Attached files
Exhibit 99.15
CONFIRMATION OF GUARANTEES AND
CONFIRMATION OF AND AMENDMENT TO SECURITY AGREEMENTS
THIS CONFIRMATION OF GUARANTEES AND CONFIRMATION OF AND AMENDMENT TO SECURITY AGREEMENTS (this Confirmation) is made and entered into as of November 1, 2009 by and among FIVE STAR QUALITY CARE, INC., a Maryland corporation (Guarantor), each of the parties identified on the signature page hereof as a tenant (jointly and severally, Tenant), each of the parties identified on the signature page hereof as a subtenant (jointly and severally, Subtenants) and each of the parties identified on the signature page hereof as a landlord (collectively, Landlord).
W I T N E S S E T H :
WHEREAS, pursuant to the terms of that certain Amended and Restated Master Lease Agreement (Lease No. 2), dated as of August 4, 2009 (as the same may be amended, restated or otherwise modified from time to time, the Amended Lease No. 2), Landlord leases to Tenant, and Tenant leases from Landlord, certain property, all as more particularly described in Amended Lease No. 2; and
WHEREAS, the payment and performance of all of the obligations of Tenant with respect to Amended Lease No. 2 are guaranteed by that certain Amended and Restated Guaranty Agreement (Lease No. 2), dated as of August 4, 2009, made by Guarantor for the benefit of Landlord (as the same may be amended, restated or otherwise modified from time to time, the Guaranty) and that certain Amended and Restated Subtenant Guaranty Agreement (Lease No. 2), dated as of August 4, 2009, made by Subtenants for the benefit of Landlord (as the same may be amended, restated or otherwise modified from time to time, the Subtenant Guaranty; and, together with Guaranty, collectively, the Guaranty); and
WHEREAS, the payment and performance of all of the obligations of Tenant with respect to Amended Lease No. 2 are further secured by (i) that certain Amended and Restated Subtenant Security Agreement (Lease No. 2), dated as of August 4, 2009, by and among Subtenants and Landlord (as the same may be amended, restated or otherwise modified or confirmed from time to time, the Subtenant Security Agreement); and (ii) that certain Amended and Restated Security Agreement (Lease No. 2), dated as of August 4, 2009, by and among Tenant and Landlord (as the same may be amended, restated or otherwise modified or confirmed from time to time, the Tenant Security Agreement; and together with the Subtenant Security Agreement, collectively, the Security Agreements); and
WHEREAS, pursuant to that certain Partial Termination of and First Amendment to Amended and Restated Master Lease Agreement (Lease No. 2), dated as of the date hereof (the First Amendment), Amended Lease No. 2 is being partially terminated and amended to reflect the sale of a certain property thereunder having an address at 300 Cedar Street, Tarkio, Missouri (the Tarkio Property), all as more particularly described in the First Amendment; and
WHEREAS, in connection with the partial termination of Amended Lease No. 2 with respect to the Tarkio Property pursuant to the First Amendment, Five Star Quality Care Trust and Five Star Quality Care-MO, LLC (the Tarkio Subtenant) are also terminating that certain Sublease Agreement, dated as of December 31, 2001, as amended, with respect to the Tarkio Property; and
WHEREAS, in connection with the foregoing, and as a condition precedent to the execution of the First Amendment by Landlord, Landlord has required that the parties hereto confirm that the Guarantees and the Security Agreements remain in full force and effect (after giving effect to the release of the Tarkio Property and the Tarkio Subtenant therefrom from and after the date hereof) and apply to Amended Lease No. 2 as amended by the First Amendment;
NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the mutual receipt and legal sufficiency of which are hereby acknowledged, the parties hereto hereby agree, effective as of the date hereof, as follows:
1. Amendment of Subtenant Security Agreement. The Subtenant Security Agreement is hereby amended by (a) replacing Exhibit A attached thereto with Exhibit A attached hereto; (b) replacing Schedule 1 attached thereto with Schedule 1 attached hereto; (c) and replacing Schedule 2 attached thereto with Schedule 2 attached hereto.
2. Amendment of Tenant Security Agreement. The Tenant Security Agreement is hereby amended by replacing Schedule 2 attached thereto with Schedule 3 attached hereto.
