Emeritus Corp\wa\ Sample Contracts
LEASE THIS LEASE ("Lease") dated the first day of May, 2003 between HR Acquisition I Corporation, a Maryland corporation, Capstone Capital of Pennsylvania, Inc. and HRT Holdings, Inc., each having its principal office at 3310 West End Avenue, Suite...Lease Agreement • May 9th, 2003 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • Tennessee
EX 10.73.1 EXHIBIT APurchase Agreement • March 30th, 1998 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • New York
WAIVER, CONSENT AND AMENDMENT TO -------------------------------- MANAGEMENT AGREEMENT -------------------- This Waiver, Consent and Amendment to Management Agreement (this "Agreement") is made this 1st day of May 2002 by and among Emeritus Management...Management Agreement • August 14th, 2002 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • Washington
RECITALSPurchase and Sale Agreement • November 7th, 2003 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • Washington
LOAN NO. 07-0004024 LOAN AGREEMENT AMONG GENERAL ELECTRIC CAPITAL CORPORATION, A DELAWARE CORPORATION, AS LENDER AND EMERITUS REALTY II, LLC EMERITUS REALTY III, LLC EMERITUS REALTY V, LLC EMERITUS REALTY VII, LLC EMERITUS REALTY XIV, LLC EMERITUS...Loan Agreement • March 28th, 2003 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • Illinois
EXHIBIT 4.4. REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (the "Agreement"), dated as of December 30, 1999, is made and entered into by and among Emeritus Corporation, a Washington corporation (the "Company"), and Saratoga Partners IV,...Registration Rights Agreement • January 14th, 2000 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • New York
This Second Amendment to Lease Agreement ("Second Amendment") is made effective as of June 30, 2003 (the "Effective Date") by and between HCRI EDDY POND PROPERTIES TRUST, a business trust organized under the laws of the State of Massachusetts...Lease Agreement • November 7th, 2003 • Emeritus Corp\wa\ • Services-nursing & personal care facilities
THE LIMITED LIABILITY COMPANY CREATED BY THIS AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER THE STATE BLUE SKY STATUTES IN THE VARIOUS STATES WHERE THE INTEREST(S) MAY BE OFFERED, AND MAY NOT BE SOLD,...Operating Agreement • May 15th, 1998 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • Washington
LICENSE THIS AGREEMENT is made and entered into as of the 5th day of September,1997 by and between Mississippi Baptist Health Systems, Inc., a not- for-profit Mississippi corporation (hereinafter called "MBHS") and Emeritus Corporation, a Washington...License Agreement • November 14th, 1997 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • Mississippi
EXHIBIT (d)(2) EMERITUS CORPORATION AMENDED AND RESTATED 1995 STOCK INCENTIVE PLAN INCENTIVE STOCK OPTION LETTER AGREEMENTIncentive Stock Option Agreement • May 9th, 2001 • Emeritus Corp\wa\ • Services-nursing & personal care facilities
EX 10.79.8 THE LIMITED LIABILITY COMPANY INTERESTS CREATED BY THIS AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933; AS AMENDED, OR UNDER THE STATE BLUE SKY STATUTES IN THE VARIOUS STATES WHERE THE INTEREST(S) MAY BE OFFERED, AND...Limited Liability Company Agreement • March 30th, 1998 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • Washington
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (this "Agreement") is made as of May 1, 2003 by and among ALCO XI, LLC (the "Tenant"), BCC at Danville, Inc. (the "Manager", and together with the Tenant, collectively, the "Assignor"), and Emeritus Corporation...Assignment and Assumption Agreement • May 9th, 2003 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • Pennsylvania
IN WITNESS WHEREOF, intending to be legally bound hereby, the parties hereto have executed this Agreement on and as of the date first written above. ASSIGNOR: -------- ALCO XI, LLC
Execution Copy GUARANTY This GUARANTY ("Guaranty") is given as of August 15, 2003 ("Effective -------- --------- Date"), by EMERITUS CORPORATION, a Washington corporation, whose address is 3131 Elliott Avenue, Suite 500, Seattle, WA 98121...Guaranty • March 30th, 2004 • Emeritus Corp\wa\ • Services-nursing & personal care facilities
AGREEMENTPurchase and Sale Agreement • April 12th, 2004 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • Washington
THIS SENIOR HOUSING RIDER is attached to and made a part of that certain Loan Agreement dated as of the 26th day of August, 2002, among EMERITUS PROPERTIES XIV, LLC, a Washington limited liability company, ("BORROWER"), EMERITUS CORPORATION, a...Loan Agreement • November 8th, 2002 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • Delaware
IN WITNESS WHEREOF, Borrower and Manager have executed this Senior Housing Rider or have caused the same to be executed by its duly authorized representatives as of the date first written above.
