Consent of Guarantor. Each Guarantor shall execute the Consent of Guarantor set forth below.
Consent of Guarantor. This Amendment shall have no force or effect unless and until each Guarantor has executed the Consent of Guarantor set forth below.
Consent of Guarantor. Tenant shall cause the guarantor of the Original Lease to execute and deliver to Landlord the Acknowledgement and Consent of Guarantor, attached hereto as Exhibit “B”, by this reference incorporated herein, with the execution and delivery of this First Amendment. The delivery of this document is a material inducement to Landlord, without which Landlord would not have executed and delivered this First Amendment.
Consent of Guarantor. Each of the undersigned guarantors (individually and collectively, the “Guarantor”) consents to the provisions of the foregoing Amendment and all prior amendments (if any) and confirms and agrees that: (a) the Guarantor’s obligations under its Second Amended and Restated Guaranty Agreement dated as of June 19, 2014 (the “Guaranty”) relating to the Obligations mentioned in the Amendment shall be unimpaired by the Amendment; (b) the Guarantor has no defenses, set offs, counterclaims, discounts or charges of any kind against the Bank, its officers, directors, employees, agents or attorneys with respect to the Guaranty; and (c) all of the terms, conditions and covenants in the Guaranty remain unaltered and in full force and effect and are hereby ratified and confirmed and apply to the Obligations, as modified by the Amendment. The Guarantor certifies that all representations and warranties made in the Guaranty are true and correct. The Guarantor hereby confirms that any collateral for the Obligations, including liens, security interests, mortgages, and pledges granted by the Guarantor or third parties (if applicable), shall continue unimpaired and in full force and effect, shall cover and secure all of the Guarantor’s existing and future Obligations to the Bank, as modified by the Amendment. By signing below, each Guarantor who is an individual provides written authorization to the Bank or its designee (and any assignee or potential assignee hereof) to obtain the Guarantor's personal credit profile from one or more national credit bureaus. Such authorization shall extend to obtaining a credit profile for the purposes of update, renewal or extension of such credit or additional credit and for reviewing or collecting the resulting account. A photocopy or facsimile copy of this authorization shall be valid as the original. By signature below, each such Guarantor affirms his/her identity as the respective individual(s) identified in the Guaranty. The Guarantor ratifies and confirms the indemnification and waiver of jury trial provisions contained in the Guaranty.
Consent of Guarantor. Each of the Guarantors hereby expressly consents to the execution and delivery of this Amendment by each of the parties to this Amendment, including Banks and Banc One Leasing, and to the performance by Borrower, Guarantors, Agent, Banks and Banc One Leasing pursuant to this Amendment and agrees that neither the provisions of this Amendment nor any action taken or not taken in accordance with the terms of this Amendment shall constitute a termination, extinguishment, release or discharge of any of the Obligations or the liability of the Borrower with respect thereto or the obligations of any Guarantor or provide a defense, setoff or counterclaim to the Borrower or any Guarantor with respect to any of the Obligations under the Credit Agreement, any Guaranty in favor of Agents or Banks, as applicable, or any Lease now existing or hereafter arising.
Consent of Guarantor. Guarantor, for all purposes of the Loans, hereby specifically consents to the modification of the Loans and the Loan Documents pursuant to this Agreement, and hereby agrees that all references in the Guaranty and the Indemnity Agreement to the Loan Agreement and the other Loan Documents hereafter shall be deemed to refer to the Loan Agreement and such other Loan Documents as modified by this Agreement.
Consent of Guarantor. By execution of this Amendment, Guarantor hereby expressly consents to the modifications and amendments relating to the Loan Agreement and the Note as set forth herein, and Borrower and Guarantor hereby acknowledge, represent and agree that the Loan Documents (including without limitation the Guaranty) remain in full force and effect and constitute the valid and legally binding obligation of Borrower and Guarantor, respectively, enforceable against such Persons in accordance with their respective terms, and that the Guaranty extends to and applies to the foregoing documents as modified and amended.
