May 2nd, 2011 · Common Contracts · 114 similar Bellingham II Associates, L.L.C. – LIMITED LIABILITY COMPANY AGREEMENT OF MONTEREY PARK LEASEHOLD MORTGAGE, L.L.C. This Limited Liability Company Agreement (this “Agreement”) of MONTEREY PARK LEASEHOLD MORTGAGE, L.L.C., dated and effective as of November 3, 2008, is entered into by AVIV FINANCING III, L.L.C., as the sole member (the “Member”).
This Limited Liability Company Agreement (this “Agreement”) of MONTEREY PARK LEASEHOLD MORTGAGE, L.L.C., dated and effective as of November 3, 2008, is entered into by AVIV FINANCING III, L.L.C., as the sole member (the “Member”).
May 2nd, 2011 · Common Contracts · 18 similar Bellingham II Associates, L.L.C. – AMENDED AND RESTATED OPERATING AGREEMENT OF WATAUGA ASSOCIATES, L.L.C. This Amended and Restated Limited Liability Company Agreement (this “Agreement”) of WATAUGA ASSOCIATES, L.L.C., an Illinois limited liability company (the “Company”), dated and effective as of June 14, 2005, is entered into by AVIV FINANCING I, L.L.C., a Delaware limited liability company, as the sole member (the “Member”) of the Company.
This Amended and Restated Limited Liability Company Agreement (this “Agreement”) of WATAUGA ASSOCIATES, L.L.C., an Illinois limited liability company (the “Company”), dated and effective as of June 14, 2005, is entered into by AVIV FINANCING I, L.L.C., a Delaware limited liability company, as the sole member (the “Member”) of the Company.
May 2nd, 2011 · Common Contracts · 7 similar Bellingham II Associates, L.L.C. – OPERATING AGREEMENT OF ALAMOGORDO AVIV, L.L.C. This Operating Agreement (this “Agreement”) of ALAMOGORDO AVIV, L.L.C., a New Mexico limited liability company (the “Company”), dated and effective as of June 30, 2005, is made and entered into by AVIV FINANCING I, L.L.C., a Delaware limited liability company, as the sole member (the “Member”) of the Company.
This Operating Agreement (this “Agreement”) of ALAMOGORDO AVIV, L.L.C., a New Mexico limited liability company (the “Company”), dated and effective as of June 30, 2005, is made and entered into by AVIV FINANCING I, L.L.C., a Delaware limited liability company, as the sole member (the “Member”) of the Company.
May 2nd, 2011 · Common Contracts · 5 similar Bellingham II Associates, L.L.C. – LIMITED LIABILITY COMPANY AGREEMENT OF CLARKSTON CARE, L.L.C. This Limited Liability Company Agreement (this “Agreement”) of CLARKSTON CARE, L.L.C. (the “Company”), dated and effective as of June 14, 2006, is entered into by AVIV FINANCING I, L.L.C., as the sole member (the “Member”).
This Limited Liability Company Agreement (this “Agreement”) of CLARKSTON CARE, L.L.C. (the “Company”), dated and effective as of June 14, 2006, is entered into by AVIV FINANCING I, L.L.C., as the sole member (the “Member”).
