of said counterparts taken together shall be
deemed to constitute one and the same instrument.
Delivery of an executed
signature page of this Amendment by facsimile transmission or by electronic mail
in "portable document format" shall be effective as delivery of a manually
executed counterpart hereof.
A set of the copies of this Amendment signed by
all the parties shall be lodged with the Borrowers and the Administrative Agent.
(h)
Successors and Assigns.
The provisions of
this Amendment shall be binding upon and inure to the sole benefit of the Loan
Parties, the Administrative Agent and the Lenders and their respective
successors and assigns.
(i)
References.
Any reference to the Credit
Agreement contained in any notice, request, certificate, or other document
executed concurrently with or after the execution and delivery of this Amendment
shall be deemed to include this Amendment unless the context shall otherwise
require.
[Signature Pages Follow]
6
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly
executed and delivered as of the date first above written.
BARCLAYS BANK PLC, as Administrative Agent
By:
/s/ Marguerite Sutton
Name: Marguerite Sutton
Title:
Vice President
SIGNATURE PAGE TO AMENDMENT NO. 2
[Lender Signature Pages on File with the Administrative Agent]
SIGNATURE PAGE TO AMENDMENT NO. 2
Accepted and Agreed:
FC-GEN OPERATIONS INVESTMENT, LLC
GEN OPERATIONS I, LLC
GEN OPERATIONS II, LLC
By:
/s/ Michael S. Sherman
Name:
Michael S. Sherman
Title:
Secretary
GENESIS HEALTHCARE LLC
SUN HEALTHCARE GROUP, INC.
By:
/s/ Michael S. Sherman
Name:
Michael S. Sherman
Title:
Senior Vice President
EACH OF THE ENTITIES LISTED ON ANNEX I ATTACHED HERETO:
By: GENESIS HEALTHCARE LLC,
its authorized agent
By:
/s/ Michael S. Sherman
Name:
Michael S. Sherman
Title:
Senior Vice President and Secretary
SIGNATURE PAGE TO AMENDMENT NO. 2
ANNEX I
1 EMERSON DRIVE NORTH OPERATIONS LLC
1 EMERSON DRIVE SOUTH OPERATIONS LLC
1 MAGNOLIA DRIVE OPERATIONS LLC
1 SUTPHIN DRIVE OPERATIONS LLC
10 WOODLAND DRIVE OPERATIONS LLC
100 CHAMBERS STREET OPERATIONS LLC
100 EDELLA ROAD OPERATIONS LLC
1000 ASSOCIATION DRIVE OPERATIONS LLC
1000 LINCOLN DRIVE OPERATIONS LLC
1000 ORWIGSBURG MANOR DRIVE OPERATIONS LLC
1000 SCHUYLKILL MANOR ROAD OPERATIONS LLC
101 13TH STREET OPERATIONS LLC
1020 SOUTH MAIN STREET OPERATIONS LLC
106 TYREE STREET OPERATIONS LLC
1080 SILVER LAKE BOULEVARD OPERATIONS LLC
11 DAIRY LANE OPERATIONS LLC
1100 NORMAN ESKRIDGE HIGHWAY OPERATIONS LLC
1104 WELSH ROAD OPERATIONS LLC
1113 NORTH EASTON ROAD OPERATIONS LLC
1145 POQUONNOCK ROAD OPERATIONS LLC
115 EAST MELROSE AVENUE OPERATIONS LLC
115 SUNSET ROAD OPERATIONS LLC
1201 RURAL AVENUE OPERATIONS LLC
1203 WALKER ROAD OPERATIONS LLC
12-15 SADDLE RIVER ROAD OPERATIONS LLC
12325 NEW HAMPSHIRE AVENUE DIALYSIS SERVICES LLC
12325 NEW HAMPSHIRE AVENUE OPERATIONS LLC
1245 CHURCH ROAD OPERATIONS LLC
125 HOLLY ROAD OPERATIONS LLC
1251 RURAL AVENUE OPERATIONS LLC
128 EAST STATE STREET ASSOCIATES, LLC
1361 ROUTE 72 WEST OPERATIONS LLC
140 PRESCOTT STREET OPERATIONS LLC
1400 WOODLAND AVENUE OPERATIONS LLC
150 EDELLA ROAD OPERATIONS LLC
1515 LAMBERTS MILL ROAD OPERATIONS LLC
1526 LOMBARD STREET SNF