Common use of Financial Statements and Reporting Clause in Contracts

Financial Statements and Reporting. Each Tenant shall maintain, for itself and its subsidiaries, a system of accounting established and administered in accordance with generally accepted accounting principles, and shall provide Lessor with the following information: (a) As soon as available but in no event later than forty-five (45) days after the close of each fiscal month and within fifty (50) days after the close each of the first three fiscal quarters, for Tenant, an unaudited consolidated balance sheet and statement of operations as of the close of each such period and the related unaudited consolidated statements of income, cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “Financial Statements”), setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledge, subject to normal year end adjustments; (b) Within one hundred (100) days after the close of each Fiscal Year, (i) for Tenant, consolidated Financial Statements, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; and (ii) an Officer’s Certificate certifying to Lessor the amount of Patient Revenues for such Fiscal Year for each Facility, for all of the Facilities in the aggregate under this Lease and for all of the Facilities in the aggregate under all of the Leases, and attaching reasonably detailed documentation thereof; (c) Within fifty (50) days after the close of each of the first three fiscal quarters, and within one hundred (100) days after the close of each Fiscal Year, the following information and data for each Facility, in each case in paper format or electronic computer format: (1) income statements that include, without limitation, a breakdown of Patient Revenues and other revenues itemized by payor type and a breakdown of operating expenses to the extent reasonably available under the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense and any material non-recurring charges; and (2) patient census by payor type; (d) As soon as available but in no event later than sixty (60) days following the commencement of each Fiscal Year, annual budgets for the operation during such Fiscal Year of each Facility, of all Facilities in the aggregate under this Lease and of all Facilities in the aggregate under all of the Leases, and to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring charges; (e) Within one hundred (100) days after the close of each Fiscal Year, or otherwise upon request by Lessor in connection with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantor, as applicable, an Officer’s Certificate certifying to Lessor and Lessor’s designees (which certificate may be relied upon by Lessor and any prospective purchaser or mortgagee of any Leased Property) the following information: (i) this Lease is unmodified and is in full force and effect (or that this Lease is in full force and effect as modified and setting forth the modifications); (ii) the dates to which Rent has been paid; (iii) all Facilities are in good standing with respect to all necessary federal, state and local licenses, permits and other Authorizations; (iv) each Facility that participates in the Medicare program is in compliance with the terms of its Medicare Provider Agreement and in good standing with the Medicare program; (v) each Facility that participates in the Medicaid program is in compliance with the terms of its Medicaid Provider Agreement and in good standing with the Medicaid program; (vi) the current number of licensed beds at each Facility; and (vii) Tenant and each applicable Guarantor is not in default in the performance of this Lease or its Guaranty, as applicable, or if an Event of Default exists, specifying the same in reasonable detail; at the request of Lessor, together with complete and accurate copies (originals of which shall be made available for inspection upon request by Lessor) of all licenses, permits and other Authorizations necessary to operate the Facilities in accordance with all applicable laws; (f) As soon as reasonably available, copies of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies of all registration statements and any other public information which any Tenant or any of its Subsidiaries files with the Securities Exchange Commission or any other governmental authority; (g) Promptly upon the furnishing thereof to the shareholders of any Tenant, copies of all statements, reports, notices and proxy statements so furnished; (h) Such supplements to the foregoing documents and such other information and reports (including, without limitation non-financial information), as any Senior Lender, any Facility Mortgagee or any Superior Mortgagee may reasonably request, provided such supplements, and such information and reports, are consistent with the types of supplements, reports and information generally utilized by such institutions within the financing industry; (i) (i) on a monthly basis during the Term, (x) a consolidated monthly cash flow report of Tenant and its Subsidiaries and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (ii) all other information, reports, materials and certificates that are from time to time delivered, pursuant to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor at the same time and in the same manner as the same are delivered to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iii) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following receipt of a written request therefor from Lessor to Tenant, Tenant shall further deliver to Lessor any Facility-specific survey reports requested by Lessor), (iv) promptly following receipt of a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties; (j) If Lessor is a Ventas Lessor, within fifty (50) days following the close of each fiscal quarter, a Senior Officer’s Certificate setting forth whether any Event(s) of Default under Section 16.1(m) and/or Section 16.1(q) of this Lease or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (as described in Section 16.10) and, if so, specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s receipt thereof, true, correct and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time to time for or by Tenant or at Tenant’s direction other than those prepared by its independent auditors; (l) Within sixty (60) days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a “Captive Insurance Company”), an unaudited balance sheet and statement of operations as of the close of each such period and the related unaudited