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EXHIBIT 10.120 SIXTH AMENDMENT TO REVENUE BOND LEASE AGREEMENT and MORTGAGE AND INDENTURE OF TRUST

Lease Agreement

EXHIBIT 10.120

 

                                 SIXTH AMENDMENT

 

                                       TO

 

                                  REVENUE BOND

 

                                 LEASE AGREEMENT

 

                                       and

 

                         MORTGAGE AND INDENTURE OF TRUST | Document Parties: SLOCOMB NATIONAL BANK  | COLONIAL BANK, N.A.  | DIVERSICARE LEASING CORP You are currently viewing:
This Lease Agreement involves

SLOCOMB NATIONAL BANK | COLONIAL BANK, N.A. | DIVERSICARE LEASING CORP

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Title: EXHIBIT 10.120 SIXTH AMENDMENT TO REVENUE BOND LEASE AGREEMENT and MORTGAGE AND INDENTURE OF TRUST
Governing Law: Alabama     Date: 3/29/2005
Industry: Healthcare Facilities     Sector: Healthcare

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<PAGE>

                                                                  EXHIBIT 10.120

 

                                 SIXTH AMENDMENT

 

                                       TO

 

                                  REVENUE BOND

 

                                  LEASE AGREEMENT

 

                                       and

 

                         MORTGAGE AND INDENTURE OF TRUST

 

 

         THIS SIXTH AMENDMENT is entered into by and between THE MEDICAL CLINIC

BOARD OF THE CITY OF HARTFORD, ALABAMA (the "Board"), DIVERSICARE LEASING CORP.,

(the "Tenant"), COLONIAL BANK, N.A. (FORMERLY COLONIAL BANK) ("Colonial"), CITY

BANK OF HARTFORD ("City Bank") and SLOCOMB NATIONAL BANK ("Slocomb"), and is

effective as of November 2, 2004.

 

         WHEREAS, on June 28, 1996 the Board executed and delivered to Colonial

a $2,450,000.00 Mortgage and Indenture of Trust (the "First Mortgage") on the

Project (as that term is defined in the First Mortgage). This First Mortgage

pertains to the property described on Exhibit "A" attached hereto and is

recorded in Official Record Book 273 at Pages 105 to 139 in the Office of the

Judge of Probate of Geneva County, Alabama. This First Mortgage secures the

obligations due under Revenue Bond - Series 1996 No. R1 (Diversicare Leasing

Corp. Project) issued by the Board in the original principal amount of

$2,450,000.00 (the "Colonial Bond").

 

         WHEREAS, on June 28, 1996 the Board executed and delivered to Slocomb a

$83,500.00 Mortgage and Indenture of Trust (the "Second Mortgage") on the

Project (as that term is defined in the Second Mortgage). This Second Mortgage

pertains to the property described on Exhibit "A" attached hereto and is

recorded in Official Record Book 273 at Pages 140 to 174 in the Office of the

Judge of Probate of Geneva County, Alabama. This Second Mortgage secures the

obligations due under a Revenue Bond - Series 1996 No. R2 (Diversicare Leasing

Corp. Project) issued by the Board in the original principal amount of

$83,500.00 (the "Slocomb Bond").

 

         WHEREAS, on June 28, 1996 the Board executed and delivered to City Bank

a $83,500.00 Mortgage and Indenture of Trust (the "Third Mortgage") on the

Project (as that term is defined in the Third Mortgage). This Third Mortgage

pertains to the property described on Exhibit "A" attached hereto and is

recorded in Official Book 273 at Pages 175 to 209 in the Office of the Judge of

Probate of Geneva County, Alabama. This Third Mortgage secures the obligations

due under a Revenue Bond - Series 1996 No. R3 (Diversicare Leasing Corp.

Project) issued by the Board in the

 

 

                                       1

 

<PAGE>

 

original principal amount of $83,500.00 (the "City Bank Bond").

 

         WHEREAS, the Second Mortgage and the Third Mortgage and the

corresponding Slocomb Bond and the City Bank Bond are in parity each with the

other.

 

         WHEREAS, on June 28, 1996, the Board and Tenant entered into a Lease

Agreement (the "Lease") pertaining to the property described on Exhibit "A"

attached hereto ("the Leased Realty") and the Project (as that term is defined

in the Lease). The Lease is recorded in Official Book 273 at Pages 210 to 246 in

the Office of the Judge of Probate of Geneva County, Alabama.

 

         WHEREAS, on August 1, 2001 the Board, the Tenant, Colonial, City Bank

and Slocomb entered into a First Amendment to Revenue Bond, Lease Agreement and

Mortgage and Indenture of Trust (the "First Amendment"). The First Amendment is

recorded in Official Book 413 at Pages 125 to 135 in the Office of the Judge of

Probate of Geneva County, Alabama.

 

         WHEREAS, effective August 1, 2002 the Board, the Tenant, Colonial, City

Bank and Slocomb entered into a Second Amendment to Revenue Bond, Lease

Agreement and Mortgage and Indenture of Trust (the "Second Amendment"). The

Second Amendment is recorded in Official Book 445 at Pages 281 to 292 in the

Office of the Judge of Probate of Geneva County, Alabama.

