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$37	Preview Full Doc	2003	Forbearance Agreement Forbearance Agreement (26K) Doc #162311: Click preview link for longer preview. FORBEARANCE AGREEMENT --------------------- THIS FORBEARANCE AGREEMENT (this "Agreement") is entered into on the __ day --------- of January, 2003 (the "Agreement Date"), and is effective as of July 1, 2002 -------------- (the "Effective Date"), by and between BREKEL GROUP, INC., a Delaware -------------- corporation (the "Lessee") and EASTGROUP PROPERTIES, L.P., a Delaware limited ------ partnership (the "Lessor"). ------ RECITALS -------- WHEREAS, Lessee and Lessor are parties to that certain Lease Agreement dated as of December 31, 2000, as amended by that certain (a) Addendum Regarding Additional Security dated as of January 5, 2002, and (b) Addendum to Lease executed on June 30, 2001 (and as further amended, restated, supplemented or otherwise modified from time to time, the "Lease"); and ----- WHEREAS, Lessee has defaulted in its obligation to pay rent and other charges to Lessor under the Lease (the "Defaults"); and -------- WHEREAS, Lessee has requested that (a) Lessor forbear from the exercise of its rights and remedies as provided in the Lease and under applicable laws, (b) Lessor accept a promissory note (as such note may be amended, replaced, restated, supplemented or otherwise modified pursuant to the terms thereof, the "Note") in substantially the form attached hereto as "EXHIBIT A" representing ---- --------- Lessee's payment obligations to Lessor under the Lease during Forbearance Period (as defined below), and (c) terminate the Lease on July 1, 2004, and Lessor has agreed to do so, upon the terms and conditions herein without waiving, curing or ceasing the continuance of any Event of Default (as described in the Lease). NOW THEREFORE, in consideration of the foregoing premises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree that capitalized terms used herein but not defined herein shall have the meaning ascribed to such terms in the Lease, and further agree as follows: A. FORBEARANCE. ----------- 1. Lessor agrees to forbear from the exercise of its rights and remedies under the Lease and under applicable law arising from the Defaults from the Effective Date until July 1, 2004 (the "Forbearance Period"). During the ------------------ Forbearance Period, and provided that no Forbearance Default (as defined below) occurs and all other terms of this Agreement are satisfied, Lessor agrees that it will not accelerate the obligations owed for the term of the Lease or the Existing Obligations (as defined below) owed to Lessor and declare all such obligations immediately due and payable under the Lease as a result of the Defaults; and 2. For so long as Lessee complies with the payment and performance obligations under this Agreement, during the Forbearance Period the Lease shall be deemed modified as follows: (a) The space occupied by Lessee shall be deemed to be 10,000 square feet of the original Leased Premises; (b) From the Effective Date until the first anniversary thereof, Lessee's monthly payments due to Lessor shall consist of the monthly amounts set forth in "EXHIBIT B" hereto; and --------- (c) After the first anniversary of the Effective Date, the monthly payment amounts set forth in EXHIBIT B shall be recalculated (based upon the amounts set forth in Exhibit B) as originally provided in the Lease. 3. During the Forbearance Period, Lessor may, at its sole option, (a) require that Lessee consolidate its operations into a space that Lessor shall designate within the Leased Premises, requiring that Lessee enter into an amendment to the Lease for such substitute space, or (b) require that Lessee vacate the Leased Premises upon sixty (60) days' notice to Lessee upon the re-leasing of the Leased Premises to a replacement tenant; provided, however, that during Exhibit 10.9- Page 1 {PAGE} such sixty (60) day notice period, Lessee shall permit Lessor and Lessor's agents and contractors to enter into the Leased Premises for the purposes of conducting inspections or construction of the Leased Premises to the specifications of such replacement tenant. Such relocation or termination shall not affect the liabilities of Lessee except as set forth otherwise herein or in the Note. 4. Lessor's forbearance provided for herein shall automatically terminate and cease to be of force and effect, upon or after the occurrence of the failure of Lessee to comply with any of the conditions described in this Agreement (including defaults under the Lease after the date hereof, other than with respect to payment of rent) or in the Note, including, without limitation, at any time, default in any payment of the amounts set forth in Section 2(b) or 2(c) above (individually and collectively, referred to hereinafter as the "Forbearance Defaults"), and thereafter, Lessor may exercise all rights and -------------------- remedies under the Lease and applicable law, including, without limitation, the right to immediately accelerate the obligations thereunder and declare all amounts owed by Lessee to Lessor under the Lease and the Note immediately due and payable. 