May 2nd, 2011 · Common Contracts · 3 similar Bellingham II Associates, L.L.C. – REGISTRATION RIGHTS AGREEMENT by and among Aviv Healthcare Properties Limited Partnership Aviv Healthcare Capital Corporation Aviv REIT, Inc. and the other Guarantors party hereto and Merrill Lynch, Pierce, Fenner & Smith Incorporated as the... This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 4, 2011, by and among Aviv Healthcare Properties Limited Partnership, a Delaware limited partnership, and Aviv Healthcare Capital Corporation, a Delaware corporation (collectively, the “Issuers”), Aviv REIT, Inc. (“Aviv REIT”), a Maryland corporation, and the other guarantors party hereto (collectively, with Aviv REIT, the “Guarantors”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated, on behalf of itself and as representative of the Initial Purchasers listed on Schedule A to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), each of whom has agreed to purchase pursuant to the Purchase Agreement the Issuers’ 7 3/4% Senior Notes due 2019 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
This Registration Rights Agreement (this “Agreement”) is made and entered into as of February 4, 2011, by and among Aviv Healthcare Properties Limited Partnership, a Delaware limited partnership, and Aviv Healthcare Capital Corporation, a Delaware corporation (collectively, the “Issuers”), Aviv REIT, Inc. (“Aviv REIT”), a Maryland corporation, and the other guarantors party hereto (collectively, with Aviv REIT, the “Guarantors”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated, on behalf of itself and as representative of the Initial Purchasers listed on Schedule A to the Purchase Agreement (as defined below) (collectively, the “Initial Purchasers”), each of whom has agreed to purchase pursuant to the Purchase Agreement the Issuers’ 7 3/4% Senior Notes due 2019 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
May 2nd, 2011 · Common Contracts · 3 similar Bellingham II Associates, L.L.C. – AVIV HEALTHCARE PROPERTIES LIMITED PARTNERSHIP and AVIV HEALTHCARE CAPITAL CORPORATION, as Issuers, AVIV REIT, INC., as Parent and a Guarantor, the other GUARANTORS named herein, as Guarantors, and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as... INDENTURE dated as of February 4, 2011, among Aviv Healthcare Properties Limited Partnership, a Delaware limited partnership, and Aviv Healthcare Capital Corporation, a Delaware corporation (each, an “Issuer”, and together, the “Issuers”), Aviv REIT, Inc., a Maryland corporation (the “Parent”), as Guarantor, each of the other Guarantors named herein, as Guarantors, and The Bank of New York Mellon Trust Company, N.A., a national banking association organized and existing under the laws of the United States of America, as Trustee (the “Trustee”).
INDENTURE dated as of February 4, 2011, among Aviv Healthcare Properties Limited Partnership, a Delaware limited partnership, and Aviv Healthcare Capital Corporation, a Delaware corporation (each, an “Issuer”, and together, the “Issuers”), Aviv REIT, Inc., a Maryland corporation (the “Parent”), as Guarantor, each of the other Guarantors named herein, as Guarantors, and The Bank of New York Mellon Trust Company, N.A., a national banking association organized and existing under the laws of the United States of America, as Trustee (the “Trustee”).
May 2nd, 2011 · Common Contracts · 2 similar Bellingham II Associates, L.L.C. – AVIV HEALTHCARE PROPERTIES LIMITED PARTNERSHIP CLASS D UNIT AWARD AGREEMENT Aviv Healthcare Properties Limited Partnership, a Delaware limited partnership (the “Partnership”), hereby grants to [ ] (the “Holder”) as of [l], (the “Grant Date”) a restricted unit award (the “Award”) of [l] Class D Units (“Class D Units”), as defined in the Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of September 17, 2010, among the Partners of the Partnership as such agreement may be amended from time to time (the “Partnership Agreement”), upon and subject to the restrictions, terms and conditions set forth below. Capitalized terms not defined herein shall have the meanings specified in the Partnership Agreement.
Aviv Healthcare Properties Limited Partnership, a Delaware limited partnership (the “Partnership”), hereby grants to [ ] (the “Holder”) as of [l], (the “Grant Date”) a restricted unit award (the “Award”) of [l] Class D Units (“Class D Units”), as defined in the Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of September 17, 2010, among the Partners of the Partnership as such agreement may be amended from time to time (the “Partnership Agreement”), upon and subject to the restrictions, terms and conditions set forth below. Capitalized terms not defined herein shall have the meanings specified in the Partnership Agreement.