statements of income, cash flows and stockholders equity for such period and for the year to date of each Captive Insurance Company, setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledge, subject to normal year end adjustments; (m) Within one hundred eighty (180) days after the close of each Fiscal Year, for each Captive Insurance Company, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously with the Effective Date, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports, as of such quarter-end, (i) indicating the amount of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurred, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded to the Captive Insurance Company(ies) by Tenant is being funded on budget or, if there is a shortfall in the funding of the amount to be funded, detailing Tenant’s plan for funding such shortfall to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date which is one hundred (100) days following the end of each Fiscal Year, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Lease, to each of the other Facilities under the Leases and to all other healthcare-related facilities of Tenant and its Subsidiaries and Affiliates that are not leased by Tenant under the Leases and that explains the methodology of such allocation in reasonable detail; (q) Within thirty (30) days following the end of each month during the Term, Medicaid Rate Variance Reports, as of such month-end, prepared by Tenant for the Facilities under this Lease, and under all of the Leases, that are skilled nursing facilities, which report shall be substantially in the form delivered by Tenant to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, within forty-five (45) days following the end of each month during the Term, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or a substantially similar report reasonably acceptable to Lessor, each as of such month-end, providing a state by state evaluation and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as of such month-end, for each Facility under this Lease, and under each of the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor; (s) Within thirty (30) days following the end of each month during the Term, a “QA Management Activity Report”, as of such month-end, prepared by Tenant for each Facility under this Lease, and under each of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt of a written request therefor from Lessor, true, correct and complete copies of any survey deficiency reports and/or plans of correction relative to any of the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal Year, an annual capital expenditures budget for such Fiscal Year, relating only to the Leased Properties, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor and, within fifteen (15) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following the end of each month during the Term, a capital expenditures report, as of such month-end, relative to each Facility under this Lease, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by Facility; and (v) Within thirty (30) days after the close of each of the first three fiscal quarters, and within thirty (30) days after the close of each Fiscal Year, a report, in form reasonably acceptable to Lessor, regarding changes in the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the Leases.

Financial Statements and Reporting. Each Tenant shall maintainDeliver to the Administrative Agent and the Lenders, for itself in form and its subsidiaries, a system of accounting established detail satisfactory to the Administrative Agent and administered in accordance with generally accepted accounting principles, and shall provide Lessor with the following informationLenders: (a) As as soon as available available, but in no any event later than forty-five within ninety (4590) days after the close end of each fiscal month and within fifty year of Holdings, (50A) days after the close each of the first three fiscal quarters, for Tenant, an unaudited a consolidated balance sheet of Holdings and statement its consolidated Subsidiaries as at the end of operations as of the close of each such period fiscal year, and the related unaudited consolidated statements of incomeincome or operations, shareholders’ equity and cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “Financial Statements”)fiscal year, setting forth in each case in comparative form the corresponding figures for the previous yearfiscal year and to the Financial Plan (as defined below), all in reasonable detail and prepared in accordance with GAAP, such consolidated statements to be audited and accompanied by a report and opinion of Gxxxx Xxxxxxx LLP or any other independent certified public accounting firm of nationally recognized standing selected by the Loan Parties and reasonably acceptable to the Administrative Agent, which report and opinion shall be prepared in accordance with generally accepted accounting principles auditing standards and all certified in an Officer’s Certificate shall not be subject to Lessor any “going concern” or like qualification or exception or any qualification or exception as being complete and accurate to the best scope of Tenant’s knowledgesuch audit (other than a “going concern” or like qualification or exception in either case resulting solely from an upcoming maturity date of any Permitted Indebtedness occurring within one year from the time such opinion is delivered or as permitted in writing by the Administrative Agent); and (B) for each other Subsidiary of Holdings for which separate audited annual reports are available, subject a copy of such annual report containing unconsolidated and consolidated balance sheets of such reporting Person and its Subsidiaries as of the end of such fiscal year, in each case accompanied by a certification of such accountants as to normal the amount of Distributable Income with respect to such Person and each such Subsidiary during the preceding fiscal year end adjustments(except to the extent already explicitly included in the foregoing financial statements); (b) Within one hundred as soon as available, but in any event within forty-five (10045) days after the close end of each Fiscal Yearfiscal quarter (or such longer period as may be agreed by the Administrative Agent in its sole discretion), (i) for Tenant, an unaudited consolidated Financial Statementsbalance sheet of Holdings and its Subsidiaries, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; and (ii) an