3. Confirmation of Guarantees and Security Agreements. Each of the parties to the Guarantees and the Security Agreements hereby confirms that all references in the Guarantees and the Security Agreements to Amended Lease No. 2 shall refer to Amended Lease No. 2 as amended by the First Amendment, and the Guarantees and the Security Agreements, as amended and
confirmed hereby, are hereby ratified and confirmed in all respects.
4. Release of Tarkio Subtenant. The Tarkio Subtenant is hereby released from any of its liabilities or obligations first arising under the Subtenant Guaranty or the Subtenant Security Agreement from and after the date hereof, except for any such liabilities or obligations which survive the termination of the Subtenant Guaranty or the Subtenant Security Agreement.
5. No Impairment, Etc. The obligations, covenants, agreements and duties of the parties under the Guarantees and Security Agreements shall not be impaired in any manner by the execution and delivery of the First Amendment, and in no event shall any ratification or confirmation of such Guarantees or such Security Agreements, or the obligations, covenants, agreements and the duties of the parties under the Guarantees or the Security Agreements, including, without limitation, this Confirmation, be required in connection with any such amendment, change or modification.
[Signatures on following pages.]
IN WITNESS WHEREOF, the parties hereto have caused this Confirmation to be duly executed as a sealed instrument as of the date first above written.
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GUARANTOR: |
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FIVE STAR QUALITY CARE, INC. |
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By: |
/s/ Francis R. Murphy III |
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Francis R. Murphy III |
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Treasurer |
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TENANT: |
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FIVE STAR QUALITY CARE TRUST, |
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FS TENANT HOLDING COMPANY TRUST, |
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FS COMMONWEALTH LLC, and |
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FS PATRIOT LLC |
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By: |
/s/ Francis R. Murphy III |
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Francis R. Murphy III |
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Treasurer |
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SUBTENANTS: |
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FIVE STAR QUALITY CARE-CA II, LLC, |
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FIVE STAR QUALITY CARE-COLORADO, LLC, |
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FIVE STAR QUALITY CARE-GA, LLC, |
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FIVE STAR QUALITY CARE-GHV, LLC, |
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FIVE STAR QUALITY CARE-IA, LLC, |
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FIVE STAR QUALITY CARE-IN, LLC, |
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FIVE STAR QUALITY CARE-KS, LLC, |
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FIVE STAR QUALITY CARE-MD, LLC, |
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FIVE STAR QUALITY CARE-MO, LLC, |
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FIVE STAR QUALITY CARE-NE, INC., |
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FIVE STAR QUALITY CARE-NE, LLC, |
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FIVE STAR QUALITY CARE-TX, LLC, |
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FIVE STAR QUALITY CARE-WI, LLC, |
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FS LAFAYETTE TENANT TRUST, |
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FS LEISURE PARK TENANT TRUST, |
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FS LEXINGTON TENANT TRUST, |
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FS TENANT POOL I TRUST, |
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FS TENANT POOL II TRUST, |
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FS TENANT POOL III TRUST, |
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FS TENANT POOL IV TRUST, and |
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FSQC-AL, LLC |
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By: |
/s/ Francis R. Murphy III |
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Francis R. Murphy III |
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Treasurer |
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MORNINGSIDE OF ANDERSON, L.P., and MORNINGSIDE OF ATHENS, LIMITED PARTNERSHIP |
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By: |
LifeTrust America, Inc., |
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General Partner of each of the foregoing entities |
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By: |
/s/ Francis R. Murphy III |
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Francis R. Murphy III |
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Treasurer |
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LANDLORD: |
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CCC FINANCING I TRUST, |
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CCC INVESTMENTS I, L.L.C., |
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CCC OF KENTUCKY TRUST, |
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CCC PUEBLO NORTE TRUST, |
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CCDE SENIOR LIVING LLC, |
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CCOP SENIOR LIVING LLC, |
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HRES1 PROPERTIES TRUST, |
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O.F.C. CORPORATION, |
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SNH CHS PROPERTIES TRUST, |
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SNH SOMERFORD PROPERTIES TRUST, |
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SNH/LTA PROPERTIES GA LLC, |
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SNH/LTA PROPERTIES TRUST, |
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SPTIHS PROPERTIES TRUST, and |
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SPTMNR PROPERTIES TRUST |
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By: |
/s/ David J. Hegarty |
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David J. Hegarty |
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President |
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LEISURE PARK VENTURE LIMITED PARTNERSHIP |
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By: |
CCC Leisure Park Corporation, |
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its General Partner |
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By: |
/s/ David J. Hegarty |
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David J. Hegarty |
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President |
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CCC RETIREMENT COMMUNITIES II, L.P. |
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By: |
Crestline Ventures LLC, |
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its General Partner |
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By: |
/s/ David J. Hegarty |
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David J. Hegarty |
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President |
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CCC FINANCING LIMITED, L.P. |
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By: |
CCC Retirement Trust, |
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its General Partner |
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By: |
/s/ David J. Hegarty |
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David J. Hegarty |
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President |
EXHIBIT A
REPLACEMENT EXHIBIT A
FOR SUBTENANT SECURITY AGREEMENT
(See attached copy.)
