LIMITED LIABILITY COMPANY AGREEMENT OF MURRAY COUNTY, L.L.C.Limited Liability Company Agreement • April 16th, 2012 • Texas Fifteen Property, L.L.C. • Real estate investment trusts • Delaware
This Limited Liability Company Agreement (this “Agreement”) of MURRAY COUNTY, L.L.C., dated and effective as of September 8, 2011, is entered into by AVIV FINANCING I, L.L.C., as the sole member (the “Member”).
REGISTRATION RIGHTS AGREEMENT by and among Aviv Healthcare Properties Limited Partnership Aviv Healthcare Capital Corporation Aviv REIT, Inc. and the other Guarantors party hereto and Merrill Lynch, Pierce, Fenner & Smith Incorporated as the...Registration Rights Agreement • April 16th, 2012 • Texas Fifteen Property, L.L.C. • Real estate investment trusts • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 28, 2012, by and among Aviv Healthcare Properties Limited Partnership, a Delaware limited partnership, and Aviv Healthcare Capital Corporation, a Delaware corporation (collectively, the “Issuers”), Aviv REIT, Inc., a Maryland corporation (“Aviv REIT”), and the other guarantors party hereto (collectively, with Aviv REIT, the “Guarantors”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated, on behalf of itself and as representative of the Initial Purchasers listed on Schedule A to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), each of whom has agreed to purchase pursuant to the Purchase Agreement the Issuers’ 7 3/4% Senior Notes due 2019 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
ContractSupplemental Indenture • April 16th, 2012 • Texas Fifteen Property, L.L.C. • Real estate investment trusts • New York
THIS FOURTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 28, 2012, is made by and among Aviv Healthcare Properties Limited Partnership, a Delaware limited partnership (the “Partnership”), and Aviv Healthcare Capital Corporation, a Delaware corporation (each, an “Issuer”, and together, the “Issuers”), Aviv REIT, Inc., a Maryland corporation (the “Parent”), as Guarantor, the other Subsidiary Guarantors named in the Indenture (as defined herein) (the “Subsidiary Guarantors”), the entities listed on Schedule I hereto (the “New Guarantors”), as Subsidiary Guarantors, and The Bank of New York Mellon Trust Company, N.A., a national banking association organized and existing under the laws of the United States of America, as Trustee (the “Trustee”).
CONSENT UNDER CREDIT AGREEMENTConsent Under Credit Agreement • April 16th, 2012 • Texas Fifteen Property, L.L.C. • Real estate investment trusts • Illinois
THIS CONSENT UNDER CREDIT AGREEMENT (this “Consent”) is made as of this 13th day of March, 2012, by and among GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GECC” and in its capacity as agent for the Lenders, together with its successors, “Administrative Agent”), the financial institutions other than GECC who are parties to this Consent (together with GECC, individually, a “Lender”, and collectively, the “Lenders”, as the context may require), AVIV FINANCING I, L.L.C., a Delaware limited liability company (together with its successors, the “Parent Borrower”) and THE OTHER BORROWERS LISTED ON SCHEDULE 1 ATTACHED HERETO (each of the foregoing entities shall be hereinafter referred to individually as “Borrower” and collectively as the “Borrowers”).