May 2nd, 2011 · Common Contracts · 2 similar Bellingham II Associates, L.L.C. – BORROWER JOINDER AND AFFIRMATION AGREEMENT THIS BORROWER JOINDER AND AFFIRMATION AGREEMENT (this “Agreement”), dated as of December 30, 2010, is by and between GREAT BEND PROPERTY, L.L.C., a Delaware limited liability company (“Great Bend”), ARMA YATES, L.L.C., a Delaware limited liability company (“Arma Yates”) and ORANGE ALF PROPERTY, L.L.C., a Delaware limited liability company (“Orange ALF”; together with Great Bend and Arma Yates, each an “Additional Borrower” and collectively, the “Additional Borrowers”), OCTOBER ASSOCIATES, L.L.C., a Delaware limited liability company (“October Borrower”), AVIV FINANCING I, L.L.C., a Delaware limited liability company (the “Parent Borrower”) and GENERAL ELECTRIC CAPITAL CORPORATION (together with its successors as assigns, the “Administrative Agent”), in its capacity as Administrative Agent under that certain Credit Agreement (as it may be amended, modified, restated or supplemented from time to time, the “Credit Agreement”), dated as of September 17, 2010, by and among the Parent Borrow
THIS BORROWER JOINDER AND AFFIRMATION AGREEMENT (this “Agreement”), dated as of December 30, 2010, is by and between GREAT BEND PROPERTY, L.L.C., a Delaware limited liability company (“Great Bend”), ARMA YATES, L.L.C., a Delaware limited liability company (“Arma Yates”) and ORANGE ALF PROPERTY, L.L.C., a Delaware limited liability company (“Orange ALF”; together with Great Bend and Arma Yates, each an “Additional Borrower” and collectively, the “Additional Borrowers”), OCTOBER ASSOCIATES, L.L.C., a Delaware limited liability company (“October Borrower”), AVIV FINANCING I, L.L.C., a Delaware limited liability company (the “Parent Borrower”) and GENERAL ELECTRIC CAPITAL CORPORATION (together with its successors as assigns, the “Administrative Agent”), in its capacity as Administrative Agent under that certain Credit Agreement (as it may be amended, modified, restated or supplemented from time to time, the “Credit Agreement”), dated as of September 17, 2010, by and among the Parent Borrow
May 2nd, 2011 · Common Contracts · 2 similar Bellingham II Associates, L.L.C. – AMENDED AND RESTATED OPERATING AGREEMENT OF HERITAGE MONTEREY ASSOCIATES, L.L.C. This Amended and Restated Limited Liability Company Agreement (this “Agreement”) of HERITAGE MONTEREY ASSOCIATES, L.L.C., an Illinois limited liability company (the “Company”), dated and effective as of December 1, 2006, is entered into by AVIV FINANCING I, L.L.C., a Delaware limited liability company, as the sole member (the “Member”) of the Company.
This Amended and Restated Limited Liability Company Agreement (this “Agreement”) of HERITAGE MONTEREY ASSOCIATES, L.L.C., an Illinois limited liability company (the “Company”), dated and effective as of December 1, 2006, is entered into by AVIV FINANCING I, L.L.C., a Delaware limited liability company, as the sole member (the “Member”) of the Company.
May 2nd, 2011 Bellingham II Associates, L.L.C. – RELEASE AGREEMENT THIS RELEASE AGREEMENT (this “Agreement”) is made as of this 5th day of April, 2011, by GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GECC” and in its capacity as agent for the Lenders, together with its successors, “Administrative Agent”), in favor of AVIV FINANCING I, L.L.C., a Delaware limited liability company (together with its successors, the “Parent Borrower”).
THIS RELEASE AGREEMENT (this “Agreement”) is made as of this 5th day of April, 2011, by GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GECC” and in its capacity as agent for the Lenders, together with its successors, “Administrative Agent”), in favor of AVIV FINANCING I, L.L.C., a Delaware limited liability company (together with its successors, the “Parent Borrower”).
May 2nd, 2011 Bellingham II Associates, L.L.C. – FIRST AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OF AVIV HEALTHCARE PROPERTIES OPERATING PARTNERSHIP I, L.P. This FIRST AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OF AVIV HEALTHCARE PROPERTIES OPERATING PARTNERSHIP I, L.P. (this “First Amendment”), is entered into as of October 16, 2007, by AVIV HEALTHCARE PROPERTIES LIMITED PARTNERSHIP, a Delaware limited partnership (“General Partner”), as the general partner, and AVIV HEALTHCARE, L.L.C., a Delaware limited liability company (“Limited Partner”), as the limited partner.
This FIRST AMENDMENT TO AGREEMENT OF LIMITED PARTNERSHIP OF AVIV HEALTHCARE PROPERTIES OPERATING PARTNERSHIP I, L.P. (this “First Amendment”), is entered into as of October 16, 2007, by AVIV HEALTHCARE PROPERTIES LIMITED PARTNERSHIP, a Delaware limited partnership (“General Partner”), as the general partner, and AVIV HEALTHCARE, L.L.C., a Delaware limited liability company (“Limited Partner”), as the limited partner.
