McKnight, Jr.
Name:
James R. McKnight, Jr.
Its:
Executive Vice President & Chief Financial Officer
DIVERSICARE AFTON OAKS PROPERTY, LLC
DIVERSICARE BRIARCLIFF PROPERTY, LLC
DIVERSICARE CHANUTE PROPERTY, LLC
DIVERSICARE CHISOLM PROPERTY, LLC
DIVERSICARE COUNCIL GROVE PROPERTY, LLC
DIVERSICARE HAYSVILLE PROPERTY, LLC
DIVERSICARE HARTFORD PROPERTY, LLC
DIVERSICARE HILLCREST PROPERTY, LLC
DIVERSICARE HUTCHINSON PROPERTY, LLC
DIVERSICARE LAMPASAS PROPERTY, LLC
DIVERSICARE LARNED PROPERTY, LLC
DIVERSICARE SEDGWICK PROPERTY, LLC
DIVERSICARE WINDSOR HOUSE PROPERTY, LLC
DIVERSICARE YORKTOWN PROPERTY, LLC
DIVERSICARE GLASGOW PROPERTY, LLC
DIVERSICARE CLINTON PROPERTY, LLC
DIVERSICARE FULTON PROPERTY, LLC
By:
DIVERSICARE PROPERTY CO., LLC, its sole member
By: /s/ James R. McKnight, Jr._________
Name: James R. McKnight, Jr.
Its:
Executive Vice President & Chief
Financial Officer
DIVERSICARE OF GLASGOW, LLC
DIVERSICARE OF FULTON, LLC
By:
DIVERSICARE HOLDING COMPANY, LLC, its sole member
By: /s/ James R. McKnight, Jr.
Name: James R. McKnight, Jr.
Its:
Executive Vice President & Chief
Financial Officer
NEW BORROWER:
DIVERSICARE LEASING COMPANY III, LLC
By: /s/ James R. McKnight, Jr._________
Name:
James R. McKnight, Jr.
Its:
Executive Vice President & Chief Financial Officer
DIVERSICARE OF ARAB, LLC
DIVERSICARE OF BOAZ, LLC
DIVERSICARE OF FOLEY, LLC
DIVERSICARE OF HUEYTOWN, LLC
DIVERSICARE OF LANETT, LLC
DIVERSICARE OF BESSEMER, LLC
DIVERSICARE OF MONTGOMERY, LLC
DIVERSICARE OF ONEONTA, LLC
DIVERSICARE OF OXFORD, LLC
DIVERSICARE OF PELL CITY, LLC
DIVERSICARE OF RIVERCHASE, LLC
DIVERSICARE OF WINFIELD, LLC
DIVERSICARE OF AMORY, LLC
DIVERSICARE OF BATESVILLE, LLC
DIVERSICARE OF BROOKHAVEN, LLC
DIVERSICARE OF CARTHAGE, LLC
DIVERSICARE OF EUPORA, LLC
DIVERSICARE OF MERIDIAN, LLC
DIVERSICARE OF RIPLEY, LLC
DIVERSICARE OF SOUTHAVEN, LLC
DIVERSICARE OF TUPELO, LLC
DIVERSICARE OF TYLERTOWN, LLC
By:
DIVERSICARE LEASING COMPANY III, LLC, its sole member
By: /s/ James R. McKnight, Jr.________
Name:
James R. McKnight, Jr.
Its:
Executive Vice President & Chief Financial Officer
Acknowledged and Agreed:
DIVERSICARE HEALTHCARE SERVICES, INC.
/s/ Kelly J. Gill
Name:
Kelly J. Gill
Its:
President and Chief Executive Officer
ADMINISTRATIVE AGENT:
THE PRIVATEBANK AND TRUST COMPANY, in its capacity as administrative agent
By: /s/ Adam D. Panos__________
Name: Adam D. Panos
Its: Managing Director
LENDER:
THE PRIVATEBANK AND TRUST COMPANY
By: /s/ Adam D. Panos_________
Name: Adam D. Panos
Its: Managing Director
LENDER:
BANKERS TRUST COMPANY
By: /s/Jon M. Doll___________
Name:
Jon M. Doll
Its:
Vice President
LENDER:
BOKF, NA D/B/A BANK OF OKLAHOMA
By: /s/ Ryan Kirk______________
Name:
Ryan Kirk
Its:
Vice President
LENDER:
CIT BANK N.A.
By: /s/ Edward Shuster__________
Name:
Edward Shuster
Its:
Director
LENDER:
OPUS BANK,
a California commercial bank
By: /s/ Bryan Nance___________
Name:
Bryan Nance
Its:
VP, Portfolio Manager Healthcare Banking
LENDER:
FRANKLIN SYNERGY BANK
By: /s/ Lisa Fletcher____________
Name:
Lisa Fletcher
Its:
Senior Vice President
REAFFIRMATION OF SECOND AMENDED AND RESTATED GUARANTY
Dated as of: October 3, 2016
The undersigned ("Guarantor") hereby: (i) confirms and agrees with The
PrivateBank and Trust Company, an Illinois banking corporation in its capacity
as administrative agent (together with its successors and assigns,
"Administrative Agent") that Guarantor's Second Amended and Restated Guaranty
dated as of February 26, 2016 made in favor of Administrative Agent (as