Officer’s Certificate certifying to Lessor the amount of Patient Revenues for such Fiscal Year for each Facility, for all of the Facilities in the aggregate under this Lease and for all of the Facilities in the aggregate under all of the Leases, and attaching reasonably detailed documentation thereof; (c) Within fifty (50) days after the close of each of the first three fiscal quarters, and within one hundred (100) days after the close of each Fiscal Year, the following information and data for each Facility, in each case in paper format or electronic computer format: (1) income statements that include, without limitation, a breakdown of Patient Revenues and other revenues itemized by payor type and a breakdown of operating expenses to the extent reasonably available under the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense and any material non-recurring charges; and (2) patient census by payor type; (d) As soon as available but in no event later than sixty (60) days following the commencement of each Fiscal Year, annual budgets for the operation during such Fiscal Year of each Facility, of all Facilities in the aggregate under this Lease and of all Facilities in the aggregate under all of the Leases, and to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring charges; (e) Within one hundred (100) days after the close of each Fiscal Year, or otherwise upon request by Lessor in connection with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantor, as applicable, an Officer’s Certificate certifying to Lessor and Lessor’s designees (which certificate may be relied upon by Lessor and any prospective purchaser or mortgagee of any Leased Property) the following information: (i) this Lease is unmodified and is in full force and effect (or that this Lease is in full force and effect as modified and setting forth the modifications); (ii) the dates to which Rent has been paid; (iii) all Facilities are in good standing with respect to all necessary federal, state and local licenses, permits and other Authorizations; (iv) each Facility that participates in the Medicare program is in compliance with the terms of its Medicare Provider Agreement and in good standing with the Medicare program; (v) each Facility that participates in the Medicaid program is in compliance with the terms of its Medicaid Provider Agreement and in good standing with the Medicaid program; (vi) the current number of licensed beds at each Facility; and (vii) Tenant and each applicable Guarantor is not in default in the performance of this Lease or its Guaranty, as applicable, or if an Event of Default exists, specifying the same in reasonable detail; at the request end of Lessor, together with complete and accurate copies (originals of which shall be made available for inspection upon request by Lessor) of all licenses, permits and other Authorizations necessary to operate the Facilities in accordance with all applicable laws; (f) As soon as reasonably available, copies of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies of all registration statements and any other public information which any Tenant or any of its Subsidiaries files with the Securities Exchange Commission or any other governmental authority; (g) Promptly upon the furnishing thereof to the shareholders of any Tenant, copies of all statements, reports, notices and proxy statements so furnished; (h) Such supplements to the foregoing documents and such other information and reports (including, without limitation non-financial information), as any Senior Lender, any Facility Mortgagee or any Superior Mortgagee may reasonably request, provided such supplements, and such information and reports, are consistent with the types of supplements, reports and information generally utilized by such institutions within the financing industry; (i) (i) on a monthly basis during the Term, (x) a consolidated monthly cash flow report of Tenant and its Subsidiaries and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (ii) all other information, reports, materials and certificates that are from time to time delivered, pursuant to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor at the same time and in the same manner as the same are delivered to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iii) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following receipt of a written request therefor from Lessor to Tenant, Tenant shall further deliver to Lessor any Facility-specific survey reports requested by Lessor), (iv) promptly following receipt of a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties; (j) If Lessor is a Ventas Lessor, within fifty (50) days following the close of each fiscal quarter, a Senior Officer’s Certificate setting forth whether any Event(s) of Default under Section 16.1(m) and/or Section 16.1(q) of this Lease or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (as described in Section 16.10) and, if so, specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s receipt thereof, true, correct and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time to time for or by Tenant or at Tenant’s direction other than those prepared by its independent auditors; (l) Within sixty (60) days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a “Captive Insurance Company”), an unaudited balance sheet and statement of operations as of the close of each such period and the related unaudited consolidated statements of incomeincome or operations, shareholders’ equity and cash flows and stockholders equity for such period fiscal quarter and for the portion of Holdings’ fiscal year to date of each Captive Insurance Companythen ended, setting forth in each case in comparative form the corresponding figures for the corresponding fiscal quarter of the previous yearfiscal year and corresponding portion of the previous fiscal year and to the Financial Plan, all in reasonable detail and prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledge, subject to normal year end adjustmentsGAAP; (mc) Within one hundred eighty (180) days after the close of each Fiscal Year, for each Captive Insurance Company, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously commencing with the Effective Datefiscal month ending June 30, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports2021, as of such quarter-endsoon as available, (i) indicating the amount of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurred, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded