Transaction Fee Agreement between Tandem Health Care, Inc. and Behrman Brothers Management Corp. (April 28, 2005)

Contract Categories: Business Finance › Stock Agreements
Summary

Tandem Health Care, Inc. agrees to pay Behrman Brothers Management Corp. a $1,640,000 transaction fee for services related to the acquisition of Diakon facilities. The payment must be made in cash by June 30, 2005, via wire transfer. If BBMC needs to take legal action to collect the fee, Tandem Health Care will cover all related costs, including attorney’s fees. This letter agreement represents the full understanding between the parties regarding this transaction fee.

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EX-10.48 49 j1470001exv10w48.htm EXHIBIT 10.48 Exhibit 10.48  

Exhibit 10.48
TANDEM HEALTH CARE
                                         April 28, 2005
Tandem Health Care, Inc.
800 Concourse Parkway South
Suite 200
Maitland, Florida 32751
Attn: Larry Deering
Dear Larry,
            Tandem Health Care, Inc. (the “Company”) hereby acknowledges and agrees that Behrman Brothers Management Corp. (“BBMC”) is entitled to a transaction fee in connection with the acquisition of the Diakon facilities by the Company. The Company hereby irrevocably agrees to pay BBMC in cash in immediately available funds an aggregate of $1,640,000.00 on or before June 30, 2005.
     The payment shall be transferred to BBMC by federal funds wire transfer according to the following instructions:
         
 
  To:   Chase Manhattan Bank
 
  Location:   1411 Broadway, New York, New York
 
        
 
  For Credit to:   Behrman Brothers Management Corp.
 
        
 
  Attention:   Ms. Doreen Rocco (212)  ###-###-####
     If any action is instituted to collect amounts owing hereunder, the Company hereby promises to pay all costs and expenses, including reasonable attorney’s fees, incurred by BBMC in connection with such action.
     This Letter Agreement constitutes the entire agreement, and supersedes all other agreements and understandings, both written and oral, among the parties hereto with respect to the subject matter hereof.

 

 

TANDEM HEALTH CARE
     Please confirm that the foregoing is in accordance with your understanding by signing and returning to us the enclosed duplicate copy of this letter.
         
    Very truly yours,
 
        
    Behrman Brothers Management Corp.
 
        
 
  By:   /s/ Grant G. Behrman
 
       
    Name: Grant G. Behrman
    Title: Managing Partner
         
Confirmed and agreed:    
 
        
Tandem Health Care, Inc.    
 
        
By:
  /s/ Lawrence R. Deering
 
    
Name: Lawrence R. Deering    
Title: Chairman and Chief Executive Officer