5. Lessor's forbearance is subject to compliance by Lessee with all other terms and provisions of the Lease, which terms shall continue to apply throughout the Forbearance Period, and the failure to comply with any such terms and provisions (other than those identified as a Default on the date hereof) shall also be deemed to be a Forbearance Default. 6. For so long as (a) the Leased Premises (or any part thereof) are not (i) the subject of leasing negotiations between Lessor and a prospective replacement tenant, or (ii) the subject of an executed lease agreement with a replacement tenant, and (b) Lessee is not in default hereunder or under the Note, Lessee shall have the option of re-leasing additional space within the Leased Premises under the original terms of the Lease; provided, however, that -------- ------- (x) such additional space must be contiguous with the space then occupied by Lessee within the Leased Premises, and (y) the re-leasing of such additional space does not render the remainder of the Leased Premises unmarketable to other prospective tenants; and provided, further, that at the time of any request to -------- ------- lease such additional space, Lessee shall provide Lessor with all financial statements and other information that Lessor shall request at such time to evidence Lessee's financial condition, and such financial statements and other information shall be satisfactory in Lessor's sole discretion to evidence that Lessee's financial condition meets Lessor's criteria for the leasing of such additional space. If Lessor and Lessee agree to the re-leasing of such additional space, any rental payments received by Lessor in respect thereof shall reduce the corresponding amounts set forth on "Exhibit B" hereto. B. CONDITIONS PRECEDENT. This Agreement shall only be effective when (a) -------------------- Lessee shall have executed and delivered this Agreement to Lessor, and (b) Lessee shall have executed and delivered the Note to Lessor. C. MISCELLANEOUS. ------------- 1. Lessee agrees that the forbearance outlined herein is not and shall not be deemed to constitute an undertaking by Lessor to forbear or refrain at any time from exercising any and all rights and remedies available to it under the Lease or under applicable law (which rights and remedies are expressly reserved) upon the occurrence of any Forbearance Default. Additionally, except to the extent of Lessor's forbearance expressly set forth herein, Lessor requires strict compliance with the Lease; provided, however, that Lessor shall not be required to issue any notices otherwise required by the Lease with respect to the Defaults during the term of this Agreement. It is expressly understood and agreed that this Agreement shall not constitute a mutual disregard of the terms and provisions of the Lease or constitute a course of dealing at variance with the Lease. Any extension of the Forbearance Period shall be at the sole discretion of Lessor. 2. Lessee further agrees that: (a) the Defaults have occurred and are continuing, and shall not be deemed to have been waived, cured or eliminated, in whole or in part, and Lessor expressly reserves all rights with respect to the Defaults, subject only to this Agreement; and (b) the terms, representations and warranties in the Lease are reaffirmed, including, without limitation, unpaid rent and other charges under the Lease, which as of the date hereof are as set 162311	EastGroup EastGroup Properties Inc. ; EastGroup EastGroup Properties Inc. ( Real Estate Investment Trusts ) ; EastGroup EastGroup Properties, LP As referenced in this Forbearance Agreement: EASTGROUP PROPERTIES, L.P. – and is effective as of July 1, 2002 -------------- (the "Effective Date"), by and between BREKEL GROUP, INC., a Delaware -------------- corporation (the "Lessee") and EASTGROUP PROPERTIES, L.P. , a Delaware limited ------ partnership (the "Lessor"). ------ RECITALS -------- WHEREAS, Lessee and Lessor are parties to that certain Lease Agreement dated as of December _____________ EASTGROUP PROPERTIES L.P., – executed by their duly authorized signatories as of the Agreement date first written above. Signed, sealed and delivered LESSOR in the