to the Captive Insurance Company(ies) by Tenant is being funded on budget or, if there is a shortfall in the funding of the amount to be funded, detailing Tenant’s plan for funding such shortfall to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date which is one hundred (100) days following the end of each Fiscal Year, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Lease, to each of the other Facilities under the Leases and to all other healthcare-related facilities of Tenant and its Subsidiaries and Affiliates that are not leased by Tenant under the Leases and that explains the methodology of such allocation in reasonable detail; (q) Within any event within thirty (30) days following after the end of each month during (or forty-five (45) days after the Termend of each month that is also the last month of a fiscal quarter) (or such longer period as may be agreed by the Administrative Agent in its sole discretion), Medicaid Rate Variance Reports(i) an unaudited consolidated balance sheet of Holdings and its Subsidiaries, in each case, as at the end of such month-, (ii) the related consolidated statements of income or operations, shareholders’ equity and cash flows for such month and for the portion of Holdings’ fiscal year then ended, (iii) Unrestricted Cash, expense summaries and gross and net revenue with respect to each Product of the Loan Parties and their Subsidiaries as at the end of such month (and if such month is also a fiscal quarter end, prepared by Tenant for such fiscal quarter) and (iv) if such month is also a fiscal quarter end, a summary detailing the Products sold to each Key Customer for such fiscal quarter and for the Facilities portion of Holdings’ fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and corresponding portion of the previous fiscal year and to the Financial Plan (if available), all in reasonable detail (and where applicable prepared in accordance with GAAP). Notwithstanding anything to the contrary herein, to the extent the deliveries under this LeaseSection 6.02(b) and 6.02(c) are duplicative, the Borrower shall only be required to provide such information once; (d) as soon as available and not later than the date quarterly financial statements are required to be delivered pursuant to ‎Section 6.02 (b) above, a report specifying the cash and Cash Equivalents of Holdings and its Subsidiaries by entity and by account jurisdictions, Operating Expenses, account aging and other key operating metrics, and under all detailing the products sold by the Loan Parties and their Subsidiaries, the number of revenue producing customers, backlog and headcount of the LeasesLoan Parties and their Subsidiaries, that are skilled nursing facilitiesin each case certified by the chief financial officer (or equivalent) of Holdings; (e) as soon as available, which report shall be substantially but in the form delivered by Tenant to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, any event within forty-five (45) days following after the end of each month during the Termfiscal year of Holdings and its Subsidiaries, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or an annual operating budget and plan prepared on a substantially similar report reasonably acceptable to Lessor, quarterly basis together with financial projections for such year each as of such month-end, providing a state by state evaluation and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as of such month-end, for each Facility under this Lease, and under each of the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered approved by Holdings’ Board of Directors and otherwise in form and substance satisfactory to Lessor on May 14the Administrative Agent (any such approved budget, 2003 or another form reasonably acceptable to Lessor; (s) Within thirty (30) days following the end of each month during the Termplan and projection, a “QA Management Activity ReportFinancial Plan”), as including (i) a forecasted consolidated balance sheet and forecasted consolidated statements of such month-end, prepared by Tenant income and cash flows of Holdings and its Subsidiaries for each Facility under this Leasesuch fiscal year, together with pro forma Compliance Certificates for each such fiscal year and under each an explanation of the Leasesassumptions on which such forecasts are based, (ii) forecasted consolidated statements of income and cash flows of Holdings and its Subsidiaries for each quarter of each such fiscal year, (iii) forecasts demonstrating adequate liquidity and projected compliance with the requirements of ‎Section 7.16 through the final maturity date of the Loans, together, in each case, with an explanation of the form delivered to Lessor assumptions on May 14which such forecasts are based and for each fiscal year (or portion thereof) through the final Maturity Date, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt accompanied by a certificate of a written request therefor from Lessor, true, correct and complete copies of any survey deficiency reports and/or plans of correction relative to any of Responsible Officer certifying that such Financial Plan is a reasonable estimate for the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal Year, an annual capital expenditures budget for such Fiscal Year, relating only to the Leased Properties, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor and, within fifteen (15) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following the end of each month during the Term, a capital expenditures report, as of such month-end, relative to each Facility under this Lease, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by Facilityperiods covered thereby; and (vf) Within thirty (30) days after if, as a result of any change in accounting principles and policies from those used in the close of each preparation of the Audited Financial Statements, the consolidated financial statements of Holdings and its Subsidiaries delivered pursuant to Section 6.02(a) or Section 6.02(b) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first three fiscal quartersdelivery of such financial statements after such change, and within thirty one (301) days after the close or more statements of each Fiscal Year, a report, reconciliation for all such prior financial statements in form and substance reasonably acceptable satisfactory to Lessor, regarding changes in Administrative Agent and the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the LeasesLenders.