May 2nd, 2011 Bellingham II Associates, L.L.C. – AGREEMENT OF LIMITED PARTNERSHIP OF AVIV HEALTHCARE PROPERTIES OPERATING PARTNERSHIP I, L.P. THIS AGREEMENT OF LIMITED PARTNERSHIP OF AVIV HEALTHCARE PROPERTIES OPERATING PARTNERSHIP I, L.P., a Delaware limited partnership, dated as of April 13, 2005, is entered into by and among AVIV HEALTHCARE PROPERTIES LIMITED PARTNERSHIP, a Delaware limited partnership, as the general partner and AVIV HEALTHCARE, L.L.C., as the limited partner, together with any other Persons who become Partners in the Partnership as provided herein. Capitalized terms used herein are defined in Article 1 unless otherwise provided.
THIS AGREEMENT OF LIMITED PARTNERSHIP OF AVIV HEALTHCARE PROPERTIES OPERATING PARTNERSHIP I, L.P., a Delaware limited partnership, dated as of April 13, 2005, is entered into by and among AVIV HEALTHCARE PROPERTIES LIMITED PARTNERSHIP, a Delaware limited partnership, as the general partner and AVIV HEALTHCARE, L.L.C., as the limited partner, together with any other Persons who become Partners in the Partnership as provided herein. Capitalized terms used herein are defined in Article 1 unless otherwise provided.
May 2nd, 2011 Bellingham II Associates, L.L.C. – Contract FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 22, 2011, among Aviv Healthcare Properties Limited Partnership, a Delaware limited partnership (the “Partnership”), and Aviv Healthcare Capital Corporation, a Delaware corporation (each, an “Issuer”, and together, the “Issuers”), Aviv REIT, Inc., a Maryland corporation (the “Parent”), as Guarantor, the other Subsidiary Guarantors named in the Indenture (as defined herein) (the “Subsidiary Guarantors”), and The Bank of New York Mellon Trust Company, N.A., a national banking association organized and existing under the laws of the United States of America, as Trustee (the “Trustee”).
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 22, 2011, among Aviv Healthcare Properties Limited Partnership, a Delaware limited partnership (the “Partnership”), and Aviv Healthcare Capital Corporation, a Delaware corporation (each, an “Issuer”, and together, the “Issuers”), Aviv REIT, Inc., a Maryland corporation (the “Parent”), as Guarantor, the other Subsidiary Guarantors named in the Indenture (as defined herein) (the “Subsidiary Guarantors”), and The Bank of New York Mellon Trust Company, N.A., a national banking association organized and existing under the laws of the United States of America, as Trustee (the “Trustee”).
May 2nd, 2011 Bellingham II Associates, L.L.C. – AMENDMENT NO. 1 TO CREDIT AGREEMENT originally dated as of September 17, 2010, by and among AVIV FINANCING I, L.L.C., as the Parent Borrower, THE OTHER BORROWERS LISTED ON SCHEDULE 1 ATTACHED HERETO, as Borrowers, GENERAL ELECTRIC CAPITAL CORPORATION,... THIS AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Amendment”) is made as of this 4th day of February, 2011 (the “First Amendment Closing Date”), by and among GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GECC” and in its capacity as agent for the Lenders, together with its successors, “Administrative Agent”), the financial institutions other than GECC who are parties to this Amendment (together with GECC, individually, a “Lender”, and collectively, the “Lenders”, as the context may require), AVIV FINANCING I, L.L.C., a Delaware limited liability company (together with its successors, the “Parent Borrower”) and THE OTHER BORROWERS LISTED ON SCHEDULE 1 ATTACHED HERETO (each of the foregoing entities shall be hereinafter referred to individually as “Borrower” and collectively as the “Borrowers”).