presence of: EASTGROUP PROPERTIES L.P., a Delaware limited partnership _____________________________ By: _____________________________ Print Name:__________________ Name:____________________________ _____________________________ Title:___________________________ Print Name:__________________ LESSEE BREKEL GROUP, INC., _____________ EASTGROUP PROPERTIES, L.P. – 5 {PAGE} PROMISSORY NOTE --------------- $980,545.00 January __, 2003 For value received the undersigned ("Lessee") promises to pay to the order ------ of EASTGROUP PROPERTIES, L.P. , a Delaware limited partnership ("Lessor"), at its ------ principal office at 7003 Presidents Drive, Suite 800, Orlando, Florida 32809, the principal sum of _____________ dt 268273 ;	EastGroup EastGroup Properties, LP ( Real Estate ) As referenced in this Forbearance Agreement: EASTGROUP PROPERTIES, L.P. – and is effective as of July 1, 2002 -------------- (the "Effective Date"), by and between BREKEL GROUP, INC., a Delaware -------------- corporation (the "Lessee") and EASTGROUP PROPERTIES, L.P. , a Delaware limited ------ partnership (the "Lessor"). ------ RECITALS -------- WHEREAS, Lessee and Lessor are parties to that certain Lease Agreement dated as of December _____________ EASTGROUP PROPERTIES L.P., – executed by their duly authorized signatories as of the Agreement date first written above. Signed, sealed and delivered LESSOR in the presence of: EASTGROUP PROPERTIES L.P., a Delaware limited partnership _____________________________ By: _____________________________ Print Name:__________________ Name:____________________________ _____________________________ Title:___________________________ Print Name:__________________ LESSEE BREKEL GROUP, INC., _____________ EASTGROUP PROPERTIES, L.P. – 5 {PAGE} PROMISSORY NOTE --------------- $980,545.00 January __, 2003 For value received the undersigned ("Lessee") promises to pay to the order ------ of EASTGROUP PROPERTIES, L.P. , a Delaware limited partnership ("Lessor"), at its ------ principal office at 7003 Presidents Drive, Suite 800, Orlando, Florida 32809, the principal sum of _____________ dt 268273 ; EastGroup EastGroup Properties, LP ( Real Estate Investment Trusts ) As referenced in this Forbearance Agreement: EASTGROUP PROPERTIES, L.P. – and is effective as of July 1, 2002 -------------- (the "Effective Date"), by and between BREKEL GROUP, INC., a Delaware -------------- corporation (the "Lessee") and EASTGROUP PROPERTIES, L.P. , a Delaware limited ------ partnership (the "Lessor"). ------ RECITALS -------- WHEREAS, Lessee and Lessor are parties to that certain Lease Agreement dated as of December _____________ EASTGROUP PROPERTIES L.P., – executed by their duly authorized signatories as of the Agreement date first written above. Signed, sealed and delivered LESSOR in the presence of: EASTGROUP PROPERTIES L.P., a Delaware limited partnership _____________________________ By: _____________________________ Print Name:__________________ Name:____________________________ _____________________________ Title:___________________________ Print Name:__________________ LESSEE BREKEL GROUP, INC., _____________ EASTGROUP PROPERTIES, L.P. – 5 {PAGE} PROMISSORY NOTE --------------- $980,545.00 January __, 2003 For value received the undersigned ("Lessee") promises to pay to the order ------ of EASTGROUP PROPERTIES, L.P. , a Delaware limited partnership ("Lessor"), at its ------ principal office at 7003 Presidents Drive, Suite 800, Orlando, Florida 32809, the principal sum of _____________ dt 268273 ; More...
$38	Preview Full Doc	2002	Forbearance Agreement Forbearance Agreement (52K) Doc #944338: Click preview link for longer preview. FORBEARANCE AGREEMENT AND AMENDMENT TO MASTER LEASES This Forbearance Agreement and Amendment to Master Leases (the "Agreement") is made and entered into effective as of January 31, 2002 by and between ALTERRA HEALTHCARE CORPORATION, a Delaware corporation ("Alterra") for itself and as successor to Sterling House Corporation, a Kansas corporation ("Sterling"), AHC PROPERTIES, INC., a Delaware corporation ("AHC"), ALS Clare Bridge, Inc., a Delaware corporation ("ALS-Clare"), OMEGA HEALTHCARE INVESTORS, . . . 