ARTICLE II REGISTRATION RIGHTSRegistration Rights Agreement • December 29th, 1998 • Mariner Post Acute Network Inc • Services-skilled nursing care facilities • Georgia
AMONGCredit Agreement • June 28th, 2004 • Villa Pines Care LLC • Services-skilled nursing care facilities • New York
ARTICLE 1 AGREEMENT OF PURCHASE AND SALE 1 1.1 AGREEMENT. 1 1.2 CLOSING. 1 1.3 DELIVERY AND PAYMENT. 1 1.4 DELIVERIES AT CLOSING. 1 ARTICLE 2 REPRESENTATIONS AND WARRANTIES OF BUYER 2 2.1 DUE ORGANIZATION 3 2.2 DUE AUTHORIZATION; NO CONFLICTS. 3 2.3...Stock Purchase Agreement • May 28th, 2002 • Phoenix Group Corp • Services-skilled nursing care facilities • Delaware
EXECUTED VERSION BEVERLY ENTERPRISES, INC. as Issuer AND EACH OF THE GUARANTORS PARTY HERETO 7 7/8% SENIOR SUBORDINATED NOTES DUE 2014 INDENTURE Dated as of June 25, 2004 BNY Midwest Trust Company, as Trustee TABLE OF CONTENTSIndenture • August 9th, 2004 • Beverly Enterprises Inc • Services-skilled nursing care facilities • New York
EXHIBIT 1.1 U.S. $250,000,000 MANOR CARE, INC. MEDIUM-TERM NOTES, SERIES A DISTRIBUTION AGREEMENTDistribution Agreement • November 27th, 1996 • Manor Care Inc/New • Services-skilled nursing care facilities • New York
RECITALS --------Severance Agreement • March 29th, 2000 • Manor Care Inc • Services-skilled nursing care facilities • Delaware
PARTICIPATION AGREEMENT Dated as of July 29, 1998 among CENTENNIAL HEALTHCARE CORPORATION, as the Construction Agent and as the Lessee, THE VARIOUS PARTIES HERETO FROM TIME TO TIME, as the Guarantors, FIRST SECURITY BANK, NATIONAL ASSOCIATION, not...Participation Agreement • November 17th, 1998 • Centennial Healthcare Corp • Services-skilled nursing care facilities • North Carolina
SECOND AMENDED AND RESTATED LEASE AGREEMENT (Clearwater Health & Rehabilitation) THIS SECOND AMENDED AND RESTATED LEASE AGREEMENT (the "Lease") is made and entered into as of the 1st day of October 1, 1998, effective as of the Commencement Date, by...Lease Agreement • November 17th, 1998 • Centennial Healthcare Corp • Services-skilled nursing care facilities • Idaho
THIRD AMENDMENT TO CREDIT AGREEMENT, FIRST AMENDMENT TO COLLATERAL AGREEMENTCredit Agreement • April 2nd, 2001 • Harborside Healthcare Corp • Services-skilled nursing care facilities • New York
EXECUTION VERSION EXTENDICARE HEALTH SERVICES, INC. 9 1/2% SENIOR NOTES DUE 2010 PURCHASE AGREEMENTPurchase Agreement • July 30th, 2002 • Gallipolis Care LLC • Services-skilled nursing care facilities • New York
This VOTING AGREEMENT (this "Agreement"), dated as of July 28, 2002, is --------- by and among Kevin B. Shaw (the "Stockholder"), NCS HealthCare, Inc., a Delaware ----------- corporation (the "Company"), and Genesis Health Ventures, Inc., a...Voting Agreement • July 29th, 2002 • Genesis Health Ventures Inc /Pa • Services-skilled nursing care facilities • Delaware
EXHIBIT 10.5 PLEDGE AGREEMENT PLEDGE AGREEMENT dated as of October 24, 2002 among FIVE STAR QUALITY CARE TRUST and FIVE STAR QUALITY CARE HOLDINGS CO., INC. (each, together with its successors and assigns, a "Grantor" and, collectively, the...Pledge Agreement • November 14th, 2002 • Five Star Quality Care Inc • Services-skilled nursing care facilities • New York
BACKGROUNDManagement Agreement • August 23rd, 2002 • Mariner Health Care Inc • Services-skilled nursing care facilities • Georgia
TrusteeFirst Supplemental Indenture • April 15th, 1997 • Theratx Inc /De/ • Services-skilled nursing care facilities • New York
RECITALS:Stock Purchase Agreement • March 10th, 2000 • Phoenix Heathcare Corp • Services-skilled nursing care facilities • Texas
EXHIBIT 10.3 LOAN AND SECURITY AGREEMENT Dated as of October 24, 2002Loan and Security Agreement • November 14th, 2002 • Five Star Quality Care Inc • Services-skilled nursing care facilities • New York
