ContractLease Agreement • March 31st, 2003 • Alterra Healthcare Corp • Services-social services • Massachusetts
LEASE AGREEMENT, dated as of February 28, 2003, by and between SNH ALT LEASED PROPERTIES TRUST, AS LANDLORD, AND AHC TRAILSIDE, INC., AS TENANT
ContractGuaranty Agreement • March 31st, 2003 • Alterra Healthcare Corp • Services-social services • Maryland
GUARANTY AGREEMENT (Landlord Guaranty) THIS GUARANTY AGREEMENT (this “Agreement”) is made and given as of February 28, 2003 by ALTERRA HEALTHCARE CORPORATION, a Delaware corporation (the "Guarantor"), for the benefit of SNH ALT LEASED PROPERTIES TRUST, a Maryland real estate investment trust (together with its successors and assigns, the “Landlord”). W I T N E S S E T H : WHEREAS, pursuant to a Purchase and Sale Agreement, dated as of the date hereof (as amended from time to time, the “Purchase Agreement”), among ALS-Venture II, Inc. and Wynwood of Chapel Hill, LLC (collectively, the “Sellers”) and the Landlord, the Sellers have agreed to sell to the Landlord, and the Landlord has agreed to purchase from the Sellers, certain real property, together with related improvements and certain personal property, as more particularly described in the Purchase Agreement; and WHEREAS, pursuant to a Lease Agreement, dated as of the date hereof (as amended from time to time, the “Lease”),
ContractGuaranty Agreement • March 31st, 2003 • Alterra Healthcare Corp • Services-social services • Maryland
GUARANTY AGREEMENT (AHC Trailside, Inc.) THIS GUARANTY AGREEMENT (this “Agreement”) is made and given as of February 28, 2003 by AHC TRAILSIDE, INC., a Delaware corporation (the "Guarantor"), for the benefit of SNH ALT MORTGAGED PROPERTIES TRUST, a Maryland real estate investment trust (together with its successors and assigns, the “Lender”). W I T N E S S E T H : WHEREAS, pursuant to a Lease Agreement, dated as of the date hereof (as amended from time to time, the “Lease”), between SNH ALT Leased Properties Trust (together with its successors and assigns, the “Landlord”) and the Guarantor, the Landlord has agreed to lease to the Guarantor, and the Guarantor has agreed to lease from the Landlord, certain real property, together with related improvements and certain personal property, as more particularly described in the Lease; and WHEREAS, pursuant to a Loan Agreement, dated as of the date hereof (as amended from time to time, the “Loan Agreement”), between the Lender
ContractMaster Lease Agreement • March 31st, 2003 • Alterra Healthcare Corp • Services-social services
FOURTH AMENDMENT TO AMENDED AND RESTATED MASTER LEASE AGREEMENT THIS FOURTH AMENDMENT TO AMENDED AND RESTATED MASTER LEASE AGREEMENT (“Fourth Amendment”) is dated as of December 27, 2002 (the “Fourth Amendment Effective Date”) by and among HEALTH CARE REIT, INC., a corporation organized under the laws of the State of Delaware (“HCRI” and a “Landlord”), HCRI INDIANA PROPERTIES, LLC, a limited liability company organized under the laws of the State of Indiana (“HCRI-IN” and a “Landlord”), HCRI NORTH CAROLINA PROPERTIES, LLC, a limited liability company organized under the laws of the State of Delaware (“HCRI-NC” and a “Landlord”), HCRI TENNESSEE PROPERTIES, INC., a corporation organized under the laws of the State of Delaware (“HCRI-TN” and a “Landlord”), HCRI TEXAS PROPERTIES, LTD., a limited partnership organized under the laws of the State of Texas (“HCRI-TX” and a “Landlord”), and HCRI WISCONSIN PROPERTIES, LLC, a limited liability company organized under the laws of the State
SUSPENSION, WAIVER AND MODIFICATION AGREEMENTSuspension, Waiver and Modification Agreement • March 31st, 2003 • Alterra Healthcare Corp • Services-social services • Texas
THIS SUSPENSION, WAIVER AND MODIFICATION AGREEMENT (this "Agreement") is entered into as of March 28, 2000, among ALS HOLDINGS, INC., a Delaware corporation and ALS WISCONSIN HOLDINGS, INC., a Delaware corporation (collectively, the "Borrowers"), ALTERRA HEALTHCARE CORPORATION, a Delaware corporation ("Alterra"), BANK UNITED, as agent (in such capacity, the "Agent") for itself and for certain additional Lenders party hereto. Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Financing Agreement.