THIS AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Amendment”) is made as of this 4th day of February, 2011 (the “First Amendment Closing Date”), by and among GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GECC” and in its capacity as agent for the Lenders, together with its successors, “Administrative Agent”), the financial institutions other than GECC who are parties to this Amendment (together with GECC, individually, a “Lender”, and collectively, the “Lenders”, as the context may require), AVIV FINANCING I, L.L.C., a Delaware limited liability company (together with its successors, the “Parent Borrower”) and THE OTHER BORROWERS LISTED ON SCHEDULE 1 ATTACHED HERETO (each of the foregoing entities shall be hereinafter referred to individually as “Borrower” and collectively as the “Borrowers”).
May 2nd, 2011 Bellingham II Associates, L.L.C. – CREDIT AGREEMENT Dated as of September 17, 2010 among AVIV FINANCING I, L.L.C., as the Parent Borrower, THE OTHER BORROWERS LISTED ON SCHEDULE 1.01 ATTACHED HERETO as Borrowers, GENERAL ELECTRIC CAPITAL CORPORATION, as Administrative Agent and a... This CREDIT AGREEMENT (as amended, modified, restated or supplemented from time to time, this “Credit Agreement” or this “Agreement”) is entered into as of September 17, 2010 by and among GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GECC” and in its capacity as agent for the Lenders, together with its successors, “Administrative Agent”), the financial institutions other than GECC who are or hereafter become parties to this Agreement (together with GECC, individually, a “Lender”, and collectively, the “Lenders”, as the context may require), AVIV FINANCING I, L.L.C., a Delaware limited liability company (together with its successors, the “Parent Borrower”) and THE OTHER BORROWERS LISTED ON SCHEDULE 1.01 ATTACHED HERETO (each of the foregoing entities and each of the entities from time to time executing a Borrower Joinder Agreement pursuant to Section 6.14(a) hereof shall be hereinafter referred to individually as “Borrower” and collectively a
This CREDIT AGREEMENT (as amended, modified, restated or supplemented from time to time, this “Credit Agreement” or this “Agreement”) is entered into as of September 17, 2010 by and among GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GECC” and in its capacity as agent for the Lenders, together with its successors, “Administrative Agent”), the financial institutions other than GECC who are or hereafter become parties to this Agreement (together with GECC, individually, a “Lender”, and collectively, the “Lenders”, as the context may require), AVIV FINANCING I, L.L.C., a Delaware limited liability company (together with its successors, the “Parent Borrower”) and THE OTHER BORROWERS LISTED ON SCHEDULE 1.01 ATTACHED HERETO (each of the foregoing entities and each of the entities from time to time executing a Borrower Joinder Agreement pursuant to Section 6.14(a) hereof shall be hereinafter referred to individually as “Borrower” and collectively a
May 2nd, 2011 Bellingham II Associates, L.L.C. – RELEASE AGREEMENT THIS RELEASE AGREEMENT (this “Agreement”) is made as of this 4th day of February, 2011, by GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GECC” and in its capacity as agent for the Lenders, together with its successors, “Administrative Agent”), in favor of AVIV FINANCING I, L.L.C., a Delaware limited liability company (together with its successors, the “Parent Borrower”).
THIS RELEASE AGREEMENT (this “Agreement”) is made as of this 4th day of February, 2011, by GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GECC” and in its capacity as agent for the Lenders, together with its successors, “Administrative Agent”), in favor of AVIV FINANCING I, L.L.C., a Delaware limited liability company (together with its successors, the “Parent Borrower”).
May 2nd, 2011 Bellingham II Associates, L.L.C. – AMENDED AND RESTATED OPERATING AGREEMENT OF FOUR FOUNTAINS AVIV, L.L.C.
