GUARANTYGuaranty • August 7th, 2012 • Adcare Health Systems Inc • Services-skilled nursing care facilities • Georgia
SECURITY AGREEMENTSecurity Agreement • August 7th, 2012 • Adcare Health Systems Inc • Services-skilled nursing care facilities • Georgia
This Security Agreement (hereinafter called “Agreement”) is between MT. V PROPERTY HOLDINGS, LLC (the “Debtor”) and METRO CITY BANK (hereinafter called “Secured Party”).
MORTGAGE AND SECURITY AGREEMENTMortgage and Security Agreement • August 7th, 2012 • Adcare Health Systems Inc • Services-skilled nursing care facilities • Georgia
This Mortgage and Security Agreement (the “Mortgage”), dated 8th day of June 2012, between MT. V PROPERTY HOLDINGS, LLC (hereinafter referred to as “Mortgagor”) whose mailing address is 3050 Peachtree Road, NW, Suite 355, Two Buckhead Plaza, Atlanta, Georgia 30305, and Metro City Bank, the address of which is 5441 Buford Highway, Suite 109, Atlanta, GA 30340, (hereinafter “Mortgagee”).
PROMISSORY NOTEPromissory Note • August 7th, 2012 • Adcare Health Systems Inc • Services-skilled nursing care facilities • Illinois
ASSIGNMENT OF LEASES AND RENTSAssignment of Leases and Rents • August 7th, 2012 • Adcare Health Systems Inc • Services-skilled nursing care facilities • Georgia
THIS ASSIGNMENT, made and entered into as of this 8th day of June, 2012, between MT. V PROPERTY HOLDINGS, LLC, a limited liability company duly organized, existing and in good standing under the laws of the State of Georgia and authorized to transact business in Arkansas, whose mailing address is 3050 Peachtree Road, NW, Suite 355, Two Buckhead Plaza, Atlanta, Georgia 30305 (hereinafter referred to as “Borrower”), and METRO CITY BANK, the address of which is 5441 Buford Highway, Suite 109, Atlanta, GA 30340 (hereinafter referred to as “Lender”);
LOAN AGREEMENTLoan Agreement • August 7th, 2012 • Adcare Health Systems Inc • Services-skilled nursing care facilities • Georgia
THIS LOAN AGREEMENT, made and entered into this 8th day of June, 2012, by and between MT. V PROPERTY HOLDINGS, LLC (the “Borrower”) and METRO CITY BANK (“Lender”).
GUARANTY OF PAYMENT AND PERFORMANCEGuaranty of Payment and Performance • August 7th, 2012 • Adcare Health Systems Inc • Services-skilled nursing care facilities • Illinois
THIS GUARANTY OF PAYMENT AND PERFORMANCE dated as of July 2, 2012 (this “Guaranty”), is executed by GLENVUE H&R NURSING, LLC, a Georgia limited liability company (the “Operator”), and ADCARE HEALTH SYSTEMS, INC., an Ohio corporation (“AdCare”) (the Operator and AdCare being sometimes referred to herein collectively as the “Guarantors”), jointly and severally, to and for the benefit of THE PRIVATEBANK AND TRUST COMPANY, an Illinois banking corporation (the “Lender”).
LOAN AGREEMENTLoan Agreement • August 7th, 2012 • Adcare Health Systems Inc • Services-skilled nursing care facilities • Georgia
THIS LOAN AGREEMENT, made and entered into this 8th day of June, 2012, by and between MT. V PROPERTY HOLDINGS, LLC (the “Borrower”), MOUNTAIN VIEW NURSING, LLC and AdCare Health Systems, Inc. (collectively “Guarantor” or “Guarantors”) and Economic Development Corporation of Fulton County (“Lender” or “CDC”).
PURCHASE AGREEMENTPurchase Agreement • August 7th, 2012 • Adcare Health Systems Inc • Services-skilled nursing care facilities • Georgia
THIS PURCHASE AGREEMENT (this “Agreement”), dated as of the 4th day of June, 2012 (the “Effective Date”), is made by and between JRT Group Properties, LLC, a Georgia limited liability company (“Seller”) and AdCare Hembree Road Property, LLC, a Georgia limited liability company (“Purchaser”).
LOAN AGREEMENT Dated as of July 2, 2012 by and between GLENVUE H&R PROPERTY HOLDINGS, LLC, a Georgia limited liability company, as Borrower and THE PRIVATEBANK AND TRUST COMPANY, an Illinois banking corporation, as LenderLoan Agreement • August 7th, 2012 • Adcare Health Systems Inc • Services-skilled nursing care facilities • Illinois
THIS LOAN AGREEMENT dated as of July 2, 2012 (this “Agreement”), is executed by and between GLENVUE H&R PROPERTY HOLDINGS, LLC, a Georgia limited liability company (“Borrower”), and THE PRIVATEBANK AND TRUST COMPANY, an Illinois banking corporation (“Lender”).
NOTE PURCHASE AGREEMENT April 12, 2012Note Purchase Agreement • August 7th, 2012 • Adcare Health Systems Inc • Services-skilled nursing care facilities • New Jersey
EMPLOYMENT AGREEMENT between AdCare Health Systems, Inc. (the “Company”) and Martin D. Brew (the “Officer”)Employment Agreement • August 7th, 2012 • Adcare Health Systems Inc • Services-skilled nursing care facilities • Georgia
The Company employs the Officer as of the Effective Date as Senior Vice President, Chief Financial Officer and Treasurer of the Company and desire to enter into this Agreement to reflect the terms and conditions of the Officer’s employment.