 

         WHEREAS, effective November 2, 2002 the Board, the Tenant, Colonial,

City Bank and Slocomb entered into a Third Amendment to Revenue Bond, Lease

Agreement and Mortgage and Indenture of Trust (the "Third Amendment"). The Third

Amendment is recorded in Official Book 453 at Pages 149 to 160 in the Office of

the Judge of Probate of Geneva County, Alabama.

 

         WHEREAS, effective May 2, 2003 the Board, the Tenant, Colonial, City

Bank and Slocomb entered into a Fourth Amendment to Revenue Bond, Lease

Agreement and Mortgage and Indenture of Trust (the "Fourth Amendment"). The

Fourth Amendment is recorded in Official Book 471 at Pages 308 to 319 in the

Office of the Judge of Probate of Geneva County, Alabama.

 

         WHEREAS, effective November 2, 2003 the Board, the Tenant, Colonial,

City Bank and Slocomb entered into a Fifth Amendment to Revenue Bond, Lease

Agreement and Mortgage and Indenture of Trust (the "Fifth Amendment"). The Fifth

Amendment is recorded in Official Book 490 at Pages 450 to 461 in the Office of

the Judge of Probate of Geneva County, Alabama.

 

         WHEREAS, Tenant has requested Board, Colonial, City Bank and Slocomb to

extend the maturity date of the Colonial Bond, the City Bank Bond and the

Slocomb Bond to February 2, 2005, and the Board, Colonial, City Bank, and

Slocomb are agreeable to do so provided Tenant, Board, Colonial, City Bank and

Slocomb enter into this agreement and cause the First Mortgage, Second Mortgage,

Third Mortgage, Colonial Bond, City Bank Bond, Slocomb Bond, the Lease, and the

documents executed in connection therewith to be modified as provided herein and

to be ratified and reconfirmed as so modified.

 

 

                                       2

<PAGE>

 

         NOW THEREFORE, in consideration of the terms and conditions contained

herein, and to induce Board, Colonial, City Bank and Slocomb to extend the

maturity date of the Colonial Bond, the City Bank Bond and the Slocomb Bond, the

First Mortgage, the Second Mortgage, the Third Mortgage, the Colonial Bond, the

City Bank Bond, the Slocomb Bond, the Lease and the agreements executed in

connection therewith are hereby amended as follows:

 

         1.        The maturity date or final payment date of the Colonial Bond

                  is hereby extended to February 2, 2005, the number of payments

                  due on the Colonial Bond is increased from fifty nine (59) to

                   one hundred two (102), and the second, third and fourth

                  sentence of the Colonial Bond are hereby amended to state:

 

 

                           "Such principal and interest shall mature and be

                           payable (unless duly redeemed prior thereto) in one

                           hundred two (102) consecutive monthly payments on the

                           second (2nd) day of each month from August 2, 1996,

                           through and including January 2, 2005, consisting of

                           the amount of principal and interest at the greater

                           of the Base Lending Rate of Bondholder plus one

                           percent (1.00%) or 6.50% that is necessary to

                           amortize the outstanding balance at such rate by

                           August 2, 2021, and a final payment due on February

                           2, 2005, in the amount of all principal and interest

                            outstanding on this obligation. Interest on the

                           outstanding balance shall be calculated on the

                           360-day accrual method by multiplying the product of

                           the principal amount outstanding by the applicable

                           rate stated herein by the actual number of days

                           elapsed divided by 360. The applicable interest rate

                           is the greater of the Base Lending Rate plus one

                           percent (1.00%), or 6.50%."

 

         2.        The maturity date or final payment date of the Slocomb Bond is

                  hereby extended to February 2, 2005, the number of payments

                  due on the Slocomb Bond is increased from fifty nine (59) to

                  one hundred two (102), and the second, third and fourth

                  sentence of the Slocomb Bond is hereby amended to state:

 

 

                           "Such principal and interest shall mature and be

                           payable (unless duly redeemed prior thereto) in one

                           hundred two (102) consecutive monthly payments on the

                           second (2nd) day of each month from August 2, 1996,

                           through and including January 2, 2005, consisting of

                           the amount of principal and interest at the greater

                           of the Base Lending Rate of Bondholder plus one

                            percent (1.00%) or 6.50% that is necessary to

                           amortize the outstanding balance at such rate by

                           August 2, 2021, and a final payment due on February

                           2, 2005, in the amount of all principal and interest

                           outstanding on this obligation. Interest on the

                           outstanding balance shall be calculated on the

                           360-day accrual method by multiplying the product of

                           the principal amount outstanding by the applicable

                           rate stated herein by the actual number of days

                           elapsed divided by 360. The applicable interest rate

                            is the greater of the Base Lending Rate plus one

                           percent (1.00%), or 6.50%."

 

 

                                       3

<PAGE>

 

         3.        The maturity date or final payment date of the City Bank Bond

                   is hereby extended to February 2, 2005, the number of payments

                  due on the City Bank Bond is increased from fifty nine (59) to

                  one hundred two (102), and the second, third and fourth

                  sentence o


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