EXHIBIT A
SUBLEASES
1. Sublease Agreement, dated December 31, 2001, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-Colorado, LLC, Delaware limited liability company, as subtenant, as amended by that certain Letter Agreement dated March 1, 2004 by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of June 30, 2008, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.
2. Sublease Agreement, dated December 31, 2001, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-IA, LLC, a Delaware limited liability company, as subtenant, as amended by that certain Letter Agreement dated March 1, 2004 by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated June 30, 2008, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.
3. Sublease Agreement, dated December 31, 2001, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-KS, LLC, a Delaware limited liability company, as subtenant, as amended by that certain Letter Agreement dated March 1, 2004 by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated June 30, 2008, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and
Certain Affiliates of Five Star Quality Care, Inc., as subtenants.
4. Sublease Agreement, dated December 31, 2001, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-NE, Inc., a Delaware corporation, as subtenant, as amended by that certain Letter Agreement dated March 1, 2004 by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated June 30, 2008, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.
5. Sublease Agreement, dated January 11, 2002, by and between FS Tenant Holding Company Trust, a Maryland business trust, and FS Leisure Park Tenant Trust, a Maryland business trust, as amended by that certain Letter Agreement dated June 30, 2008 by and among FS Tenant Holding Company Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among FS Tenant Holding Company Trust, as sublandlord and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.
6. Sublease Agreement, dated January 11, 2002, by and between FS Tenant Holding Company Trust, a Maryland business trust, and FS Lafayette Tenant Trust, a Maryland business trust, as amended by that certain Letter Agreement dated June 30, 2008 by and among FS Tenant Holding Company Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among FS Tenant Holding Company Trust, as sublandlord and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.
7. Sublease Agreement, dated January 11, 2002, by and between FS Tenant Holding Company Trust, a Maryland business trust, and FS Lexington Tenant Trust, a Maryland business trust, as amended by that certain Letter Agreement dated June 30, 2008 by and among FS Tenant Holding Company Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that
certain Letter Agreement dated as of August 4, 2009, by and among FS Tenant Holding Company Trust, as sublandlord and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.
8. Sublease Agreement, dated January 11, 2002, by and between FS Tenant Holding Company Trust, a Maryland business trust, and FS Tenant Pool IV Trust, a Maryland business trust, as amended by that certain Letter Agreement dated June 30, 2008 by and among FS Tenant Holding Company Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among FS Tenant Holding Company Trust, as sublandlord and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.
9. Sublease Agreement, dated November 19, 2004, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Morningside of Anderson, L.P., a Delaware limited partnership, as subtenant, as amended by that certain Letter Agreement dated June 30, 2008 by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.
10. Sublease Agreement, dated November 19, 2004, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Morningside of Athens, Limited Partnership, a Delaware limited partnership, as subtenant, as amended by that certain Letter Agreement dated June 30, 2008 by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.
11. Sublease Agreement, dated May 6, 2005, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-CA II, LLC, a Delaware limited liability company, as subtenant, as amended by that certain Letter Agreement dated June 30, 2008, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that
certain Letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.
12. Sublease Agreement, dated October 31, 2005, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-GHV, LLC, a Maryland limited liability company, as subtenant, as amended by that certain Letter Agreement dated June 30, 2008 by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.
13. Second Amended and Restated Sublease Agreement, dated November 1, 2006, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-GA, LLC, a Delaware limited liability company, as subtenant, as amended by that certain Letter Agreement dated June 30, 2008 by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.
14. Sublease Agreement, dated February 7, 2008, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-TX, LLC, a Maryland limited liability company, as subtenant, as amended by that certain Letter Agreement dated June 30, 2008 by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.