May 2nd, 2011 Bellingham II Associates, L.L.C. – AMENDMENT NO. 1 TO CREDIT AGREEMENT This Amendment No. 1 to Credit Agreement (this “Amendment No. 1”), dated as of March 22, 2011, is executed and delivered by and among AVIV FINANCING IV, L.L.C., a Delaware limited liability company (“Parent Borrower”), each of the subsidiaries of the Parent Borrower identified on the signature pages hereto, the (collectively, with the Parent Borrower, the “Borrowers”), AVIV REIT, INC. (the “REIT Guarantor”) , AVIV HEALTHCARE PROPERTIES LIMITED PARTNERSHIP (the “LP Guarantor”), AVIV HEALTHCARE PROPERTIES OPERATING PARTNERSHIP I, L.P. (the “OP Guarantor”), each of the other guarantors identified on the signature pages hereto (collectively, with the REIT Guarantor, the LP Guarantor and the OP Guarantor, “Guarantors” and together with the Borrowers, the “Credit Parties”), the Lenders party hereto, and Bank of America, N.A., as administrative agent (the “Administrative Agent”). Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to those terms in
This Amendment No. 1 to Credit Agreement (this “Amendment No. 1”), dated as of March 22, 2011, is executed and delivered by and among AVIV FINANCING IV, L.L.C., a Delaware limited liability company (“Parent Borrower”), each of the subsidiaries of the Parent Borrower identified on the signature pages hereto, the (collectively, with the Parent Borrower, the “Borrowers”), AVIV REIT, INC. (the “REIT Guarantor”) , AVIV HEALTHCARE PROPERTIES LIMITED PARTNERSHIP (the “LP Guarantor”), AVIV HEALTHCARE PROPERTIES OPERATING PARTNERSHIP I, L.P. (the “OP Guarantor”), each of the other guarantors identified on the signature pages hereto (collectively, with the REIT Guarantor, the LP Guarantor and the OP Guarantor, “Guarantors” and together with the Borrowers, the “Credit Parties”), the Lenders party hereto, and Bank of America, N.A., as administrative agent (the “Administrative Agent”). Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to those terms in
May 2nd, 2011 Bellingham II Associates, L.L.C. – CREDIT AGREEMENT Dated as of February 4, 2011 among AVIV FINANCING IV, L.L.C. as Parent Borrower, THE OTHER BORROWERS PARTY HERETO, AVIV REIT, INC., as REIT Guarantor, AVIV HEALTHCARE PROPERTIES LIMITED PARTNERSHIP, AVIV HEALTHCARE PROPERTIES... This CREDIT AGREEMENT (as amended, modified, restated or supplemented from time to time, this “Credit Agreement” or this “Agreement”) is entered into as of February 4, 2011 by and among AVIV FINANCING IV, L.L.C., a Delaware limited liability company (the “Parent Borrower” each of the entities from time to time executing a Joinder Agreement pursuant to Section 6.14(a) hereof, individually a “Borrower” and collectively with the Parent Borrower, the “Borrowers”), AVIV REIT, INC., a Maryland corporation (the “REIT Guarantor”), AVIV HEALTHCARE PROPERTIES LIMITED PARTNERSHIP, a Delaware limited partnership (the “LP Guarantor”), AVIV HEALTHCARE PROPERTIES OPERATING PARTNERSHIP I, L.P., a Delaware limited partnership (the “OP Guarantor”), the other Guarantors indentified herein, the Lenders (as defined herein), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer (each, as defined herein).
This CREDIT AGREEMENT (as amended, modified, restated or supplemented from time to time, this “Credit Agreement” or this “Agreement”) is entered into as of February 4, 2011 by and among AVIV FINANCING IV, L.L.C., a Delaware limited liability company (the “Parent Borrower” each of the entities from time to time executing a Joinder Agreement pursuant to Section 6.14(a) hereof, individually a “Borrower” and collectively with the Parent Borrower, the “Borrowers”), AVIV REIT, INC., a Maryland corporation (the “REIT Guarantor”), AVIV HEALTHCARE PROPERTIES LIMITED PARTNERSHIP, a Delaware limited partnership (the “LP Guarantor”), AVIV HEALTHCARE PROPERTIES OPERATING PARTNERSHIP I, L.P., a Delaware limited partnership (the “OP Guarantor”), the other Guarantors indentified herein, the Lenders (as defined herein), and BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer (each, as defined herein).