Consent of Guarantor. In connection with the Unconditional and Continuing Loan Guaranty and Unconditional and Continuing Non-Recourse Loan Guaranty, each dated as of February 2, 2015 (as amended, individually and collectively, the “Guaranty”) made by the undersigned Guarantor in favor of Lender as security for the Loan Agreement, each of the undersigned hereby [i] consents to the foregoing Third Amendment to Loan Agreement (the “Amendment”), [ii] agrees to be bound by the terms and provisions of the Amendment to the extent applicable to the undersigned pursuant to its guaranty, [iii] affirms the Guaranty which shall remain in full force and effect with respect to the Amendment, and [iv] waives any suretyship defenses arising in connection with the Amendment. All capitalized terms not defined herein shall have the meaning set forth in the Loan Agreement. PARENT: GENESIS HEALTHCARE, INC. By: /s/ Xxxxxxx X. Xxxxxxx Name: Title: Tax I.D. No.: 00-0000000 PARENT: EACH OPERATOR LISTED ON SCHEDULE III HERETO By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxx X. Xxxxxxx, Secretary SCHEDULE I: BORROWERS FACILITY BORROWER California Devonshire Care Center, Hemet, Riverside County, CA SHG Resources, LLC Elmcrest Care Center, El Monte, Los Angeles County, CA SHG Resources, LLC Eureka Rehabilitation and Wellness Center, Eureka, Humboldt County, CA SHG Resources, LLC Fountain Care Center, Orange, Orange County, CA SHG Resources, LLC Granada Rehabilitation and Wellness Center, Eureka, Humboldt County, CA SHG Resources, LLC Pacific Rehabilitation and Wellness Center, Eureka, Humboldt, County, CA SHG Resources, LLC Seaview Rehabilitation and Wellness Center, Eureka, Humboldt County, CA SHG Resources, LLC St. Xxxxxxxxx Healthcare and Rehabilitation Center, Fullerton, Orange County, CA SHG Resources, LLC Fortuna (St. Luke) Rehabilitation and Wellness Center, Fortuna, Humboldt County, CA SHG Resources, LLC The Earlwood, Torrance, Los Angeles County, CA SHG Resources, LLC Willow Creek Healthcare Center, Clovis, Fresno County, CA SHG Resources, LLC Woodland Care Center, Reseda, Los Angeles County, CA SHG Resources, LLC Spring Senior Assisted Living, Torrance, Los Angeles County, CA SHG Resources, LLC Fountain Senior Assisted Living, Orange, Orange County, CA SHG Resources, LLC Kansas Highland Healthcare and Rehabilitation Center, Highland, Doniphan County, KS SHG Resources, LLC Louisburg Healthcare and Rehabilitation Center, Louisburg, Miami County, KS SHG Resources, LLC Xxxxxxx Xxxxxxx Xxxxxxxxxx xxx Xxxxxxxxxxxxxx...
Consent of Guarantor. In connection with the Unconditional and Continuing Lease Guaranty (“Guaranty”) made by the undersigned Guarantors in favor of Landlord dated as of February 28, 2006, the undersigned Guarantors hereby [i] consent to the foregoing First Amendment to Master Lease Agreement (“Amendment”), [ii] affirm the Guaranty which shall remain in full force and effect and secure the Guaranteed Obligations, as defined in the Guaranty, and [iii] waive any suretyship defenses arising in connection with the Amendment. All capitalized terms not defined herein shall have the meaning set forth in the foregoing Amendment. KINDRED HEALTHCARE OPERATING, INC. By: /s/ Xxxxxxx X. Xxxxxxxx Xxxxxxx X. Xxxxxxxx Vice President of Facilities and Real Estate Development XXXXXXX NURSING, L.L.C. By: /s/ Xxxxxxx X. Xxxxxxxx Xxxxxxx X. Xxxxxxxx Vice President of Facilities and Real Estate Development SPRINGFIELD PARK VIEW HOSPITAL, L.L.C. By: /s/ Xxxxxxx X. Xxxxxxxx Xxxxxxx X. Xxxxxxxx Vice President of Facilities and Real Estate Development XXXXXXX NURSING, L.L.C. By: /s/ Xxxxxxx X. Xxxxxxxx Xxxxxxx X. Xxxxxxxx Vice President of Facilities and Real Estate Development SCHEDULE 1-B: THIRD AMENDMENT RENT SCHEDULE KINDRED HEALTHCARE OPERATING, INC. - MASTER LEASE HEALTH CARE REIT, INC. EFFECTIVE DATE 03/01/06 INITIAL TERM COMMENCEMENT DATE 03/01/06 FINAL INITIAL TERM 15 Yrs INITIAL TERM EXPIRATION DATE 02/28/21 INITIAL INVESTMENT AMOUNT 72,450,000 AMENDED INVESTMENT AMOUNT EFFECTIVE 7/25/07 72,575,000 AMENDED INVESTMENT AMOUNT EFFECTIVE 9/26/08 50,299,000 RATE OF RETURN N/A (365/360 BASIS) N/A INITIAL RATE OF RETURN 8.75% INCREASER As defined within the Master Lease Agreement DATES REVENUE CONDITION MET (YES/NO) INCREASER (BP) BEGINNING RENT RATE OF RETURN (ROUNDED) PERCENTAGE RATE SHORTFALL ADJUSTED RENT RATE OF RETURN (ROUNDED) MONTHLY RENT AMOUNT ANNUAL RENT AMOUNT LEASE YEAR FROM TO 1 03/01/06 02/28/07 YES N/A 8.75% N/A N/A 528,281.25 6,339,375.00 2 03/01/07 06/30/07 TBD 2.5% 8.97% N/A N/A 541,488.28 2,165,953.12 2A 07/01/07 07/24/07 N/A N/A 8.97% N/A N/A 419,216.73 419,216.73 2B 07/25/07 07/31/07 N/A N/A 8.97% N/A N/A 122,499.58 122,499.58 2C 08/01/07 02/29/08 YES N/A 8.97% N/A N/A 542,498.13 3,797,486.91 3 03/01/08 08/31/08 N/A 2.5% 9.19% N/A N/A 556,060.58 3,336,363.48 3A 09/01/08 09/25/08 N/A N/A 9.19% N/A N/A 463,383.82 3B 09/26/08 09/30/08 N/A N/A 9.19% N/A N/A 64,230.78 527,614.60 3C 10/01/08 02/28/09 TBD N/A 9.19% N/A N/A 385,384.65 1,926,923.25 4 03/01/09 02/28/10 XXX XXX 9.19% N/A N...
Consent of Guarantor. The "Consent of Guarantor" appearing after the Borrower's signature to this Amendment shall have been duly and validly authorized, executed and delivered to the Lender by the Guarantor.