ContractAlterra Healthcare Corp • March 31st, 2003 • Services-social services
ContractMemorandum of Understanding • March 31st, 2003 • Alterra Healthcare Corp • Services-social services
Upon the earlier of the Plan Effective Date or June 30, 2003, whichever first occurs, Guarantor shall have in place the policies of insurance required under Section 6 of the Lease, as modified by Schedule 2 to the Lease. 3. Section 1 of the Original Memorandum of Understanding is hereby modified and amended by deleting the period at the end of subparagraph (c) and substituting in lieu thereof the following: “;or” and, in addition, adding the following new subparagraph (d): (d) An Event of Default arising under Section 12(d)(ii) or (iii) or Section 12(f)(ii) of the Lease as a result of Guarantor's pledge of the stock of Tenant as security for debtor in possession financing, where (A) such pledge occurs during the pendency of a Conforming Bankruptcy Proceeding and (B) such pledge is expressly subject and subordinate to (i) the Stock Pledge dated October 7, 2002 and (ii) the prior stock pledge of the stock of Tenant given by Guarantor to Landlord and certain affiliates of L
LOAN AGREEMENT by and between POMACY CORPORATION, as Borrower, and SNH ALT MORTGAGED PROPERTIES TRUST, as Lender Dated as of February 28, 2003Loan Agreement • March 31st, 2003 • Alterra Healthcare Corp • Services-social services • Maryland
THIS LOAN AGREEMENT is made and entered as of February 28, 2003, by and between POMACY CORPORATION, a Delaware corporation ("Borrower"), and SNH ALT MORTGAGED PROPERTIES TRUST, a Maryland real estate investment trust ("Lender").
ContractMemorandum of Understanding • March 31st, 2003 • Alterra Healthcare Corp • Services-social services
ContractEmployment Agreement Employment Agreement • March 31st, 2003 • Alterra Healthcare Corp • Services-social services • Washington
FORM OF EMPLOYMENT AGREEMENT EMPLOYMENT AGREEMENT, dated as of June 1, 2002 by and between ALTERRA HEALTHCARE CORPORATION, a Delaware corporation, with offices at 10000 Innovation Drive, Milwaukee, Wisconsin 53226 (the “Company”), and PATRICK F. KENNEDY, residing at 923 16th Avenue East, Seattle, WA 98112 (the “Executive”). WHEREAS, the Executive has served as the President and Chief Executive Officer of the Company, pursuant to a Consulting Services Agreement, dated as of November 1, 2001 between the Company and Holiday Retirement Consulting Services, LLC (the “Prior Agreement”); and WHEREAS, the Company wishes the Executive to continue to serve in these positions pursuant to the terms of this Agreement following the expiration of the term of the Prior Agreement, and the Executive is willing to do so; NOW THEREFORE, in consideration of the mutual promises and agreements set forth below, the Company and the Executive agree as follows: 1. Term. The Company agrees to employ th
ContractMemorandum of Understanding • March 31st, 2003 • Alterra Healthcare Corp • Services-social services
Upon the earlier of the Plan Effective Date or June 30, 2003, whichever first occurs, Guarantor shall have in place the policies of insurance required under Section 6 of the Lease, as modified by Schedule 3 to the Lease. 3. Section 1 of the Original Memorandum of Understanding is hereby modified and amended by deleting the period at the end of subparagraph (c) and substituting in lieu thereof the following: “;or” and, in addition, adding the following new subparagraph (d): (d) An Event of Default arising under Section 12(d)(ii) or (iii) or Section 12(f)(ii) of the Lease as a result of Guarantor's pledge of the stock of Tenant as security for debtor in possession financing, where (A) such pledge occurs during the pendency of a Conforming Bankruptcy Proceeding and (B) such pledge is expressly subject and subordinate to (i) the Stock Pledge and (ii) the subsequent stock pledge of the stock of ALS given by Guarantor to JER/NHP Senior Living Acquisition, LLC dated October 7,
ContractPurchase and Sale Agreement • March 31st, 2003 • Alterra Healthcare Corp • Services-social services • Massachusetts
PURCHASE AND SALE AGREEMENT by and among ALS-VENTURE II, INC. and WYNWOOD OF CHAPEL HILL, LLC, as the Sellers, and SNH ALT LEASED PROPERTIES TRUST, as the Purchaser ___________________________ February 28, 2003