Financial Statements and Reporting. Each Tenant shall ---------------------------------- maintain, for itself and its subsidiaries, a system of accounting established and administered in accordance with generally accepted accounting principles, and shall provide Lessor with the following information: (a) As soon as available but in no event later than forty-five (45) days after the close of each fiscal month and within fifty (50) days after the close each of the first three fiscal quarters, for Tenant, an unaudited consolidated balance sheet and statement of operations as of the close of each such period and the related unaudited consolidated statements of income, cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “"Financial Statements”"), setting forth in -------------------- each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s 's Certificate to Lessor as being complete and accurate to the best of Tenant’s 's knowledge, subject to normal year end adjustments. In the case of any Officer's Certificate and related financial statements that are required under this subsection (a) and relate to any period on or prior to the date which is 120 days after April 20, 2001, Tenant may, to the extent necessary, qualify the same by stating that they remain subject to any adjustments required by "fresh-start accounting", provided and on the conditions that (i) as soon as reasonably practicable following the completion of such "fresh-start accounting" adjustments, but in any event within five (5) Business Days following such completion, Tenant shall deliver to Lessor a revised Officer's Certificate and related financial statements that comply with this subsection (a) and omit the aforesaid "fresh-start accounting" qualifications and (ii) Tenant shall at all times comply with all applicable securities and other Legal Requirements relative to the reporting and disclosure of Tenant's financial condition; (b) Within one hundred (100) days after the close of each Fiscal Year, (i) for Tenant, consolidated Financial Statements, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; and (ii) an Officer’s 's Certificate certifying to Lessor the amount of Patient Revenues for such Fiscal Year for each Facility, for all of the Facilities in the aggregate under this Lease and for all of the Facilities in the aggregate under all of the Master Leases, and attaching reasonably detailed documentation thereof; (c) Within fifty (50) days after the close of each of the first three fiscal quarters, and within one hundred (100) days after the close of each Fiscal Year, the following information and data for each Facility, in each case in paper format or electronic computer format: (1) income statements that include, without limitation, a breakdown of Patient Revenues and other revenues itemized by payor type and a breakdown of operating expenses to the extent reasonably available under the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense and any material non-recurring charges; and (2) patient census by payor type; (d) As soon as available but in no event later than sixty (60) days following the commencement of each Fiscal Year, annual budgets for the operation during such Fiscal Year of each Facility, of all Facilities in the aggregate under this Lease and of all Facilities in the aggregate under all of the Master Leases, and to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring charges; (e) Within one hundred (100) days after the close of each Fiscal Year, or otherwise upon request by Lessor in connection with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantor, as applicable, an Officer’s 's Certificate certifying to Lessor and Lessor’s 's designees (which certificate may be relied upon by Lessor and any prospective purchaser or mortgagee of any Leased Property) the following information: (i) this Lease is unmodified and is in full force and effect (or that this Lease is in full force and effect as modified and setting forth the modifications); (ii) the dates to which Rent has been paid; (iii) all Facilities are in good standing with respect to all necessary federal, state and local licenses, permits and other Authorizations; (iv) each Facility that participates in the Medicare program is in compliance with the terms of its Medicare Provider Agreement and in good standing with the Medicare program; (v) each Facility that participates in the Medicaid program is in compliance with the terms of its Medicaid Provider Agreement and in good standing with the Medicaid program; (vi) the current number of licensed beds at each Facility; and (vii) Tenant and each applicable Guarantor is not in default in the performance of this Lease or its Guaranty, as applicable, or if an Event of Default exists, specifying the same in reasonable detail; at the request of Lessor, together with complete and accurate copies (originals of which shall be made available for inspection upon request by Lessor) of all licenses, permits and other Authorizations necessary to operate the Facilities in accordance with all applicable laws; (f) As soon as reasonably available, copies of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies of all registration statements and any other public information which any Tenant or any of its Subsidiaries files with the Securities Exchange Commission or any other governmental authority;; 105 (g) Promptly upon the furnishing thereof to the shareholders of any Tenant, copies of all statements, reports, notices and proxy statements so furnished; (h) Such supplements to the foregoing documents and such other information and reports (including, without limitation non-financial information), as any Senior Lender, any Facility Mortgagee or any Superior Mortgagee may reasonably request, provided such supplements, and such information and reports, are consistent with the types of supplements, reports and information generally utilized by such institutions within the financing industry; (i) On a weekly basis until April 20, 2002, (ix) a consolidated weekly cash flow report of Tenant and its Subsidiaries and (y) a consolidated weekly patient census report (reported separately for hospitals and nursing centers) for Tenant, with each of such reports to be in substance (but not necessarily in form) consistent with the forms of such reports that Lessor received during the first ten (10) months of 2000, (ii) on a monthly basis during the Term, (x) a consolidated monthly cash flow report of Tenant and its Subsidiaries and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (iiiii) all other information, reports, materials and certificates that are from time to time