Exhibit 10.2 THIRD AMENDMENT TO PROMISSORY NOTE THIS THIRD AMENDMENT TO PROMISSORY NOTE (this "Third Amendment") is entered into as of the 1st day of December, 2002, by and between DIVERSICARE ASSISTED LIVING SERVICES NC II, LLC, a Delaware limited...Advocat Inc • May 14th, 2003 • Services-skilled nursing care facilities
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
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
AS ISSUER ANDHarborside Healthcare Corp • August 26th, 1998 • Services-skilled nursing care facilities • New York
CONSULTING AGREEMENTConsulting Agreement • March 26th, 1996 • Beverly Enterprises Inc /De/ • Services-skilled nursing care facilities • Arkansas
1 EXHIBIT 10.30 AGREEMENT made as of December 8, 1995 between BEVERLY ENTERPRISES, INC., a Delaware corporation (the "Company"), and Robert D. Woltil (the "Executive"). WHEREAS, the Company desires to assure itself of the management services of the...Agreement • March 26th, 1996 • Beverly Enterprises Inc /De/ • Services-skilled nursing care facilities • Florida
2.5% CONVERTIBLE SENIOR SUBORDINATED DEBENTURES DUE 2025Purchase Agreement • May 10th, 2005 • Genesis Healthcare Corp • 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
WITNESSETH:Pledge Agreement • March 28th, 2003 • Beverly Enterprises Inc • Services-skilled nursing care facilities • New York
BACKGROUNDManagement Agreement • August 23rd, 2002 • Mariner Health Care Inc • Services-skilled nursing care facilities • Georgia
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
MONUMENT HILL GENERAL WARRANTY DEEDOption Agreement • August 25th, 1998 • Sycamore Park Convalescent Hospital • Services-skilled nursing care facilities
RECITALS:Participation Agreement • March 28th, 2003 • Beverly Enterprises Inc • Services-skilled nursing care facilities • New York
AMONGAgreement and Plan of Merger • 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, 2006Agreement and Plan of Merger • May 15th, 2006 • American Retirement Corp • Services-skilled nursing care facilities • Delaware
W I T N E S S E T HSupplemental Indenture • May 10th, 2005 • Genesis Healthcare Corp • 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
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
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
CONFORMED COPY AGREEMENT AND PLAN OF MERGER by and among SUN HEALTHCARE GROUP, INC., SUNREG ACQUISITION CORP.Agreement and Plan of Merger • October 23rd, 1997 • Sun Healthcare Group Inc • Services-skilled nursing care facilities • Delaware
RECITALSAsset Purchase Agreement • April 6th, 2005 • Fbo Air, Inc. • Services-skilled nursing care facilities • California
1 Exhibit 4.1 THIRD AMENDMENT TO 364 DAY CREDIT AGREEMENTCredit Agreement • November 9th, 2000 • Manor Care Inc • Services-skilled nursing care facilities • New York
FORM OF GENESIS HEALTHCARE CORPORATION and [Name of Rights Agent]Rights Agreement • October 10th, 2003 • Genesis Healthcare Corp • Services-skilled nursing care facilities • Pennsylvania
EXHIBIT 4.2 AMENDED AND RESTATED STOCKHOLDERS AGREEMENT AMENDED AND RESTATED STOCKHOLDERS AGREEMENT (the "Agreement"), dated as of November 4, 1997, amended as of April 13, 1998 and amended and restated as of November __, 1998 (the "Amended and...Stockholders Agreement • December 29th, 1998 • Mariner Post Acute Network Inc • Services-skilled nursing care facilities • Delaware
RECITALS:Asset Purchase Agreement • August 9th, 2006 • Advocat Inc • Services-skilled nursing care facilities
and UNITED STATES TRUST COMPANY OF NEW YORK, as Warrant AgentWarrant Agreement • August 14th, 2001 • Harborside Healthcare Corp • Services-skilled nursing care facilities • New York
1 ___% Convertible Subordinated Debentures Due 2002 UNDERWRITING AGREEMENT New York, New York September __, 1997 SCHRODER & CO. INC. As Underwriter Equitable Center 787 Seventh Avenue New York, New York 10019-6016 Ladies and Gentlemen: AMERICAN...Underwriting Agreement • September 23rd, 1997 • American Retirement Corp • Services-skilled nursing care facilities
