EXHIBIT 10.55
LOAN COMMITMENT
LOAN COMMITMENT dated October 23, 1997 by G&L Realty Partnership, L.P.
("G&L") in favor of Iatros Health Network, Inc. ("Iatros").
An affiliate of G&L is purchasing certain real estate assets associated
with nursing homes located at 00 Xxxx Xxxxxx, Xxxxxxx, Xxxxxxxxxxxxx, 00
Xxxxxxxx Xxxxxx, Xxxx Xxxxxxxxxxx, Xxxxxxxxxxxxx and 00 Xxxxxxxx Xxxxxx, Xxxx
Xxxxxxxxxx, Xxxxxxxxxxxxx and an affiliate of Iatros is to manage such nursing
homes. In connection with the transfer of ownership of such real estate, Iatros
is assuming certain obligations and liabilities of the prior owner. There is a
potential for Medicare and Medicaid charge-backs that would reduce the revenues
of such nursing homes, potentially below the amount necessary to pay their
current obligations. For good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, G&L and Iatros hereby agree as
follows:
1. If, prior to September 30, 1998, there is a Medicaid or Medicare
charge back relating to any of the three facilities referred to above and the
revenues of such facilities are thereby rendered insufficient to meet the
current obligations of such facilities, including rent payable to an affiliate
of G&L and amounts due under the loan by HCFP Funding, Inc. (after application
of existing reserves of approximately $385,000 held by HCFP Funding, Inc.), then
G&L will lend up to an aggregate of $500,000 for the sole purpose of
compensating for such Medicare or Medicaid charge-backs, to the extent necessary
after application of all of the funds, including Iatros' management fee, to such
obligations.
2. Iatros agrees to use all other funds generated by said three
facilities to pay the current obligations of the facilities before drawing on
the foregoing loan commitment. Having exhausted such other funds and the
reserve held by HCFP Funding, Inc., Iatros agrees to borrow from G&L amounts up
to $500,000 necessary to compensate for such Medicare or Medicaid charge back
and necessary to pay current obligations.
3. The financial terms of the loan from G&L to Iatros shall be interest
only at 14% per annum, payable monthly in arrears with a maturity of two years.
Such loan will be prepayable at any time without premium or penalty.
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4. This Agreement may be executed by each party on separate counterparts,
which together shall constitute a single instrument. This Agreement shall inure
to the benefit of, and be enforceable by, the successor and assigns of the
parties hereto by merger, consolidation or xxx of substantially all assets. This
Agreement shall be governed by the laws of the Commonwealth of Massachusetts.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed as of the date first above set forth.
G&L REALTY PARTNERSHIP, L.P.
By: G&L Realty Corp.
By: /s/ Xxxx X. Xxxxxxxxx
_________________________
Xxxx X. Xxxxxxxxx,
Senior Vice President
IATROS HEALTH NETWORK, INC.
By:________________________________
Executive Vice President
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