delivered, pursuant to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any of the Exit Facility Documents or any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor at the same time and in the same manner as the same are delivered to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iiiiv) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following receipt of a written request therefor from Lessor to Tenant, Tenant shall further deliver to Lessor any Facility-specific survey reports requested by Lessor), and (ivv) promptly following receipt of a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s 's possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties;; and (j) If Lessor is a Ventas Lessor, within fifty (50) days following the close of each fiscal quarter, a Senior Officer’s 's Certificate setting forth whether any Event(s) of Default under Section 16.1(m) and/or Section 16.1(q) of --------------- --------------- this Lease or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (as described in Section 16.10) and, if so, ------------- specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s receipt thereof, true, correct and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time to time for or by Tenant or at Tenant’s direction other than those prepared by its independent auditors; (l) Within sixty (60) days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a “Captive Insurance Company”), an unaudited balance sheet and statement of operations as of the close of each such period and the related unaudited statements of income, cash flows and stockholders equity for such period and for the year to date of each Captive Insurance Company, setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledge, subject to normal year end adjustments; (m) Within one hundred eighty (180) days after the close of each Fiscal Year, for each Captive Insurance Company, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously with the Effective Date, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports, as of such quarter-end, (i) indicating the amount of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurred, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded to the Captive Insurance Company(ies) by Tenant is being funded on budget or, if there is a shortfall in the funding of the amount to be funded, detailing Tenant’s plan for funding such shortfall to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date which is one hundred (100) days following the end of each Fiscal Year, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Lease, to each of the other Facilities under the Leases and to all other healthcare-related facilities of Tenant and its Subsidiaries and Affiliates that are not leased by Tenant under the Leases and that explains the methodology of such allocation in reasonable detail; (q) Within thirty (30) days following the end of each month during the Term, Medicaid Rate Variance Reports, as of such month-end, prepared by Tenant for the Facilities under this Lease, and under all of the Leases, that are skilled nursing facilities, which report shall be substantially in the form delivered by Tenant to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, within forty-five (45) days following the end of each month during the Term, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or a substantially similar report reasonably acceptable to Lessor, each as of such month-end, providing a state by state evaluation and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as of such month-end, for each Facility under this Lease, and under each of the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor; (s) Within thirty (30) days following the end of each month during the Term, a “QA Management Activity Report”, as of such month-end, prepared by Tenant for each Facility under this Lease, and under each of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt of a written request therefor from Lessor, true, correct and complete copies of any survey deficiency reports and/or plans of correction relative to any of the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal Year, an annual capital expenditures budget for such Fiscal Year, relating only to the Leased Properties, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor and, within fifteen (15) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following the end of each month during the Term, a capital expenditures report, as of such month-end, relative to each Facility under this Lease, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by Facility; and (v) Within thirty (30) days after the close of each of the first three fiscal quarters, and within thirty (30) days after the close of each Fiscal Year, a report, in form reasonably acceptable to Lessor, regarding changes in the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the Leases.. 106

Financial Statements and Reporting. Each Tenant shall maintain, for itself The financial statements and its subsidiaries, a system of accounting established other information previously provided to the Bank or provided to the Bank in the future are or will be complete and administered accurate and prepared in accordance with generally accepted accounting principles. There has been no material adverse change in the Borrower’s financial condition since such information was provided to the Bank. The Borrower will, and shall will cause each Subsidiary to (i) maintain accounting records in accordance with generally recognized and accepted principles of accounting consistently applied throughout the accounting periods involved; (ii) provide Lessor the Bank with such information concerning its business affairs and financial condition (including insurance coverage) as the Bank may reasonably request; and (iii) without request, provide the Bank with the following information: (a) As soon as available but available, and in no any event later than forty-five (45) within 90 days after the close end of each fiscal month and within fifty (50) days after the close each year of the first three fiscal quartersBorrower, for Tenant, an unaudited consolidated balance sheet the Borrower’s annual financial statements in form and statement of operations as of the close of each such period and the related unaudited consolidated statements of income, cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “Financial Statements”), setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate substance acceptable to the best of Tenant’s knowledge, subject to normal year end adjustments;Bank; and (b) Within one hundred (100) 45 days after of the close end of each