CREDIT AND SECURITY AGREEMENT dated as of July 13, 2012 by and among EMERICHIP WALLA WALLA LLC, as Borrower and MIDCAP FUNDING VIII, LLC, as Administrative Agent and as a Lender and THE ADDITIONAL LENDERS FROM TIME TO TIME PARTY HERETOCredit and Security Agreement • November 6th, 2012 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • Maryland
THIS CREDIT AND SECURITY AGREEMENT (as the same may be amended, supplemented, restated or otherwise modified from time to time, the “Agreement”) is dated as of July 13, 2012 by and between EMERICHIP WALLA WALLA LLC, a Delaware limited liability company, and any additional borrower that may hereafter be added to this Agreement (each individually as a “Borrower” and collectively as “Borrowers”), MIDCAP FUNDING VIII, LLC, a Delaware limited liability company, individually as a Lender, and as Agent, and the financial institutions or other entities from time to time parties hereto, each as a Lender.
TERM LOAN NOTETerm Loan Note • November 6th, 2012 • Emeritus Corp\wa\ • Services-nursing & personal care facilities
FOR VALUE RECEIVED, EMERICHIP WALLA WALLA LLC, a Delaware limited liability company (“Borrower”), hereby unconditionally promises to pay to the order of MIDCAP FUNDING VIII, LLC, a Delaware limited liability company (together with its successors and assigns, “Lender”) at the office of Agent (as defined herein) at 7255 Woodmont Avenue, Suite 200, Bethesda, MD 20814, or at such other place as Agent may from time to time designate in writing, in lawful money of the United States of America and in immediately available funds, in the principal sum of Six Million Eight Hundred Thousand and No/100 Dollars ($6,800,000.00), pursuant to the terms of that certain Credit and Security Agreement dated of even date herewith (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among Borrower, such other borrowers that may become “Borrowers” under the Credit Agreement, various financial institutions as are, or may from time to time become, parties
DEED OF TRUST, ASSIGNMENT OF RENTS, SECURITY AGREEMENT AND FIXTURE FILINGSecurity Agreement • November 6th, 2012 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • Maryland
This Deed of Trust covers goods which are or are to become affixed to or fixtures on the land described in Exhibit A hereto and is to be filed for record in the records where Deeds of Trust on real estate are recorded. Additionally, this instrument should be appropriately indexed, not only as a Deed of Trust, but also as a fixture filing covering goods that are or are to become fixtures on the real property described herein. The mailing addresses of the Grantor (Debtor) and Beneficiary (Secured Party) are set forth in the Preamble of this Deed of Trust.