Exhibit 10.4 EMPLOYMENT AGREEMENT AGREEMENT dated March 31, 2005, between Tech Aviation Service, Inc. (the "Company"), and Frank E. Paczewski (the "Employee"). 1) EMPLOYMENT. The Company employs the Employee and the Employee accepts employment upon...Employment Agreement • April 6th, 2005 • Fbo Air, Inc. • Services-skilled nursing care facilities • Pennsylvania
FOUNTAIN VIEW, INC. THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 30th, 2000 • Fountain View Inc • Services-skilled nursing care facilities • Illinois
RECITALS:Participation Agreement • March 28th, 2003 • Beverly Enterprises Inc • Services-skilled nursing care facilities • New York
AMONGMerger Agreement • July 2nd, 2004 • Mariner Health Care Inc • Services-skilled nursing care facilities • Delaware
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER DATED AS OF MAY 12, 2006Merger Agreement • May 15th, 2006 • American Retirement Corp • Services-skilled nursing care facilities • Delaware
FORM OF UNDERWRITING AGREEMENT FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • November 29th, 2004 • Five Star Quality Care Inc • Services-skilled nursing care facilities • New York
WITNESETHSupplemental Indenture • August 9th, 2004 • Beverly Enterprises Inc • Services-skilled nursing care facilities • New York
EXHIBIT 10.33 SKILLED HEALTHCARE GROUP, INC. 2004 EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENT Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Stock Option Agreement. I. NOTICE OF STOCK...Stock Option Agreement • May 14th, 2004 • Skilled Healthcare Group Inc • Services-skilled nursing care facilities • California
BY AND AMONG THE PURCHASERS LISTED UPON THE SIGNATURE PAGE HEREOF, AS PURCHASERS,Purchase and Sale Agreement • November 29th, 2004 • Five Star Quality Care Inc • Services-skilled nursing care facilities • Massachusetts
INDENTUREIndenture • May 7th, 2002 • Mariner Post Acute Network Inc • Services-skilled nursing care facilities • Georgia
Between THE ENTITIES LISTED ON SCHEDULE I ANNEXED HERETO, as Borrower and COLUMN FINANCIAL, INC., as LenderLoan Agreement • November 14th, 2003 • Skilled Healthcare Group Inc • Services-skilled nursing care facilities • New York
AGREEMENTSStock Option Agreement • April 1st, 2002 • Harborside Healthcare Corp • Services-skilled nursing care facilities • New York
EXHIBIT 10.1 FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENT FIRST AMENDMENT dated as of September 21, 2000 ("First Amendment") among SUN HEALTHCARE GROUP, INC. ("SHG") and EACH OF ITS SUBSIDIARIES WHICH ARE BORROWERS UNDER THE FINANCING AGREEMENT (as...Revolving Credit Agreement • November 1st, 2000 • Sun Healthcare Group Inc • Services-skilled nursing care facilities • New York
RECITALSPurchase Agreement • September 22nd, 2003 • Greenbriar Corp • Services-skilled nursing care facilities • Texas
EQUITY INCENTIVE PLAN OF MANOR CARE, INC.Non-Qualified Stock Option Agreement • March 4th, 2005 • Manor Care Inc • Services-skilled nursing care facilities • Delaware
EXHIBIT 10.7 LEASE AGREEMENT by and between FREEDOM PLAZA LIMITED PARTNERSHIP an Arizona limited partnershipLease Agreement • August 14th, 2002 • American Retirement Corp • Services-skilled nursing care facilities • Arizona
CONFORMED COPY AGREEMENT AND PLAN OF MERGER by and among SUN HEALTHCARE GROUP, INC., SUNREG ACQUISITION CORP.Merger Agreement • August 1st, 1997 • Regency Health Services Inc • Services-skilled nursing care facilities • Delaware
LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF BAY CREST CARE CENTER, LLC A DELAWARE LIMITED LIABILITY COMPANYOperating Agreement • October 10th, 2006 • Leasehold Resource Group LLC • Services-skilled nursing care facilities • Delaware
RECITALSAsset Purchase Agreement • April 6th, 2005 • Fbo Air, Inc. • Services-skilled nursing care facilities • California