15. Second Amended and Restated Sublease Agreement, dated February 17, 2008, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-NE, LLC, a Delaware limited liability company, as subtenant, as amended by that certain Letter Agreement dated June 30, 2008, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates
of Five Star Quality Care, Inc., as subtenants, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.
16. Sublease Agreement, dated August 1, 2008, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and FSQC-AL, LLC, as subtenant, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.
17. Sublease Agreement, dated November 1, 2008, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-IN, LLC, as subtenant, as further amended by that certain Letter Agreement dated as of August 4, 2009, by and among Five Star Quality Care Trust, as sublandlord, and Certain Affiliates of Five Star Quality Care, Inc., as subtenants.
18. Amended and Restated Sublease Agreement, dated as of August 4, 2009, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-MD, LLC, a Delaware limited liability company, as subtenant.
19. Second Amended and Restated Sublease Agreement, dated as of August 4, 2009, by and between Five Star Quality Care Trust, a Maryland business trust, as sublandlord, and Five Star Quality Care-WI, LLC, a Delaware limited liability company, as subtenant.
20. Amended and Restated Sublease Agreement, dated as of August 4, 2009, by and between FS Tenant Holding Company Trust, a Maryland business trust, as sublandlord and FS Tenant Pool I Trust, a Maryland business trust, as subtenant.
21. Amended and Restated Sublease Agreement, dated as of August 4, 2009, by and between FS Tenant Holding Company Trust, a Maryland business trust, as sublandlord, and FS Tenant Pool II Trust, a Maryland business trust, as subtenant.
22. Amended and Restated Sublease Agreement, dated as of August 4, 2009, by and between FS Tenant Holding Company Trust, a Maryland business trust, as sublandlord, and FS Tenant Pool III Trust, a Maryland business trust, as subtenant.
SCHEDULE 1
REPLACEMENT SCHEDULE 1
FOR SUBTENANT SECURITY AGREEMENT
(See attached copy.)
SCHEDULE 1
Subtenant
Name, Organizational Structure |
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Chief Executive Office & |
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Other |
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Five Star Quality
Care-CA II, LLC, a Delaware limited liability company |
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400 Centre Street |
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None. |
Five Star Quality
Care-Colorado, LLC, a Delaware limited liability company |
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400 Centre Street |
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SHOPCO-Colorado, LLC |
Five Star Quality
Care-GA, LLC, a Delaware limited liability company |
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400 Centre Street |
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SHOPCO-GA, LLC |
Five Star Quality
Care-GHV, LLC, a Maryland limited liability company |
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400 Centre Street |
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None. |
Five Star Quality
Care-IA, LLC, a Delaware limited liability company |
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400 Centre Street |
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SHOPCO-IA, LLC |
Five Star Quality
Care-IN, LLC, a Maryland limited liability company |
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400 Centre Street |
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None. |
Five Star Quality Care-KS,
LLC, a Delaware limited liability company |
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400 Centre Street |
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SHOPCO-KS, LLC |
Five Star Quality
Care-MD, LLC, a Delaware limited liability company |
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400 Centre Street |
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None. |
Five Star Quality
Care-NE, Inc., a Delaware corporation |
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400 Centre Street |
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SHOPCO-NE, Inc. |
Five Star Quality
Care-NE, LLC, a Delaware limited liability company |
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400 Centre Street |
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SHOPCO-NE, LLC |
Five Star Quality
Care-TX, LLC, a Maryland limited liability company |
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400 Centre Street |
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None. |
Five Star Quality
Care-WI, LLC, a Delaware limited liability company |
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400 Centre Street |
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SHOPCO-WI, LLC |
FS Lafayette Tenant
Trust, a Maryland business trust |
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400 Centre Street |
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None. |
FS Leisure Park Tenant
Trust, a Maryland business trust |
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400 Centre Street Newton, MA 02458 |
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None. |
FS Lexington Tenant
Trust, a Maryland business trust |
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400 Centre Street |
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None. |
FS Tenant Pool I Trust,
a Maryland business trust |
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400 Centre Street |
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None. |
FS Tenant Pool II
Trust, a Maryland business trust |
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400 Centre Street |
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None. |
FS Tenant Pool III
Trust, a Maryland business trust |
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400 Centre Street |
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None. |
Subtenant
Name, Organizational Structure |
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Chief Executive Office & |
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Other |
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FS Tenant Pool IV
Trust, a Maryland business trust |
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400 Centre Street |
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None. |
FSQC-AL, LLC, a
Maryland limited liability company |
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400 Centre Street |
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None. |
Morningside of
Anderson, L.P., a Delaware limited partnership |
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400 Centre Street |
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None. |
Morningside of Athens,
Limited Partnership, a Delaware limited partnership |
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400 Centre Street |
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None. |
SCHEDULE 2
REPLACEMENT SCHEDULE 2
FOR SUBTENANT SECURITY AGREEMENT
(See attached copy.)
