Common use of Creation of New Master Lease Clause in Contracts

Creation of New Master Lease. In the event of a sale during ---------------------------- the first twenty-four (24) full calendar months following April 20, 2001 to a single purchaser that is not an Affiliate of Lessor (the "Unaffiliated Buyer") ------------------ of twenty (20) or more of the Combined Leased Properties (collectively, the "Sub-Portfolio Properties"), Lessor, acting in concert with the other lessors of ------------------------ Sub-Portfolio Properties, shall have the right to require that the Sub-Portfolio Properties be excluded from the then existing Combined Leases and that Tenant enter into an additional master lease (the "New Master Lease") of the ---------------- Sub-Portfolio Properties with the Unaffiliated Buyer, as lessor, provided that each of the following conditions is satisfied: (i) the Coverage Ratio of the Sub-Portfolio Properties that are operated as hospitals is not greater than fifteen percent (15%) above or below the Coverage Ratio of the Combined Leased Properties that are operated as hospitals other than the Sub-Portfolio Properties (for example, if the Coverage Ratio of the Combined Leased Properties that are operated as hospitals other than the Sub-Portfolio Properties were 1.5:1, then the Coverage Ratio of the Sub-Portfolio Properties that are operated as hospitals must not exceed 1.72:1 or be less than 1.28:1); (ii) the Coverage Ratio of the Sub-Portfolio Properties that are operated as nursing centers is not greater than ten percent (10%) above or below the Coverage Ratio of the Combined Leased Properties that are operated as nursing centers other than the Sub-Portfolio Properties; and (iii) by the creation of the New Master Lease, Lessor shall not cause any of the Combined Leases, as it applies to any of the Combined Leased Properties, to be treated as a capital lease, rather than an operating lease, under generally accepted accounting principles or under the applicable rules of the Financial Accounting Standards Board. In the event that Lessor wishes to exercise its rights under this Section 40.17, Lessor, together ------------- with the other lessors of Sub-Portfolio Properties, shall give written notice thereof to Tenant not less than thirty (30) days prior to the anticipated date of closing of the sale of the Sub-Portfolio Properties to the Unaffiliated Buyer (it being agreed, however, that, in the event such notice is given but the anticipated closing for any reason fails to occur, Lessor shall retain the right, on the terms set forth in this Section 40.17, thereafter to send a ------------- further notice under this Section 40.17). The New Master Lease shall be deemed ------------- to constitute a New Lease and shall be subject to Section 40.15, except that, as ------------- set forth in subsection (a)(xiv) of Section 40.15, clauses (1) and (2) of such ------------- subsection (a)(xiv) shall not apply to such New Master Lease. For purposes of such New Master Lease, the Sub-Portfolio Properties shall constitute the "Master Lease Leased Properties" thereunder. Notwithstanding anything to the contrary contained herein, the right under Section 40.17 of each of the Combined Leases ------------- to require Tenant to enter into the New Master Lease may only be exercised once for all of the Combined Leases.

Creation of New Master Lease. In the event of a sale during ---------------------------- the first twenty-four (24) full calendar months following April 20, 2001 the Effective Date to a single purchaser that is not an Affiliate of Lessor (the "Unaffiliated Buyer") ------------------ of twenty (20) or more of the Combined Leased Properties (collectively, the "Sub-Portfolio Properties"), Lessor, acting in concert with the other lessors of ------------------------ ------------------------- Sub-Portfolio Properties, shall have the right to require that the Sub-Portfolio Properties be excluded from the then existing Combined Leases and that Tenant enter into an additional master lease (the "New Master Lease") of the Sub- ---------------- Sub-Portfolio Properties with the Unaffiliated Buyer, as lessor, provided that each of the following conditions is satisfied: (i) the Coverage Ratio of the Sub-Sub- Portfolio Properties that are operated as hospitals is not greater than fifteen percent (15%) above or below the Coverage Ratio of the Combined Leased Properties that are operated as hospitals other than the Sub-Portfolio Properties (for example, if the Coverage Ratio of the Combined Leased Properties that are operated as hospitals other than the Sub-Portfolio Properties were 1.5:1, then the Coverage Ratio of the Sub-Portfolio Properties that are operated as hospitals must not exceed 1.72:1 or be less than 1.28:1); (ii) the Coverage Ratio of the Sub-Portfolio Properties that are operated as nursing centers is not greater than ten percent (10%) above or below the Coverage Ratio of the Combined Leased Properties that are operated as nursing centers other than the Sub-Portfolio Properties; and (iii) by the creation of the New Master Lease, Lessor shall not cause any of the Combined Leases, as it applies to any of the Combined Leased Properties, to be treated as a capital lease, rather than an operating lease, under generally accepted accounting principles or under the applicable rules of the Financial Accounting Standards Board. In the event that Lessor wishes to exercise its rights under this Section 40.17, Lessor, together ------------- with the other lessors of Sub-Portfolio Properties, shall give written notice thereof to Tenant not less than thirty (30) days prior to the anticipated date of closing of the sale of the Sub-Portfolio Properties to the Unaffiliated Buyer (it being agreed, however, that, in the event such notice is given but the anticipated closing for any reason fails to occur, Lessor shall retain the right, on the terms set forth in this Section 40.17, thereafter to send a ------------- further notice under this Section 40.17). The New Master Lease shall be deemed ------------- to constitute a New Lease and shall be subject to Section 40.15, except that, as ------------- set forth in subsection (a)(xiv) of Section 40.15, clauses (1) and (2) of such ------------- subsection (a)(xiv) shall not apply to such New Master Lease. For purposes of such New Master Lease, the Sub-Portfolio Properties shall constitute the "Master Lease Leased Properties" thereunder. Notwithstanding anything to the contrary contained herein, the right under Section 40.17 of each of the Combined Leases ------------- to require Tenant to enter into the New Master Lease may only be exercised once for all of the Combined Leases.

Creation of New Master Lease. In the event of a sale during ---------------------------- the first twenty-four (24) full calendar months following April 20, 2001 the Effective Date to a single purchaser that is not an Affiliate of Lessor (the "Unaffiliated Buyer") ------------------ of twenty (20) or more of the Combined Leased Properties (collectively, the "Sub-Portfolio Properties"), Lessor, acting in concert with the other lessors of ------------------------ ------------------------- Sub-Portfolio Properties, shall have the right to require that the Sub-Portfolio Properties be excluded from the then existing Combined Leases and that Tenant enter into an additional master lease (the "New Master Lease") of the Sub- ---------------- Sub-Portfolio Properties with the Unaffiliated Buyer, as lessor, provided that each of the following conditions is satisfied: (i) the Coverage Ratio of the Sub-Sub- Portfolio Properties that are operated as hospitals is not greater than fifteen percent (15%) above or below the Coverage Ratio of the Combined Leased Properties that are operated as hospitals other than the Sub-Portfolio Properties (for example, if the Coverage Ratio of the Combined Leased Properties that are operated as hospitals other than the Sub-Portfolio Properties were 1.5:1, then the Coverage Ratio of the Sub-Portfolio Properties that are operated as hospitals must not exceed 1.72:1 or be less than 1.28:1); (ii) the Coverage Ratio of the Sub-Portfolio Properties that are operated as nursing centers is not greater than ten percent (10%) above or below the Coverage Ratio of the Combined Leased Properties that are operated as nursing centers other than the Sub-Portfolio Properties; and (iii) by the creation of the New Master Lease, Lessor shall not cause any of the Combined Leases, as it applies to any of the Combined Leased Properties, to be treated as a capital lease, rather than an operating lease, under generally accepted accounting principles or under the applicable rules of the Financial Accounting Standards Board. In the event that Lessor wishes to exercise its rights under this Section 40.17, Lessor, together ------------- with the other lessors of Sub-Portfolio Properties, shall give written notice thereof to Tenant not less than thirty (30) days prior to the 131 anticipated date of closing of the sale of the Sub-Portfolio Properties to the Unaffiliated Buyer (it being agreed, however, that, in the event such notice is given but the anticipated closing for any reason fails to occur, Lessor shall retain the right, on the terms set forth in this Section 40.17, thereafter to ------------- send a ------------- further notice under this Section 40.17). The New Master Lease shall be ------------- deemed ------------- to constitute a New Lease and shall be subject to Section 40.15, except ------------- that, as ------------- set forth in subsection (a)(xiv) of Section 40.15, clauses (1) and (2) ------------- of such ------------- subsection (a)(xiv) shall not apply to such New Master Lease. For purposes of such New Master Lease, the Sub-Portfolio Properties shall constitute the "Master Lease Leased Properties" thereunder. Notwithstanding anything to the contrary contained herein, the right under Section 40.17 of each of the Combined ------------- Leases ------------- to require Tenant to enter into the New Master Lease may only be exercised once for all of the Combined Leases.