Fiscal Yearquarter, (i) for Tenantquarterly call reports prepared on FFIEC forms, consolidated Financial Statementsor any successors thereto, in of each case with accompanying notes and schedules, Subsidiary Bank prepared in accordance with generally accepted accounting principles and audited by a firm the guidelines of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereonany Regulatory Authority that regulates each Subsidiary Bank; and (ii) an Officer’s Certificate certifying to Lessor the amount of Patient Revenues for such Fiscal Year for each Facility, for all of the Facilities in the aggregate under this Lease and for all of the Facilities in the aggregate under all of the Leases, and attaching reasonably detailed documentation thereof;and (c) Within fifty (50) 45 days after of the close end of each of the first three fiscal quarters, and within one hundred (100) days after the close of each Fiscal Year, the following information and data for each Facility, in each case in paper format or electronic computer format: (1) income statements that include, without limitationquarter, a breakdown of Patient Revenues compliance certificate in form and other revenues itemized by payor type and a breakdown of operating expenses substance acceptable to the extent reasonably available under Bank, certifying compliance with the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense and any material non-recurring charges; and (2) patient census by payor typefinancial covenants contained herein; (d) As soon as available but in no event later than sixty (60) days following the commencement of each Fiscal Yearavailable, annual budgets for the operation during such Fiscal Year of each Facility, copies of all Facilities in the aggregate under this Lease and of all Facilities in the aggregate under all reports or materials submitted or distributed to shareholders of the LeasesBorrower or filed with the SEC or other Regulatory Authority or with any national securities exchange; and form FRY-9C or form FRY-9P, and as appropriate, which are the financial statements of the Borrower as delivered to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring chargesFederal Reserve System; (e) Within one hundred (100) days Promptly after the close of each Fiscal Yearfurnishing thereof, or otherwise upon request by Lessor in connection with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantor, as applicable, an Officer’s Certificate certifying to Lessor and Lessor’s designees (which certificate may be relied upon by Lessor and any prospective purchaser or mortgagee copies of any Leased Property) statement or report furnished to any other holder of obligations of the following information: (i) this Lease is unmodified and is in full force and effect (Borrower or that this Lease is in full force and effect as modified and setting forth the modifications); (ii) the dates any Subsidiary pursuant to which Rent has been paid; (iii) all Facilities are in good standing with respect to all necessary federal, state and local licenses, permits and other Authorizations; (iv) each Facility that participates in the Medicare program is in compliance with the terms of its Medicare Provider Agreement any indenture, loan or similar agreement and in good standing with not otherwise required to be furnished to the Medicare program; (v) each Facility that participates in the Medicaid program is in compliance with the terms Bank pursuant to any other clause of its Medicaid Provider Agreement and in good standing with the Medicaid program; (vi) the current number of licensed beds at each Facilitythis paragraph 4.14; and (viif) Tenant Promptly, and each applicable Guarantor in any event within 10 days, after the Borrower has knowledge thereof, a statement of the chief financial officer of the Borrower describing: (i) any event which, either of itself or with the lapse of time or the giving of notice or both, would constitute a default hereunder or under any other material agreement to which the Borrower or any Subsidiary is not in default in the performance of this Lease or its Guaranty, as applicable, or if an Event of Default exists, specifying the same in reasonable detail; at the request of Lessora party, together with complete a statement of the actions which the Borrower proposes to take with respect thereto; and accurate copies (originals ii) any pending or threatened litigation or administrative proceeding of which shall be made available for inspection upon request by Lessor) of all licenses, permits and other Authorizations necessary to operate the Facilities type described in accordance with all applicable laws; (f) As soon as reasonably available, copies of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies of all registration statements and any other public information which any Tenant or any of its Subsidiaries files with the Securities Exchange Commission or any other governmental authority;paragraph 4.4; and (g) Promptly upon the furnishing thereof to the shareholders Notice of any Tenantmemorandum of understanding or any other agreement with any banking regulatory agencies, copies of all statementsor cease and desist order, reports, notices and proxy statements so furnished;immediately after entered into by or issued against Borrower or any Subsidiary; and (h) Such supplements to the foregoing documents and such Promptly after request therefore, any other information concerning the business affairs and reports (including, without limitation non-financial information), as any Senior Lender, any Facility Mortgagee condition of the Borrower or any Superior Mortgagee Subsidiary as the Bank may reasonably request, provided such supplements, and such information and reports, are consistent with the types of supplements, reports and information generally utilized by such institutions within the financing industry; (i) (i) on a monthly basis during the Term, (x) a consolidated monthly cash flow report of Tenant and its Subsidiaries and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (ii) all other information, reports, materials and certificates that are from time to time delivered, pursuant to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor at the same time and in the same manner as the same are delivered to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iii) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following receipt of a written request therefor from Lessor to Tenant, Tenant shall further deliver to Lessor any Facility-specific survey reports requested by Lessor), (iv) promptly following receipt of a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties; (j) If