SCHEDULE 2
The Facilities
State |
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Facility |
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Subtenant |
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ALABAMA: |
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ASHTON GABLES IN
RIVERCHASE |
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FSQC-AL, LLC |
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LAKEVIEW ESTATES |
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FSQC-AL, LLC |
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ARIZONA: |
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THE FORUM AT PUEBLO
NORTE |
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FS Tenant Pool II Trust |
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CALIFORNIA: |
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LA SALETTE HEALTH AND
REHABILITATION CENTER |
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Five Star Quality Care-CA II, LLC |
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THOUSAND OAKS
HEALTHCARE CENTER |
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Five Star Quality Care-CA II, LLC |
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COLORADO: |
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SKYLINE RIDGE
NURSING & REHABLITATION CENTER |
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Five Star Quality Care-Colorado, LLC |
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SPRINGS VILLAGE CARE
CENTER |
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Five Star Quality Care-Colorado, LLC |
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WILLOW TREE CARE CENTER |
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Five Star Quality Care-Colorado, LLC |
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CEDARS HEALTHCARE
CENTER |
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Five Star Quality Care-Colorado, LLC |
State |
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Facility |
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Subtenant |
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DELAWARE: |
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MILLCROFT |
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FS Tenant Pool I Trust |
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FORWOOD MANOR |
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FS Tenant Pool II Trust |
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FOULK MANOR SOUTH |
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FS Tenant Pool IV Trust |
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SHIPLEY MANOR |
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FS Tenant Pool I Trust |
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FLORIDA: |
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FORUM AT DEER CREEK |
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FS Tenant Pool III Trust |
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SPRINGWOOD COURT |
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FS Tenant Pool IV Trust |
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FOUNTAINVIEW |
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FS Tenant Pool II Trust |
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GEORGIA: |
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MORNINGSIDE OF ATHENS |
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Morningside of Athens, Limited Partnership |
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SENIOR LIVING OF MARSH
VIEW |
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Five Star Quality Care-GA, LLC |
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INDIANA: |
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MEADOWOOD RETIREMENT
COMMUNITY |
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Five Star Quality Care-IN, LLC |
State |