944338	Omega Healthcare Omega Healthcare Investors Inc. ( Real Estate ) As referenced in this Forbearance Agreement: OMEGA HEALTHCARE INVESTORS, INC – to Sterling House Corporation, a Kansas corporation ("Sterling"), AHC PROPERTIES, INC., a Delaware corporation ("AHC"), ALS Clare Bridge, Inc., a Delaware corporation ("ALS-Clare"), OMEGA HEALTHCARE INVESTORS, INC ., a Maryland corporation ("Omega"), and OMEGA (KANSAS), INC., a Kansas corporation ("Omega (Kansas)"). RECITALS The circumstances underlying the execution and delivery of this Agreement are _____________ OMEGA HEALTHCARE INVESTORS, INC – Vice President AHC PROPERTIES, INC. a Delaware corporation By: /s/ Mark W. Ohlendorf Its: Vice President ALS CLARE BRIDGE, INC., A Delaware corporation By: Mark W. Ohlendorf Its: Vice President OMEGA HEALTHCARE INVESTORS, INC ., a Maryland corporation By: /s/ C. Taylor Pickett Its: CEO OMEGA (KANSAS), INC., a Kansas corporation By: /s/ C. Taylor Pickett Its: CEO -17- CONSENT OF SUBLESSEES The undersigned, _____________ Omega Healthcare Investors, Inc – 59 degrees 49' 29" E. (3) Clare Bridge of Silverdale - An updated survey must be done that includes, but is not limited to, the following items: •Current owner should be Omega Healthcare Investors, Inc . •The reference to the access and utility easement shown as exception 2 on the title policy should show the recording information as #881070092 rather than #881070091. •The two waterline _____________ dt 1400212
$45	Preview Full Doc	2003	Forbearance Agreement Forbearance Agreement (26K) Doc #1411029: Click preview link for longer preview. FORBEARANCE AGREEMENT --------------------- THIS FORBEARANCE AGREEMENT (this "Agreement") is entered into on the __ day --------- of January, 2003 (the "Agreement Date"), and is effective as of July 1, 2002 -------------- (the "Effective Date"), by and between BREKEL GROUP, INC., a Delaware -------------- corporation (the "Lessee") and EASTGROUP PROPERTIES, L.P., a Delaware limited ------ . . . 1411029	EastGroup EastGroup Properties, LP As referenced in this Forbearance Agreement: EASTGROUP PROPERTIES, L – day --------- of January, 2003 (the "Agreement Date"), and is effective as of July 1, 2002 -------------- (the "Effective Date"), by and between BREKEL GROUP, INC., a Delaware -------------- corporation (the "Lessee") and EASTGROUP PROPERTIES, L .P., a Delaware limited ------ partnership (the "Lessor"). ------ RECITALS -------- WHEREAS, Lessee and Lessor are parties to that certain Lease Agreement dated as of December 31, 2000, as amended by that _____________ EASTGROUP PROPERTIES, L – NOTE ----------------------- Exhibit 10.9- Page 5 <PAGE> PROMISSORY NOTE --------------- $980,545.00 January __, 2003 For value received the undersigned ("Lessee") promises to pay to the order ------ of EASTGROUP PROPERTIES, L .P., a Delaware limited partnership ("Lessor"), at its ------ principal office at 7003 Presidents Drive, Suite 800, Orlando, Florida 32809, the principal sum of NINE HUNDRED EIGHTY THOUSAND, FIVE HUNDRED _____________ dt 1528812 ; EastGroup EastGroup Properties, LP ( Real Estate ) As referenced in this Forbearance Agreement: EASTGROUP PROPERTIES, L – day --------- of January, 2003 (the "Agreement Date"), and is effective as of July 1, 2002 -------------- (the "Effective Date"), by and between BREKEL GROUP, INC., a Delaware -------------- corporation (the "Lessee") and EASTGROUP PROPERTIES, L .P., a Delaware limited ------ partnership (the "Lessor"). ------ RECITALS -------- WHEREAS, Lessee and Lessor are parties to that certain Lease Agreement dated as of December 31, 2000, as amended by that _____________ EASTGROUP PROPERTIES, L – NOTE ----------------------- Exhibit 10.9- Page 5 <PAGE> PROMISSORY NOTE --------------- $980,545.00 January __, 2003 For value received the undersigned ("Lessee") promises to pay to the order ------ of EASTGROUP PROPERTIES, L .P., a Delaware limited partnership ("Lessor"), at its ------ principal office at 7003 Presidents Drive, Suite 800, Orlando, Florida 32809, the principal sum of NINE HUNDRED EIGHTY THOUSAND, FIVE HUNDRED _____________ dt 1528812 ;	EastGroup EastGroup Properties, LP ( Real Estate Investment Trusts ) As referenced in this Forbearance Agreement: EASTGROUP PROPERTIES, L – day --------- of January, 2003 (the "Agreement Date"), and is effective as of July 1, 2002 -------------- (the "Effective Date"), by and between BREKEL GROUP, INC., a Delaware -------------- corporation (the "Lessee") and EASTGROUP PROPERTIES, L .P., a Delaware limited ------ partnership (the "Lessor"). ------ RECITALS -------- WHEREAS, Lessee and Lessor are parties to that certain Lease Agreement dated as of December 31, 2000, as amended by that _____________ EASTGROUP PROPERTIES, L – NOTE ----------------------- Exhibit 10.9- Page 5 <PAGE> PROMISSORY NOTE --------------- $980,545.00 January __, 2003 For value received the undersigned ("Lessee") promises to pay to the order ------ of EASTGROUP PROPERTIES, L .P., a Delaware limited partnership ("Lessor"), at its ------ principal office at 7003 Presidents Drive, Suite 800, Orlando, Florida 32809, the principal sum of NINE HUNDRED EIGHTY THOUSAND, FIVE HUNDRED _____________ dt 1528812 ; Sequiam Sequiam Corp