0001017062-03-000584 Sample Contracts

LOAN AGREEMENT
Loan Agreement • March 28th, 2003 • Arv Assisted Living Inc • Services-nursing & personal care facilities • California
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DEBT SERVICE RESERVE ESCROW AND SECURITY AGREEMENT
Service Reserve Escrow and Security Agreement • March 28th, 2003 • Arv Assisted Living Inc • Services-nursing & personal care facilities

THIS DEBT SERVICE RESERVE ESCROW AND SECURITY AGREEMENT (this “Agreement”), dated as of July 11, 2002, is by and between ARV HILLCREEK, LLC, a California limited liability company, (herein, the “Borrower”), and GMAC COMMERCIAL MORTGAGE CORPORATION, a California corporation (together with its successors, transferees and assignees, the “Lender”).

THIRD AMENDMENT TO RIGHTS AGREEMENT
Rights Agreement • March 28th, 2003 • Arv Assisted Living Inc • Services-nursing & personal care facilities • Delaware

THIS THIRD AMENDMENT TO RIGHTS AGREEMENT (this “Amendment”), dated as of October 1, 2002, is made by and between ARV ASSISTED LIVING, INC., a Delaware corporation (the “Company”), and CONTINENTAL STOCK TRANSFER & TRUST COMPANY (the “Rights Agent”).

PAYMENT AND PERFORMANCE GUARANTY AGREEMENT
Payment and Performance Guaranty Agreement • March 28th, 2003 • Arv Assisted Living Inc • Services-nursing & personal care facilities

THIS PAYMENT AND PERFORMANCE GUARANTY AGREEMENT (this “Guaranty”) is made as of the 11th day of July, 2002, by ARV ASSISTED LIVING, INC., a Delaware corporation (“Guarantor”), for the benefit of GMAC COMMERCIAL MORTGAGE CORPORATION, a California corporation (including its successors, transferees and assigns, “Lender”).

DEED OF TRUST, FIXTURE FILING AND SECURITY AGREEMENT
Fixture Filing and Security Agreement • March 28th, 2003 • Arv Assisted Living Inc • Services-nursing & personal care facilities

THIS DEED OF TRUST AND SECURITY AGREEMENT (this “Security Instrument”), is made as of the 11th day of July, 2002, by ARV HILLCREEK, LLC, a California limited liability company (“Trustor”), whose address is 245 Fischer Avenue, Suite D-1, Costa Mesa, California 92626-4539, to First American Title Company of Los Angeles (“Trustee”), whose address is 520 North Central Avenue, Glendale, California 91203, for the benefit of GMAC COMMERCIAL MORTGAGE CORPORATION, a California corporation (together with its successors and assigns, “Beneficiary”), whose address is 200 Witmer Road, P.O. Box 1015, Horsham, Pennsylvania 19044-8015.

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