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Facility |
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Subtenant |
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IOWA: |
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PACIFIC PLACE |
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Five Star Quality Care-IA, LLC |
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WEST BRIDGE
CARE & REHABILITATION |
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Five Star Quality Care-IA, LLC |
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KANSAS: |
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WOODHAVEN CARE CENTER |
|
Five Star Quality Care-KS, LLC |
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|
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|
|
KENTUCKY: |
|
LAFAYETTE AT COUNTRY
PLACE |
|
FS Lafayette Tenant Trust |
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|
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|
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LEXINGTON AT COUNTRY
PLACE |
|
FS Lexington Tenant Trust |
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|
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|
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MARYLAND: |
|
HEARTFIELDS AT BOWIE |
|
Five Star Quality Care-MD, LLC |
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|
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|
|
|
|
HEARTFIELDS AT
FREDERICK |
|
Five Star Quality Care-MD, LLC |
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|
|
|
|
NEBRASKA: |
|
AINSWORTH CARE CENTER |
|
Five Star Quality Care-NE, LLC |
|
|
|
|
|
|
|
MORYS HAVEN |
|
Five Star Quality Care-NE, Inc. |
|
|
|
|
|
|
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EXETER CARE CENTER |
|
Five Star Quality Care-NE, Inc. |
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|
|
|
|
|
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WEDGEWOOD CARE CENTER |
|
Five Star Quality Care-NE, LLC |
State |
|
Facility |
|
Subtenant |
|
|
|
|
|
|
|
LOGAN VALLEY MANOR |
|
Five Star Quality Care-NE, LLC |
|
|
|
|
|
|
|
CRESTVIEW HEALTH CARE
CENTER |
|
Five Star Quality Care-NE, LLC |
|
|
|
|
|
|
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UTICA COMMUNITY CARE
CENTER |
|
Five Star Quality Care-NE, Inc. |
|
|
|
|
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NEW JERSEY: |
|
LEISURE PARK |
|
FS Leisure Park Tenant Trust |
|
|
|
|
|
PENNSYLVANIA: |
|
FRANCISCAN MANOR |
|
Five Star Quality Care-GHV, LLC |
|
|
|
|
|
|
|
MOUNT VERNON OF
ELIZABETH |
|
Five Star Quality Care-GHV, LLC |
|
|
|
|
|
|
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OVERLOOK GREEN |
|
Five Star Quality Care-GHV, LLC |
|
|
|
|
|
SOUTH CAROLINA: |
|
MORNINGSIDE OF ANDERSON |
|
Morningside of Anderson, L.P. |
|
|
|
|
|
|
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MYRTLE BEACH MANOR |
|
FS Tenant Pool I Trust |
|
|
|
|
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TEXAS: |
|
HERITAGE PLACE AT
BOERNE |
|
Five Star Quality Care-TX, LLC |
State |
|
Facility |
|
Subtenant |
|
|
|
|
|
|
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FORUM AT PARK LANE |
|
FS Tenant Pool III Trust |
|
|
|
|
|
|
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HERITAGE PLACE AT
FREDERICKSBURG |
|
Five Star Quality Care-TX, LLC |
|
|
|
|
|
WISCONSIN: |
|
GREENTREE
HEALTH & REHABILITATION CENTER |
|
Five Star Quality Care-WI, LLC |
|
|
|
|
|
|
|
PINE MANOR HEALTH CARE
CENTER |
|
Five Star Quality Care-WI, LLC |
|
|
|
|
|
|
|
MANORPOINTE-OAK CREEK INDEPENDENT
SENIOR APARTMENTS AND MEADOWMERE/MITCHELL MANOR-OAK CREEK ASSISTED LIVING |
|
Five Star Quality Care-WI, LLC |
|
|
|
|
|
|
|
RIVER HILLS WEST
HEALTHCARE CENTER |
|
Five Star Quality Care-WI, LLC |
|
|
|
|
|
|
|
THE VIRGINIA
HEALTH & REHABILITATION CENTER |
|
Five Star Quality Care-WI, LLC |
SCHEDULE 3
REPLACEMENT SCHEDULE 2
FOR TENANT SECURITY AGREEMENT
(See attached copy.)