May 2nd, 2011 Bellingham II Associates, L.L.C. – AMENDED AND RESTATED PHANTOM PARTNERSHIP UNIT AWARD AGREEMENT This Amended and Restated Phantom Partnership Unit Award Agreement (this “Agreement”), to be effective immediately following consummation of the Merger (as defined below), is entered into by and among Aviv Asset Management, L.L.C., a Delaware limited liability company (the “Company”), Steven J. Insoft, an individual (the “Holder”), and Aviv Healthcare Properties Limited Partnership, a Delaware limited partnership and the surviving entity upon consummation of the Merger (the “Surviving Partnership” or “Aviv Healthcare”). The Company granted to Holder a phantom partnership unit award (“Prior Award”) pursuant to that certain Phantom Partnership Unit Award Agreement (the “Prior Phantom Agreement”), by and between the Company and the Holder, dated as of November 1, 2007, measured by reference to the Class C Units of Aviv Healthcare Properties Limited Partnership, a Delaware limited partnership (the “Predecessor Partnership”). On the date hereof, the Predecessor Partnership has been merged (
This Amended and Restated Phantom Partnership Unit Award Agreement (this “Agreement”), to be effective immediately following consummation of the Merger (as defined below), is entered into by and among Aviv Asset Management, L.L.C., a Delaware limited liability company (the “Company”), Steven J. Insoft, an individual (the “Holder”), and Aviv Healthcare Properties Limited Partnership, a Delaware limited partnership and the surviving entity upon consummation of the Merger (the “Surviving Partnership” or “Aviv Healthcare”). The Company granted to Holder a phantom partnership unit award (“Prior Award”) pursuant to that certain Phantom Partnership Unit Award Agreement (the “Prior Phantom Agreement”), by and between the Company and the Holder, dated as of November 1, 2007, measured by reference to the Class C Units of Aviv Healthcare Properties Limited Partnership, a Delaware limited partnership (the “Predecessor Partnership”). On the date hereof, the Predecessor Partnership has been merged (
May 2nd, 2011 Bellingham II Associates, L.L.C. – AMENDMENT NO. 2 TO CREDIT AGREEMENT originally dated as of September 17, 2010, by and among AVIV FINANCING I, L.L.C., as the Parent Borrower, THE OTHER BORROWERS LISTED ON SCHEDULE 1 ATTACHED HERETO, as Borrowers, GENERAL ELECTRIC CAPITAL CORPORATION,... THIS AMENDMENT NO. 2 TO CREDIT AGREEMENT (this “Amendment”) is made as of this 5th day of April, 2011 (the “Second Amendment Closing Date”), by and among GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GECC” and in its capacity as agent for the Lenders, together with its successors, “Administrative Agent”), the financial institutions other than GECC who are parties to this Amendment (together with GECC, individually, a “Lender”, and collectively, the “Lenders”, as the context may require), AVIV FINANCING I, L.L.C., a Delaware limited liability company (together with its successors, the “Parent Borrower”) and THE OTHER BORROWERS LISTED ON SCHEDULE 1 ATTACHED HERETO (each of the foregoing entities shall be hereinafter referred to individually as “Borrower” and collectively as the “Borrowers”).
THIS AMENDMENT NO. 2 TO CREDIT AGREEMENT (this “Amendment”) is made as of this 5th day of April, 2011 (the “Second Amendment Closing Date”), by and among GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (in its individual capacity, “GECC” and in its capacity as agent for the Lenders, together with its successors, “Administrative Agent”), the financial institutions other than GECC who are parties to this Amendment (together with GECC, individually, a “Lender”, and collectively, the “Lenders”, as the context may require), AVIV FINANCING I, L.L.C., a Delaware limited liability company (together with its successors, the “Parent Borrower”) and THE OTHER BORROWERS LISTED ON SCHEDULE 1 ATTACHED HERETO (each of the foregoing entities shall be hereinafter referred to individually as “Borrower” and collectively as the “Borrowers”).
May 2nd, 2011 Bellingham II Associates, L.L.C. – AMENDED AND RESTATED OPERATING AGREEMENT OF AVIV ASSET MANAGEMENT, L.L.C. This Amended and Restated Operating Agreement (this “Agreement”) of AVIV ASSET MANAGEMENT, L.L.C. (the “Company”), dated and effective as of September 9, 2010, is entered into by AVIV HEALTHCARE PROPERTIES LIMITED PARTNERSHIP as the sole member (the “Member”).
This Amended and Restated Operating Agreement (this “Agreement”) of AVIV ASSET MANAGEMENT, L.L.C. (the “Company”), dated and effective as of September 9, 2010, is entered into by AVIV HEALTHCARE PROPERTIES LIMITED PARTNERSHIP as the sole member (the “Member”).