ANDLease Agreement • March 20th, 1997 • Integrated Living Communities Inc • Services-skilled nursing care facilities • Alabama
1 EXHIBIT 2 AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • June 5th, 1997 • Integrated Living Communities Inc • Services-skilled nursing care facilities • Delaware
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 13th, 1997 • Integrated Living Communities Inc • Services-skilled nursing care facilities • Virginia
Draft of September 30, 1996 4,200,000 SHARES INTEGRATED LIVING COMMUNITIES, INC. COMMON STOCK UNDERWRITING AGREEMENTIntegrated Living Communities Inc • October 1st, 1996 • Services-skilled nursing care facilities • New York
SUBORDINATION AGREEMENT THIS SUBORDINATION AGREEMENT (this "Agreement") dated as of April 9, 1997, is by and among NATIONSBANK, N.A. (SOUTH), as Agent for and on behalf of the Lenders under and in connection with the Senior Bank Credit Agreement as...Subordination Agreement • May 14th, 1997 • Integrated Living Communities Inc • Services-skilled nursing care facilities • Florida
CREDIT AGREEMENTCredit Agreement • May 14th, 1997 • Integrated Living Communities Inc • Services-skilled nursing care facilities • Florida
RECITALSSecurity Agreement • May 14th, 1997 • Integrated Living Communities Inc • Services-skilled nursing care facilities • Florida
BETWEENLease Agreement • May 14th, 1997 • Integrated Living Communities Inc • Services-skilled nursing care facilities • Kansas
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 13th, 1997 • Integrated Living Communities Inc • Services-skilled nursing care facilities • Virginia
L E A S EIntegrated Living Communities Inc • November 15th, 1996 • Services-skilled nursing care facilities
ANDAgreement • March 20th, 1997 • Integrated Living Communities Inc • Services-skilled nursing care facilities • Alabama
REVOLVING CREDIT NOTE --------------------- $2,400,000.00 DATED: OCTOBER 10, 1996 FOR VALUE RECEIVED, the undersigned, INTEGRATED LIVING COMMUNITIES, INC., a Delaware corporation (the "Maker") hereby unconditionally promises to pay to the order of...Credit Note • November 15th, 1996 • Integrated Living Communities Inc • Services-skilled nursing care facilities
This Note shall bear interest from its date until maturity on the principal amount outstanding from time to time hereunder (calculated on the basis of a 360-day year of twelve 30-day months) at a rate per annum equal to fourteen (14%) percent. Each installment when paid shall be applied first to the payment of all accrued interest and the balance shall be applied to principal.
2 - 3 5. Representations and Warranties of the Company. The Company hereby represents and warrants to Parent and Sub as follows:Form Merger Option Agreement • June 5th, 1997 • Integrated Living Communities Inc • Services-skilled nursing care facilities • Delaware
REVOLVING CREDIT NOTE Date: April 30, 1997 Maturity Date: April 30, 1998 Amount: $5,000,000 Lender: Integrated Health Services, Inc. 10065 Red Run Boulevard Owings Mills, MD 21117 Borrower: Integrated Living Communities, Inc. 24850 Old 41 Road, Suite...Revolving Credit Note • May 14th, 1997 • Integrated Living Communities Inc • Services-skilled nursing care facilities • Florida
1 [ILC Logo] June 5, 1997 Dear Fellow Stockholder: By now, most of you probably are aware that Integrated Living Communities, Inc. entered into a merger agreement providing for the acquisition of ILC by Whitehall Street Real Estate Limited Partnership...Integrated Living Communities Inc • June 5th, 1997 • Services-skilled nursing care facilities
CONTRACT OF ACQUISITIONContract of Acquisition • November 15th, 1996 • Integrated Living Communities Inc • Services-skilled nursing care facilities
RECITALS --------Management Agreements Acquisition Agreement • February 13th, 1997 • Integrated Living Communities Inc • Services-skilled nursing care facilities • Virginia
AMENDED UNSECURED CREDIT NOTE Date: April 30, 1997 Maturity Date: November 20, 1998 Amount: $2,870,853.00 Lender: Integrated Health Services, Inc. 10065 Red Run Boulevard Owings Mills, MD 21117 Borrower: Integrated Living Communities, Inc . 24850 Old...Credit Note • May 14th, 1997 • Integrated Living Communities Inc • Services-skilled nursing care facilities • Florida