SCHEDULE 2
THE FACILITIES
ALABAMA:
ASHTON GABLES IN RIVERCHASE
2184 Parkway Lake Drive
Birmingham, Alabama 35244
LAKEVIEW ESTATES
2634 Valleydale Road
Birmingham, Alabama 35244
ARIZONA:
THE FORUM AT PUEBLO NORTE
7090 East Mescal Street
Scottsdale, Arizona 85254
CALIFORNIA:
LA SALETTE HEALTH AND REHABILITATION CENTER
537 East Fulton Street
Stockton, California 95204
THOUSAND OAKS HEALTHCARE CENTER
93 W. Avenida de Los Arboles
Thousand Oaks, California 91360
COLORADO:
SKYLINE RIDGE NURSING & REHABLITATION CENTER
515 Fairview Avenue
Canon City, Colorado 81212
SPRINGS VILLAGE CARE CENTER
110 West Van Buren Street
Colorado Springs, Colorado 80907
WILLOW TREE CARE CENTER
2050 South Main Street
Delta, Colorado 81416
CEDARS HEALTHCARE CENTER
1599 Ingalls Street
Lakewood, Colorado 80214
DELAWARE:
MILLCROFT
255 Possum Park Road
Newark, Delaware 19711
FORWOOD MANOR
1912 Marsh Road
Wilmington, Delaware 19810
FOULK MANOR SOUTH
407 Foulk Road
Wilmington, Delaware 19803
SHIPLEY MANOR
2723 Shipley Road
Wilmington, Delaware 19810
FLORIDA:
FORUM AT DEER CREEK
3001 Deer Creek Country Club Boulevard
Deerfield Beach, Florida 33442
SPRINGWOOD COURT
12780 Kenwood Lane
Fort Myers, Florida 33907
FOUNTAINVIEW
111 Executive Center Drive
West Palm Beach, Florida 33401
GEORGIA:
MORNINGSIDE OF ATHENS
1291 Cedar Shoals Drive
Athens, Georgia 30605
SENIOR LIVING OF MARSH VIEW
7410 Skidway Road
Savannah, Georgia 31406
INDIANA:
MEADOWOOD RETIREMENT COMMUNITY
2455 Tamarack Trail
Bloomington, Indiana 47408
IOWA:
PACIFIC PLACE
20937 Kane Avenue
Pacific Junction, Iowa 51561
WEST BRIDGE CARE & REHABILITATION
1015 West Summit Street
Winterset, Iowa 50273
KANSAS:
WOODHAVEN CARE CENTER
510 W. 7th Street
Ellinwood, Kansas 67526
KENTUCKY:
LAFAYETTE AT COUNTRY PLACE
690 Mason Headley Road
Lexington, Kentucky 40504
LEXINGTON AT COUNTRY PLACE
700 Mason Headley Road
Lexington, Kentucky 40504
MARYLAND:
HEARTFIELDS AT BOWIE
7600 Laurel Bowie Road
Bowie, Maryland 20715
HEARTFIELDS AT FREDERICK
1820 Latham Drive
Frederick, Maryland 21701
MASSACHUSETTS:
BRAINTREE REHABILITATION HOSPITAL
250 Pond Street
Braintree, Massachusetts 02184
NEW ENGLAND REHABILITATION HOSPITAL
2 Rehabilitation Way
Woburn, Massachusetts 01801
NEBRASKA:
AINSWORTH CARE CENTER
143 North Fullerton Street
Ainsworth, Nebraska 69210
MORYS HAVEN
1112 15th Street
Columbus, Nebraska 68601
EXETER CARE CENTER
425 South Empire Avenue
Exeter, Nebraska 68351
WEDGEWOOD CARE CENTER
800 Stoeger Drive
Grand Island, Nebraska 68803
LOGAN VALLEY MANOR
1035 Diamond Street
Lyons, Nebraska 68038
CRESTVIEW HEALTH CARE CENTER
1100 West First Street
Milford, Nebraska 68405
UTICA COMMUNITY CARE CENTER
1350 Centennial Avenue
Utica, Nebraska 68456
NEW JERSEY:
LEISURE PARK
1400 Route 70
Lakewood, New Jersey 08701
PENNSYLVANIA:
FRANCISCAN MANOR
71 Darlington Road
Patterson Township, Beaver Falls, Pennsylvania 15010
MOUNT VERNON OF ELIZABETH
145 Broadlawn Drive
Elizabeth, Pennsylvania 15037
OVERLOOK GREEN
5250 Meadowgreen Drive
Whitehall, Pennsylvania 15236
SOUTH CAROLINA:
MORNINGSIDE OF ANDERSON
1304 McLees Road
Anderson, South Carolina 29621
MYRTLE BEACH MANOR
9547 Highway 17 North
Myrtle Beach, South Carolina 29572
TEXAS:
HERITAGE PLACE AT BOERNE
120 Crosspoint Drive
Boerne, Texas 78006
FORUM AT PARK LANE
7831 Park Lane
Dallas, Texas 75225
HERITAGE PLACE AT FREDERICKSBURG
96 Frederick Road
Fredericksburg, Texas 78624
WISCONSIN:
GREENTREE HEALTH & REHABILITATION CENTER
70 Greentree Road
Clintonville, Wisconsin 54929
PINE MANOR HEALTH CARE CENTER
Village of Embarrass
1625 East Main Street
Clintonville, Wisconsin 54929
MANORPOINTE-OAK CREEK
INDEPENDENT SENIOR APARTMENTS AND
MEADOWMERE/MITCHELL MANOR-OAK CREEK ASSISTED LIVING
700 East Stonegate Drive and 701 East Peutz Road
Oak Creek, Wisconsin 53154
RIVER HILLS WEST HEALTHCARE CENTER
321 Riverside Drive
Pewaukee, Wisconsin 53072
THE VIRGINIA HEALTH & REHABILITATION CENTER
1451 Cleveland Avenue
Waukesha, Wisconsin 53186