CORPORATE GUARANTYCorporate Guaranty • January 14th, 2011 • First Physicians Capital Group, Inc. • Services-general medical & surgical hospitals, nec
This Corporate Guaranty (“Guaranty”) is being delivered by the undersigned in connection with that certain Asset Purchase Agreement (the “Agreement”), dated as of January 6th, 2011, between RHA Tishomingo, LLC, an Oklahoma limited liability company (“Seller”), and Mercy Tishomingo Hospital Corporation, an Oklahoma not for profit corporation (“Buyer”). For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the undersigned guarantor does hereby absolutely and unconditionally guaranty to Buyer, the full, faithful and timely performance and satisfaction of all of Seller’s obligations set forth in Section 12 of the Agreement.
TRANSITION AGREEMENTTransition Agreement • January 14th, 2011 • First Physicians Capital Group, Inc. • Services-general medical & surgical hospitals, nec • Oklahoma
This Transition Agreement (this “Agreement”) is entered into and effective as of January 6th, 2011 (the “Effective Date”) by and between RHA Tishomingo, LLC, an Oklahoma limited liability company d/b/a Johnston Memorial Hospital (“Seller”) and Mercy Hospital Tishomingo, an Oklahoma nonprofit corporation (“Buyer”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • January 14th, 2011 • First Physicians Capital Group, Inc. • Services-general medical & surgical hospitals, nec • Oklahoma
THIS ASSET PURCHASE AGREEMENT (“Agreement”) is made and entered into as of January 6th, 2011 (the “Execution Date”), by and between RHA Tishomingo, LLC, an Oklahoma limited liability company d/b/a Johnston Memorial Hospital (“Seller”), and Mercy Tishomingo Hospital Corporation, an Oklahoma not for profit corporation (“Buyer”).
AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTYPurchase and Sale Agreement • January 14th, 2011 • First Physicians Capital Group, Inc. • Services-general medical & surgical hospitals, nec • Oklahoma
THIS AGREEMENT is made between RSE Enterprises, Inc., an Oklahoma corporation, and/ or assigns, whose notice address is 210 N. Broadway, Ada, Oklahoma 74820 (hereinafter referred to as the “Purchaser”), and First Physicians Capital Group, Inc., a California corporation whose notice address is 9663 Santa Monica Blvd., #959, Beverly Hills, CA 90210 (hereinafter collectively referred to as the “Seller”). The sale of real property in this matter is being simultaneously with sale of the operations and equipment of the hospital which located on the real property.
