THIS NURSING HOME FINANCING AGREEMENT (hereinafter referred to as the “Agreement”) is entered into as of [Insert Date], by and between [Your Company Name], with its principal office located at [Your Company Address] (hereinafter referred to as “Lender”), and [Borrower Name], with its principal place of business located at [Borrower Address], operating the nursing home facility known as [Facility Name] located at [Facility Address] (hereinafter referred to as “Borrower”).

WHEREAS, Borrower desires to obtain financing from Lender in the amount of Five Million Dollars ($5,000,000.00), which will enhance its ability to provide high-quality care to its residents;

WHEREAS, Lender is willing to provide such financing to Borrower under the terms and conditions set forth in this Agreement;

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Lender and Borrower (collectively, the “Parties”) agree as follows:

I. Loan Amount and Use of Funds

A. Loan Amount: The Lender agrees to provide Borrower with a loan in the total principal amount of Five Million Dollars ($5,000,000.00). The loan will be disbursed in a lump sum to Borrower’s designated bank account within five (5) business days following the execution of this Agreement and the satisfaction of all conditions precedent specified herein.

B. Use of Funds: Borrower shall use the loaned funds exclusively for the purposes of expanding its facility, updating medical equipment, and improving patient care services. Borrower agrees to provide Lender with a detailed expenditure plan within thirty (30) days of receiving the loan funds and shall obtain prior written approval from Lender before making any deviations from the approved expenditure plan.

II. Repayment Terms

A. Repayment Schedule: Borrower agrees to repay the principal amount of the loan, along with accrued interest, over a period of ten (10) years. Repayments shall be made in monthly installments of [insert monthly payment amount], commencing one hundred and eighty (180) days after the loan disbursement date, and continuing on the same day of each subsequent month until the full amount of the loan and any accrued interest is repaid.

B. Interest Rate: The loan shall bear interest at an annual rate of 4.75%, calculated on a 360-day year basis and payable monthly in arrears along with the principal repayment.

C. Prepayment: Borrower may prepay the loan in whole or in part at any time without incurring any prepayment penalties. Any prepayment shall first be applied to any accrued but unpaid interest and then to the principal balance.

III. Security and Collateral

A. Collateral Description: As security for the repayment of the loan, Borrower hereby grants to Lender a first priority security interest in all of its current and future assets, including but not limited to real estate, equipment, accounts receivable, and inventory.

B. Perfection of Security Interest: Borrower agrees to execute any and all documents and take all actions necessary to perfect Lender’s security interest in the collateral, including but not limited to filing of UCC financing statements.

C. Insurance: Borrower shall maintain insurance on the collateral securing the loan, with the Lender named as loss payee, in amounts and coverages satisfactory to Lender. Borrower shall provide evidence of such insurance to Lender upon request.

D. Maintenance and Inspection: Borrower agrees to maintain the collateral in good condition and allow Lender to inspect the collateral upon reasonable notice and during normal business hours to ensure compliance with the terms of this Agreement.

IV. Covenants

A. Affirmative Covenants: Borrower hereby agrees to:

1. Maintain its existence in good standing as a [Type of Entity] in the jurisdiction of its organization and maintain all necessary licenses and accreditations to operate the nursing home.
   

2. Provide Lender with quarterly financial statements within forty-five (45) days of the end of each fiscal quarter, and annual audited financial statements within ninety (90) days of the fiscal year-end.
   

3. Comply with all laws, regulations, and ordinances applicable to its operations and the use of the loaned funds.
   

B. Negative Covenants: Without the prior written consent of Lender, Borrower shall not:

1. Incur additional indebtedness exceeding $100,000.00.
   

2. Sell, lease, transfer, or otherwise dispose of its assets outside the ordinary course of business.
   

3. Enter into any merger or consolidation, or acquire any assets or shares of another entity.
   

V. Events of Default

A. Payment Default: Failure by Borrower to make any payment due under this Agreement within thirty (30) days of its due date.

B. Covenant Breach: Failure by Borrower to observe or perform any other covenant, condition, or agreement contained in this Agreement that is not remedied within sixty (60) days after notice of such failure.

C. Insolvency: If Borrower becomes insolvent or is subject to bankruptcy or receivership proceedings.

D. Cross Default: Any default under any other agreement to which Borrower is a party that could materially affect its ability to perform its obligations under this Agreement.

VI. Representations and Warranties

A. Organization and Authority: Borrower represents and warrants that it is duly organized, validly existing, and in good standing under the laws of its jurisdiction of incorporation, and that it has the authority to enter into this Agreement and to carry out the transactions contemplated hereby.

B. Legal Compliance: Borrower represents and warrants that its execution, delivery, and performance of this Agreement comply with all applicable laws and regulations.

VII. Miscellaneous Provisions

A. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of [Specify State], without giving effect to any choice or conflict of law provision or rule.

B. Amendment: This Agreement may only be amended, modified, or supplemented by an agreement in writing signed by each party hereto.

C. Notices: All notices, requests, claims, demands, and other communications hereunder shall be in writing and shall be deemed duly given when received if personally delivered; when received if sent by certified or registered mail (postage prepaid, return receipt requested); or on the next business day if sent by national overnight courier service.

D. Entire Agreement: This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, both oral and written.

Signatures

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first above written.

Lender

[Name]

[Date]

Borrower

[Name]

[Date]

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