-nursing & personal care facilities • Massachusetts
1 Exhibit 10.46 SCHEDULE TO FORM OF OCWEN DEVELOPMENT AGREEMENT FILED PURSUANT TO INSTRUCTION 2 TO ITEM 601(a) OF REGULATION S-KBalanced Care Corp • September 28th, 1998 • Services-nursing & personal care facilities
EXHIBIT 10.19 FORM OF LOAN AGREEMENT THIS LOAN AGREEMENT is made as of by and among (the "Borrower"), BALANCED CARE CORPORATION, a Delaware corporation (the "Guarantor") and MEDITRUST MORTGAGE INVESTMENTS, INC., a Delaware corporation (the "Lender")....Loan Agreement • October 14th, 1997 • Balanced Care Corp
1 EXHIBIT 10.11 FORM OF LEASEHOLD IMPROVEMENT AGREEMENT SUMMARY OF TABLE OF CONTENTS 1. BACKGROUND.............................................................1 1.1 The Lessee........................................................1 1.2 The Land and...Balanced Care Corp • December 9th, 1997 • Services-nursing & personal care facilities
1 - 2 4. TERM OF EMPLOYMENT. Unless earlier terminated as hereafter provided, this Agreement shall commence on August 1, 1996 and shall expire on July 31, 2001, provided however, that upon expiration of such term, this Agreement shall be extended from...Employment Agreement • October 14th, 1997 • Balanced Care Corp • Pennsylvania
Exhibit 10.6 ASSIGNMENT AGREEMENT Reference is made to the (i) Master Lease Agreement between Pennsylvania BCC Properties, Inc., HCN BCC Holdings, Inc. and Balanced Care Tenant (HCN), Inc. effective as of January 1, 2002 (the "Lease Agreement") and...Assignment Agreement • February 6th, 2002 • Balanced Care Corp • Services-nursing & personal care facilities • Ohio
1 EXHIBIT 10.176 THIS NOTE HAS NOT BEEN REGISTERED PURSUANT TO THE SECURITIES ACT OF 1933 OR ANY STATE SECURITIES LAW. NEITHER THIS NOTE NOR ANY PORTION HEREOF OR INTEREST HEREIN MAY BE SOLD, ASSIGNED, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF...Balanced Care Corp • September 28th, 2001 • Services-nursing & personal care facilities
2 - 3 to the extent then vested, 100,000 shares of the Company's common stock at a per share exercise price of $1.50; such stock option shall become vested and exercisable, subject to applicable securities laws, to the extent of 50,000 shares on the...Employment Agreement • October 14th, 1997 • Balanced Care Corp • Pennsylvania
WITNESSETH:Change in Control Agreement • September 28th, 1999 • Balanced Care Corp • Services-nursing & personal care facilities • Pennsylvania
1 EXHIBIT 2.1 STOCK PURCHASE AGREEMENT Dated as of July 26, 1996, by and between Billy Ray Foster, Sr., both individually and as Trustee of the Revocable Inter Vivos Trust Agreement of Billy Ray Foster dated February 4, 1988, John Douglas Foster,...Stock Purchase Agreement • October 14th, 1997 • Balanced Care Corp • Missouri
1 Exhibit 10.40 SCHEDULE TO FORM OF AHP SHORTFALL FUNDING AGREEMENT FILED PURSUANT TO INSTRUCTION 2 TO ITEM 601(a) OF REGULATION S-KManagement Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities
FORM OF INTERIM MANAGEMENT AGREEMENT [ ]Management Agreement • May 15th, 2001 • Balanced Care Corp • Services-nursing & personal care facilities
Exhibit 10.8 SEPARATION AGREEMENT This Agreement is made this 15th day of November 2001 between BALANCED CARE CORPORATION, a Delaware corporation with its principal office at 1215 Manor Drive, Mechanicsburg, PA 17055 (the "Company") and BRAD E....Separation Agreement • February 14th, 2002 • Balanced Care Corp • Services-nursing & personal care facilities • Pennsylvania
