SENIOR UNSUBORDINATED AND UNSECURED NOTESenior Unsubordinated and Unsecured Note • February 4th, 2005 • Extendicare Health Services Inc • Services-skilled nursing care facilities
FOR VALUE RECEIVED, the undersigned, Extendicare Health Services, Inc., a Delaware corporation, 111 West Michigan Street, Milwaukee, WI 53203-2903 (“Borrower”), promises to pay to the order of Extendicare Holdings, Inc., a Wisconsin corporation, 111 West Michigan Street, Milwaukee, WI 53203-2903 (“Lender”) or its assignee, the principal sum of $55,000,000.00, together with interest thereon as hereinafter provided.
MEMORANDUM OF UNDERSTANDINGMemorandum of Understanding • February 4th, 2005 • Extendicare Health Services Inc • Services-skilled nursing care facilities • New York
Now, therefore, taking the foregoing Background into account, and in consideration of the mutual covenants, agreements and conditions set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:
SECOND AMENDMENTSecond Amendment • February 4th, 2005 • Extendicare Health Services Inc • Services-skilled nursing care facilities • New York
SECOND AMENDMENT, dated as of January 28, 2005 (this “Amendment”), to the Second Amended and Restated Credit Agreement, dated as of April 22, 2004 (as amended, supplemented or otherwise modified, the “Credit Agreement”), among EXTENDICARE HOLDINGS, INC., a Wisconsin corporation (“Holdings”), EXTENDICARE HEALTH SERVICES, INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to the Credit Agreement, US BANK, NATIONAL ASSOCIATION, as syndication agent, GENERAL ELECTRIC CAPITAL CORPORATION, RESIDENTIAL FUNDING CORPORATION and LASALLE BANK NATIONAL ASSOCIATION, as co-documentation agents, and LEHMAN COMMERCIAL PAPER INC., as administrative agent (in such capacity, the “Administrative Agent”).
FIRST AMENDMENTFirst Amendment • February 4th, 2005 • Extendicare Health Services Inc • Services-skilled nursing care facilities • New York
FIRST AMENDMENT, dated as of November 2, 2004 (this “Amendment”), to the Second Amended and Restated Credit Agreement, dated as of April 22, 2004 (as amended, supplemented or otherwise modified, the “Credit Agreement”), among EXTENDICARE HOLDINGS, INC., a Wisconsin corporation (“Holdings”), EXTENDICARE HEALTH SERVICES, INC., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to the Credit Agreement, US BANK, NATIONAL ASSOCIATION, as syndication agent, GENERAL ELECTRIC CAPITAL CORPORATION, RESIDENTIAL FUNDING CORPORATION and LASALLE BANK NATIONAL ASSOCIATION, as co-documentation agents, and LEHMAN COMMERCIAL PAPER INC., as administrative agent (in such capacity, the “Administrative Agent”).
