FIRST AMENDMENT TO OPTION AGREEMENTS, SHORTFALL FUNDING AGREEMENTS AND STOCK PLEDGE AGREEMENTSAgreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities
1 Exhibit 10.46 SCHEDULE TO FORM OF OCWEN DEVELOPMENT AGREEMENT FILED PURSUANT TO INSTRUCTION 2 TO ITEM 601(a) OF REGULATION S-KBalanced Care Corp • September 28th, 1998 • Services-nursing & personal care facilities
1 Exhibit 10.40 SCHEDULE TO FORM OF AHP SHORTFALL FUNDING AGREEMENT FILED PURSUANT TO INSTRUCTION 2 TO ITEM 601(a) OF REGULATION S-KManagement Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities
Exhibit 10.53 SCHEDULE TO FORM OF OCWEN WORKING CAPITAL ASSURANCE AGREEMENT FILED PURSUANT TO INSTRUCTION 2 TO ITEM 601(a) OF REGULATION S-KBalanced Care Corp • September 28th, 1998 • Services-nursing & personal care facilities
Exhibit 10.52 FORM OF WORKING CAPITAL ASSURANCE AGREEMENT (______________________) THIS AGREEMENT is made as of the _______________________, by and between BALANCED CARE CORPORATION, a Delaware corporation, with a principal place of business at 5021...Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities
FORM OF DEVELOPMENT AGREEMENT BETWEEN _______ AND BCC DEVELOPMENT AND MANAGEMENT CO. ________________ _________ __________________Development Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities
------------------- ----------------- --------------------- ------------------- --------------------- Facility Location Term of Lease Land Cost Tradename Security Deposit Additional Security Deposit -------------------------- -------------------...Balanced Care Corp • September 28th, 1998 • Services-nursing & personal care facilities
WITNESSETH:Employment Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities
Exhibit 10.5 SCHEDULE TO FORM OF MEDITRUST LEASEHOLD IMPROVEMENT AGREEMENT FILED PURSUANT TO INSTRUCTION 2 TO ITEM 601(a) OF REGULATION S-KBalanced Care Corp • September 28th, 1998 • Services-nursing & personal care facilities
Exhibit 10.38 OPTION AGREEMENT THIS AGREEMENT ("AGREEMENT") is made as of June 16, 1998 between Assisted Care Operators, LLC, a Delaware limited liability company and Oakhaven Assisted Living, Inc., a California corporation (collectively, the...Option Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities
2 3 The Minimum Rent shall be payable in advance in 12 equal, consecutive monthly installments on the first day of each calendar month during the Term. The parties shall execute an acknowledgment of the calculation of the initial Minimum Rent pursuant...Balanced Care Corp • September 28th, 1998 • Services-nursing & personal care facilities • Alabama
as Lessor ANDFacility Lease Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities • Massachusetts
Exhibit 10.9 SCHEDULE TO FORM OF MEDITRUST SHORTFALL FUNDING AGREEMENT FILED PURSUANT TO INSTRUCTION 2 TO ITEM 601(a) OF REGULATION S-KBalanced Care Corp • September 28th, 1998 • Services-nursing & personal care facilities
AS "LANDLORD" AND AS "TENANT"Lease and Security Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities
1 Exhibit 10.47 FORM OF OPTION AGREEMENT THIS AGREEMENT ("AGREEMENT") is made as of March 31, 1998, between Senior Care Operators, LLC, a Delaware limited liability company and Oakhaven Senior Living, Inc., a California corporation (collectively, the...Form of Option Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities
2 3 The execution of this Agreement by the parties hereto shall be effective to modify and amend the Construction Documents as provided herein and to substitute Assignee for Assignor without further documentation; provided, however, that each of the...Assignment, Assumption and Amendment Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities • Alabama
Exhibit 10.30 FORM OF WORKING CAPITAL ASSURANCE AGREEMENT (_______________________) THIS AGREEMENT is made as of the 26th day of June, 1998, by and among BALANCED CARE CORPORATION, a Delaware corporation, with a principal place of business at 5021...Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities
AMONGLeasehold Improvement Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities
Exhibit 10.8 FORM OF SHORTFALL FUNDING AGREEMENT DATED AS OF JUNE 30, 1998 ____________________________________, a Delaware corporation ("LESSEE") and Balanced Care Corporation, a Delaware corporation ("BCC"), agree as follows:Shortfall Funding Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities • Pennsylvania
FORM OF WORKING CAPITAL ASSURANCE AGREEMENT ------------------------------------------- (____________)Assurance Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities • Massachusetts
1 Exhibit 10.63 SCHEDULE TO FORM OF CAPSTONE SHORTFALL FUNDING AGREEMENT FILED PURSUANT TO INSTRUCTION 2 TO ITEM 601(a) OF REGULATION S-K Facility Location Management Firm ----------------- --------------- Danville, VA BCC at Danville, Inc....Balanced Care Corp • September 28th, 1998 • Services-nursing & personal care facilities
FORM OF WORKING CAPITAL ASSURANCE AGREEMENT (_______)Balanced Care Corp • September 28th, 1998 • Services-nursing & personal care facilities
WITNESSETH:Form of Option Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities • Pennsylvania
Exhibit 10.49 FORM OF SHORTFALL FUNDING AGREEMENT THIS AGREEMENT ("AGREEMENT") is made as of March 31, 1998, by and among __________________________________________, a Delaware limited liability company (the "LESSEE"), the members of Lessee listed on...Form of Shortfall Funding Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities
WORKING CAPITAL ASSURANCE AGREEMENT (MEDINA, OHIO)Capital Assurance Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities • Ohio
RECITALSDevelopment Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities • Alabama
RECITALS:First Series Master Investment Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities • Texas
Exhibit 10.11 SCHEDULE TO FORM OF MEDITRUST WORKING CAPITAL ASSURANCE AGREEMENT FILED PURSUANT TO INSTRUCTION 2 TO ITEM 601(a) OF REGULATION S-KBalanced Care Corp • September 28th, 1998 • Services-nursing & personal care facilities
Date Deposit Pledge Manager Capitalization Of Lessee Agreement Executed Facility Location Amount As Of ------------------------------------------------ ----------------------------------------------------------------------- Anderson, IN January 30,...Balanced Care Corp • September 28th, 1998 • Services-nursing & personal care facilities
1 Exhibit 10.44 SCHEDULE TO FORM OF OCWEN LEASE AGREEMENT FILED PURSUANT TO INSTRUCTION 2 TO ITEM 601(a) OF REGULATION S-KBalanced Care Corp • September 28th, 1998 • Services-nursing & personal care facilities
CONTRACTORS AND/OR SUBCONTRACTORS. Shall mean the General Contractor, Major Subcontractors, other subcontractors and/or sub-subcontractors, as the context may require. -2- 3Form of Development Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities • Pennsylvania
---------------------- --------------------- --------------------------- --------------------------- Lessor Lessee State of Property Manager ------------------------------ ---------------------- --------------------- ---------------------------...Balanced Care Corp • September 28th, 1998 • Services-nursing & personal care facilities
1 Exhibit 10.67 SCHEDULE TO FORM OF CAPSTONE ASSIGNMENT, ASSUMPTION AND AMENDMENT AGREEMENT FILED PURSUANT TO INSTRUCTION 2 TO ITEM 601(a) OF REGULATION S-KBalanced Care Corp • September 28th, 1998 • Services-nursing & personal care facilities
1 Exhibit 10.20 FORM OF FIRST SERIES OPTION AGREEMENT THIS AGREEMENT ("AGREEMENT") is made as of the Documentation Date, between Elder Care Operators, LLC, a Delaware limited liability company and Oakhaven Elder Living, Inc., a California corporation...Form of First Series Option Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities
1 Exhibit 10.36 FORM OF OPTION AGREEMENT THIS AGREEMENT ("AGREEMENT") is made as of ________________, between Assisted Care Operators, LLC, a Delaware limited liability company and Oakhaven Senior Living, Inc., a California corporation (collectively,...Form of Option Agreement • September 28th, 1998 • Balanced Care Corp • Services-nursing & personal care facilities