Creation of New Master Lease. In the event of a sale during ---------------------------- the first twenty-four (24) full calendar months following April 20, 2001 the Effective Date to a single purchaser that is not an Affiliate of Lessor (the "Unaffiliated Buyer") ------------------ of twenty (20) or more of the Combined Leased Properties (collectively, the "Sub-Portfolio Properties"), Lessor, acting in concert with the other lessors of ------------------------ Sub-Portfolio Properties, shall have the right to require that the Sub-Portfolio Properties be excluded from the then existing Combined Leases and that Tenant enter into an additional master lease (the "New Master Lease") of the Sub- ---------------- Sub-Portfolio Properties with the Unaffiliated Buyer, as lessor, provided that each of the following conditions is satisfied: (i) the Coverage Ratio of the Sub-Sub- Portfolio Properties that are operated as hospitals is not greater than fifteen percent (15%) above or below the Coverage Ratio of the Combined Leased Properties that are operated as hospitals other than the Sub-Portfolio Properties (for example, if the Coverage Ratio of the Combined Leased Properties that are operated as hospitals other than the Sub-Portfolio Properties were 1.5:1, then the Coverage Ratio of the Sub-Portfolio Properties that are operated as hospitals must not exceed 1.72:1 or be less than 1.28:1); (ii) the Coverage Ratio of the Sub-Portfolio Properties that are operated as nursing centers is not greater than ten percent (10%) above or below the Coverage Ratio of the Combined Leased Properties that are operated as nursing centers other than the Sub-Portfolio Properties; and (iii) by the creation of the New Master Lease, Lessor shall not cause any of the Combined Leases, as it applies to any of the Combined Leased Properties, to be treated as a capital lease, rather than an operating lease, under generally accepted accounting principles or under the applicable rules of the Financial Accounting Standards Board. In the event that Lessor wishes to exercise its rights under this Section 40.17, Lessor, together ------------- with the other lessors of Sub-Portfolio Properties, shall give written notice thereof to Tenant not less than thirty (30) days prior to the 131 anticipated date of closing of the sale of the Sub-Portfolio Properties to the Unaffiliated Buyer (it being agreed, however, that, in the event such notice is given but the anticipated closing for any reason fails to occur, Lessor shall retain the right, on the terms set forth in this Section 40.17, thereafter to ------------- send a ------------- further notice under this Section 40.17). The New Master Lease shall be ------------- deemed ------------- to constitute a New Lease and shall be subject to Section 40.15, except ------------- that, as ------------- set forth in subsection (a)(xiv) of Section 40.15, clauses (1) and (2) ------------- of such ------------- subsection (a)(xiv) shall not apply to such New Master Lease. For purposes of such New Master Lease, the Sub-Portfolio Properties shall constitute the "Master Lease Leased Properties" thereunder. Notwithstanding anything to the contrary contained herein, the right under Section 40.17 of each of the Combined ------------ Leases ------------- to require Tenant to enter into the New Master Lease may only be exercised once for all of the Combined Leases.

Creation of New Master Lease. In the event of a sale during ---------------------------- the first twenty-four (24) full calendar months following April 20, 2001 the Effective Date to a single purchaser that is not an Affiliate of Lessor (the "Unaffiliated Buyer") ------------------ of twenty (20) or more of the Combined Leased Properties (collectively, the "Sub-Portfolio Properties"), Lessor, acting in concert with the other lessors of ------------------------ ------------------------- Sub-Portfolio Properties, shall have the right to require that the Sub-Portfolio Properties be excluded from the then existing Combined Leases and that Tenant enter into an additional master lease (the "New Master Lease") of the Sub- ---------------- Sub-Portfolio Properties with the Unaffiliated Buyer, as lessor, provided that each of the following conditions is satisfied: (i) the Coverage Ratio of the Sub-Sub- Portfolio Properties that are operated as hospitals is not greater than fifteen percent (15%) above or below the Coverage Ratio of the Combined Leased Properties that are operated as hospitals other than the Sub-Portfolio Properties (for example, if the Coverage Ratio of the Combined Leased Properties that are operated as hospitals other than the Sub-Portfolio Properties were 1.5:1, then the Coverage Ratio of the Sub-Portfolio Properties that are operated as hospitals must not exceed 1.72:1 or be less than 1.28:1); (ii) the Coverage Ratio of the Sub-Portfolio Properties that are operated as nursing centers is not greater than ten percent (10%) above or below the Coverage Ratio of the Combined Leased Properties that are operated as