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • August 7th, 2012 • Adcare Health Systems Inc • Services-skilled nursing care facilities
THIS FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (“First Amendment”) is made and entered into as of May 15, 2012, by and between WESTLAKE NURSING HOME LIMITED, an Oklahoma Limited Partnership (“Seller”) and ADCARE PROPERTY HOLDINGS, LLC, an Ohio limited liability company or its permitted assigns (“Purchaser”).
AMENDMENTOption Agreement • August 7th, 2012 • Adcare Health Systems Inc • Services-skilled nursing care facilities
This Amendment (this “Amendment”) is made and entered into as of the 22nd day of June, 2012 (the “Effective Date”) by and between Christopher F. Brogdon (“Seller”) and Hearth & Home of Ohio, Inc., an Ohio corporation (“Purchaser”).
SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • August 7th, 2012 • Adcare Health Systems Inc • Services-skilled nursing care facilities
This Second Amendment to Purchase and Sale Agreement (this “Amendment”) is made and entered into as of June 19, 2012 (the “Effective Date”) by and among: F & F VENTURES, LLC, an Oklahoma limited liability company, TULSA CHRISTIAN CARE, INC., d.b.a. COMPANIONS SPECIALIZED CARE CENTER, an Oklahoma corporation, GEORGE PERRY FARMER, JR., and JESSICA L. FARMER (collectively, “Seller”) and ADCARE PROPERTY HOLDINGS, LLC, an Ohio limited liability company or its permitted assigns (“Purchaser”).
BOND PURCHASE AGREEMENT THE CITY OF SPRINGFIELD, OHIO First Mortgage Revenue Bonds (Eaglewood Property Holdings, LLC Project) Series 2012A and THE CITY OF SPRINGFIELD, OHIO First Mortgage Revenue Bonds (Eaglewood Property Holdings, LLC Project)...Bond Purchase Agreement • August 7th, 2012 • Adcare Health Systems Inc • Services-skilled nursing care facilities • Ohio
DEED TO SECURE DEBT, SECURITY AGREEMENT AND ASSIGNMENT OF LEASES AND RENTS from GLENVUE H&R PROPERTY HOLDINGS, LLC, a Georgia limited liability company to THE PRIVATEBANK AND TRUST COMPANY, an Illinois banking corporation Dated as of July 2, 2012Deed to Secure Debt, Security Agreement and Assignment of Leases and Rents • August 7th, 2012 • Adcare Health Systems Inc • Services-skilled nursing care facilities • Georgia
THIS DEED TO SECURE DEBT, SECURITY AGREEMENT AND ASSIGNMENT OF LEASES dated as of July 2, 2012 (this “Deed to Secure Debt”), is executed by GLENVUE H&R PROPERTY HOLDINGS, LLC, a Georgia limited liability company (the “Grantor”), whose address is Two Buckhead Plaza, 3050 Peachtree Road NW, Suite 355, Atlanta, Georgia 30305, to and for the benefit of THE PRIVATEBANK AND TRUST COMPANY, an Illinois banking corporation (the “Grantee”), whose address is 120 South LaSalle Street, Chicago, Illinois, 60603.
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • August 7th, 2012 • Adcare Health Systems Inc • Services-skilled nursing care facilities • Oklahoma
This ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”) is made and entered into as of July 1, 2012 (the “Effective Date”) by and between WESTLAKE NURSING HOME LIMITED PARTNERSHIP, an Oklahoma limited partnership (“Assignor”), and QC PROPERTY HOLDINGS, LLC, a Georgia limited liability company (“Assignee”).
LOAN AGREEMENT AND INDENTURE OF FIRST MORTGAGE Dated as of September 1, 1986 By and Among OKLAHOMA COUNTY INDUSTRIAL AUTHORITY and WESTLAKE NURSING HOME LIMITED PARTNERSHIP, an Oklahoma limited partnership and THE LIBERTY NATIONAL BANK AND TRUST...Loan Agreement and Indenture of First Mortgage • August 7th, 2012 • Adcare Health Systems Inc • Services-skilled nursing care facilities • Oklahoma
THIS LOAN AGREEMENT AND INDENTURE OF FIRST MORTGAGE [the “Loan Agreement”], dated as of September 1, 1986, by and among the Trustees of the OKLAHOMA COUNTY INDUSTRIAL AUTHORITY [“Authority”], a public trust created for the benefit of the County of Oklahoma, Oklahoma [the “County”]; WESTLAKE NURSING HOME LIMITED PARTNERSHIP, an Oklahoma limited partnership [“Owner”]; and THE LIBERTY NATIONAL BANK AND TRUST COMPANY OF OKLAHOMA CITY, Oklahoma City, Oklahoma, acting as Trustee [“Trustee”] under the Bond Indenture [“Indenture”] of even date herewith by and between the Authority and Trustee, securing the Trustees’ of the Oklahoma County Industrial Authority $4,000,000 Industrial Development Revenue Bonds, 1986 Series A (Westlake Nursing Center Project), dated September 1, 1986 [herein the “Bonds”].
ContractModification Agreement • August 7th, 2012 • Adcare Health Systems Inc • Services-skilled nursing care facilities • Arkansas