PLEDGE AGREEMENT THIS AGREEMENT is made and entered into as of this 16th day of March, 2004, by EMERITUS CORPORATION, a Washington corporation ("Borrower") for the benefit of U.S. BANK NATIONAL ASSOCIATION ("U.S. Bank"). RECITALS: A. Concurrently with...Pledge Agreement • May 13th, 2004 • Emeritus Corp\wa\ • Services-nursing & personal care facilities
R E C I T A L S: - - - - - - - -Shareholders' Agreement • January 14th, 2000 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • New York
LEASE SINGLE FACILITY WASHINGTON LESSOR - SILVERDALE, INC. AND ESC-SILVERDALE, LLC DATED: AUGUST 15, 2003Lease • March 30th, 2004 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • Washington
SECTION 2.2. Successors and Assigns. The provisions of this Agreement ---------------------- shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns; provided, however, that no assignment of...Investment Agreement • January 14th, 2000 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • New York
This lease ("Lease") is entered into on February 21, 2002 between Sacramento -------------------- County Assisted, LLC ("Landlord"), and RAL, Inc. ("Tenant"), with reference to the following facts:Lease Agreement • August 14th, 2002 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • California
RECITALSPledge and Security Agreement • March 30th, 1998 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • Aurora
This Agreement dated as of this 30th day of September, 2003 is between Emeritus Corporation, a Washington corporation ("Emeritus"), Emeritus Management LLC and Emeritus Management I LP (collectively with Emeritus, the "Managers"), and the Sellers as...Master Agreement • October 14th, 2003 • Emeritus Corp\wa\ • Services-nursing & personal care facilities
AGREEMENT TO PROVIDE MANAGEMENT SERVICES TO ASSISTED LIVING FACILITY This Agreement made as of the 16th day of February, 2003, by and between Royalton/Kent, LLC, a Washington limited liability company ("Licensee") and Emeritus Corporation, a...Management Services Agreement • March 30th, 2004 • Emeritus Corp\wa\ • Services-nursing & personal care facilities
BETWEENLoan Agreement • October 14th, 2003 • Emeritus Corp\wa\ • Services-nursing & personal care facilities
TERM LOAN AGREEMENT Dated: As of May 1, 1997 Between EMERITUS PROPERTIES V, INC. ("Borrower") and FLEET NATIONAL BANK ("Lender") $26,000,000 TERM LOAN SECURED BY PROPERTY LOCATED IN NEW PORT RICHEY, ENGLEWOOD AND ALTAMONTE SPRINGS, FLORIDA LOAN...Term Loan Agreement • July 14th, 1997 • Emeritus Corp\wa\ • Services-nursing & personal care facilities
and AURORA BAY INVESTMENTS, L.L.C. Dated as of January 7,1998 CREDIT AGREEMENTCredit Agreement • March 30th, 1998 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • Washington
THE PARTNERSHIP INTERESTS ISSUED UNDER THIS DOCUMENT HAVE NOT .BEEN REGISTERED UNDER ANY FEDERAL OR STATE SECURITIES LAW, INCLUDING THE SECURITIES ACT OF 1933, AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH...Limited Partnership Agreement • May 15th, 1998 • Emeritus Corp\wa\ • Services-nursing & personal care facilities
AGREEMENT ---------Preferred Stock Purchase Agreement • January 14th, 2000 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • New York
PURCHASE AND SALE AGREEMENT (BARRINGTON PLACE) by and between EMERITUS PROPERTIES I, INC. ("Seller") and BAYSIDE HEALTH GROUP LLC (Purchaser") PURCHASE AND SALE AGREEMENT (BARRINGTON PLACE) This Purchase and Sale Agreement ("Agreement") is made and...Purchase and Sale Agreement • May 15th, 1998 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • Washington
This credit agreement is made and entered into as of the 16th day of March, 2004, by and between U.S. BANK NATIONAL ASSOCIATION, a national banking association ("U.S. Bank"), and EMERITUS CORPORATION, a Washington corporation ("Borrower"). Words and...Credit Agreement • May 13th, 2004 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • Washington
NOW, THEREFORE, in consideration of the foregoing premises and the mutual covenants of the parties set forth herein, IT IS HEREBY AGREED TO AS FOLLOWS: AGREEMENT 1. ENGAGEMENT OF ACORN. RALLC does hereby retain Acorn to provide the Marketing Services...Marketing Agreement • August 14th, 1998 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • Washington
Exhibit 10.1 EXTENSION AGREEMENT THIS EXTENSION AGREEMENT (this "Agreement"), dated as of May 31, 2001, is made by and between EMERITUS PROPERTIES II, INC., EMERITUS PROPERTIES V, INC., EMERITUS PROPERTIES VII, INC., each a Washington corporation (the...Extension Agreement • July 18th, 2001 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • New York
EMERITUS CORPORATIONRevolving Note • May 13th, 2004 • Emeritus Corp\wa\ • Services-nursing & personal care facilities
This Note is the Note referred to in the Credit Agreement and as such is entitled to all of the benefits and obligations specified in the Credit Agreement, including but not limited to any Collateral and any conditions to making advances hereunder. Terms defined in the Credit Agreement are used herein with the same meanings. Reference is made to the Credit Agreement for provisions for the repayment of this Note and the acceleration of the maturity hereof.
I. ASSIGNMENT ---------- ALS hereby assigns, transfers and conveys to Emeritus XVI, and Emeritus XVI hereby takes and assumes from ALS, all of ALS's right, title and interest in and to the Original Lease, free and clear of all liens and encumbrances...Lease Agreement • January 14th, 2004 • Emeritus Corp\wa\ • Services-nursing & personal care facilities
AGREEMENTPurchase and Sale Agreement • August 14th, 2002 • Emeritus Corp\wa\ • Services-nursing & personal care facilities • Mississippi