nursing centers other than the Sub-Portfolio Properties; and (iii) by the creation of the New Master Lease, Lessor shall not cause any of the Combined Leases, as it applies to any of the Combined Leased Properties, to be treated as a capital lease, rather than an operating lease, under generally accepted accounting principles or under the applicable rules of the Financial Accounting Standards Board. In the event that Lessor wishes to exercise its rights under this Section 40.17, Lessor, together ------------- with the other lessors of Sub-Portfolio Properties, shall give written notice thereof to Tenant not less than thirty (30) days prior to the anticipated date of closing of the sale of the Sub-Portfolio Properties to the Unaffiliated Buyer (it being agreed, however, that, in the event such notice is given but the anticipated closing for any reason fails to occur, Lessor shall retain the right, on the terms set forth in this Section 40.17, thereafter to send a ------------- further notice under this Section 40.17). The New Master Lease shall be deemed ------------- to constitute a New Lease and shall be subject to Section 40.15, except that, as ------------- set forth in subsection (a)(xiv) of Section 40.15, clauses (1) and (2) of such ------------- subsection (a)(xiv) shall not apply to such New Master Lease. For purposes of such New Master Lease, the Sub-Portfolio Properties shall constitute the "Master Lease Leased Properties" thereunder. 132 Notwithstanding anything to the contrary contained herein, the right under Section 40.17 of each of the Combined Leases ------------- to require Tenant to enter into the ------------- New Master Lease may only be exercised once for all of the Combined Leases.

Creation of New Master Lease. In the event of a sale during ---------------------------- the first twenty-four (24) full calendar months following April 20, 2001 the Effective Date to a single purchaser that is not an Affiliate of Lessor (the "Unaffiliated Buyer") ------------------ of twenty (20) or more of the Combined Leased Properties (collectively, the "Sub-Portfolio Properties"), Lessor, acting in concert with the other lessors of ------------------------ Sub-Portfolio Properties, shall have the right to require that the Sub-Portfolio Properties be excluded from the then existing Combined Leases and that Tenant enter into an additional master lease (the "New Master Lease") of the ---------------- Sub-Portfolio Properties with the Unaffiliated Buyer, as lessor, provided that each of the following conditions is satisfied: (i) the Coverage Ratio of the Sub-Portfolio Properties that are operated as hospitals is not greater than fifteen percent (15%) above or below the Coverage Ratio of the Combined Leased Properties that are operated as hospitals other than the Sub-Portfolio Properties (for example, if the Coverage Ratio of the Combined Leased Properties that are operated as hospitals other than the Sub-Portfolio Properties were 1.5:1, then the Coverage Ratio of the Sub-Portfolio Properties that are operated as hospitals must not exceed 1.72:1 or be less than 1.28:1); (ii) the Coverage Ratio of the Sub-Portfolio Properties that are operated as nursing centers is not greater than ten percent (10%) above or below the Coverage Ratio of the Combined Leased Properties that are operated as nursing centers other than the Sub-Portfolio Properties; and (iii) by the creation of the New Master Lease, Lessor shall not cause any of the Combined Leases, as it applies to any of the Combined Leased Properties, to be treated as a capital lease, rather than an operating lease, under generally accepted accounting principles or under the applicable rules of the Financial Accounting Standards Board. In the event that Lessor wishes to exercise its rights under this Section 40.17, Lessor, together ------------- with the other lessors of Sub-Portfolio Properties, shall give written notice thereof to Tenant not less than thirty (30) days prior to the anticipated date of closing of the sale of the Sub-Portfolio Properties to the Unaffiliated Buyer (it being agreed, however, that, in the event such notice is given but the anticipated closing for any reason fails to occur, Lessor shall retain the right, on the terms set forth in this Section 40.17, thereafter to send a ------------- further notice under this Section 40.17). The New Master Lease shall be deemed ------------- to constitute a New Lease and shall be subject to Section 40.15, except that, as ------------- set forth in subsection (a)(xiv) of Section 40.15, clauses (1) and (2) of such ------------- subsection (a)(xiv) shall not apply to such New Master Lease. For purposes of such New Master Lease, the Sub-Portfolio Properties shall constitute the "Master Lease Leased Properties" thereunder. 132 Notwithstanding anything to the contrary contained herein, the right under Section 40.17 of each of the Combined Leases ------------- to require Tenant to enter into the New Master Lease may only be exercised once for all of the Combined Leases.