Lessor is a Ventas Lessor, within fifty (50) days following the close of each fiscal quarter, a Senior Officer’s Certificate setting forth whether any Event(s) of Default under Section 16.1(m) and/or Section 16.1(q) of this Lease or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (as described in Section 16.10) and, if so, specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s receipt thereof, true, correct and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time to time for or by Tenant or at Tenant’s direction other than those prepared by its independent auditors; (l) Within sixty (60) days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a “Captive Insurance Company”), an unaudited balance sheet and statement of operations as of the close of each such period and the related unaudited statements of income, cash flows and stockholders equity for such period and for the year to date of each Captive Insurance Company, setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledge, subject to normal year end adjustments; (m) Within one hundred eighty (180) days after the close of each Fiscal Year, for each Captive Insurance Company, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously with the Effective Date, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports, as of such quarter-end, (i) indicating the amount of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurred, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded to the Captive Insurance Company(ies) by Tenant is being funded on budget or, if there is a shortfall in the funding of the amount to be funded, detailing Tenant’s plan for funding such shortfall to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date which is one hundred (100) days following the end of each Fiscal Year, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Lease, to each of the other Facilities under the Leases and to all other healthcare-related facilities of Tenant and its Subsidiaries and Affiliates that are not leased by Tenant under the Leases and that explains the methodology of such allocation in reasonable detail; (q) Within thirty (30) days following the end of each month during the Term, Medicaid Rate Variance Reports, as of such month-end, prepared by Tenant for the Facilities under this Lease, and under all of the Leases, that are skilled nursing facilities, which report shall be substantially in the form delivered by Tenant to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, within forty-five (45) days following the end of each month during the Term, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or a substantially similar report reasonably acceptable to Lessor, each as of such month-end, providing a state by state evaluation and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as of such month-end, for each Facility under this Lease, and under each of the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor; (s) Within thirty (30) days following the end of each month during the Term, a “QA Management Activity Report”, as of such month-end, prepared by Tenant for each Facility under this Lease, and under each of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt of a written request therefor from Lessor, true, correct and complete copies of any survey deficiency reports and/or plans of correction relative to any of the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal Year, an annual capital expenditures budget for such Fiscal Year, relating only to the Leased Properties, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor and, within fifteen (15) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following the end of each month during the Term, a capital expenditures report, as of such month-end, relative to each Facility under this Lease, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by Facility; and (v) Within thirty (30) days after the close of each of the first three fiscal quarters, and within thirty (30) days after the close of each Fiscal Year, a report, in form reasonably acceptable to Lessor, regarding changes in the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the Leases.

Financial Statements and Reporting. Each Tenant shall ---------------------------------- maintain, for itself and its subsidiaries, a system of accounting established and administered in accordance with generally accepted accounting principles, and shall provide Lessor with the following information: (a) As soon as available but in no event later than forty-five (45) days after the close of each fiscal month and within fifty (50) days after the close each of the first three fiscal quarters, for Tenant, an unaudited consolidated balance sheet and statement of operations as of the close of each such period and the related unaudited consolidated statements of income, cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “"Financial Statements”"), setting forth in each case -------------------- in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s 's Certificate to Lessor as being 104 complete and accurate to the best of Tenant’s 's knowledge, subject to normal year end adjustments. In the case of any Officer's Certificate and related financial statements that are required under this subsection (a) and relate to any period on or prior to the date which is 120 days after the Effective Date, Tenant may, to the extent necessary, qualify the same by stating that they remain subject to any adjustments required by "fresh-start accounting", provided and on the conditions that (i) as soon as reasonably practicable following the completion of such "fresh-start accounting" adjustments, but in any event within five (5) Business Days following such completion, Tenant shall deliver to Lessor a revised Officer's Certificate and related financial statements that comply with this subsection (a) and omit the aforesaid "fresh-start accounting" qualifications and (ii) Tenant shall at all times comply with all applicable securities and other Legal Requirements relative to the reporting and disclosure of Tenant's financial condition; (b) Within one hundred (100) days after the close of each Fiscal Year, (i) for Tenant, consolidated Financial Statements, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; and (ii) an Officer’s 's Certificate certifying to Lessor the amount of Patient Revenues for such Fiscal Year for each Facility, for all of the Facilities in the aggregate under this Lease and for all of the Facilities in the aggregate under all of the Leases, and attaching reasonably detailed documentation thereof; (c) Within fifty (50) days after the close of each of the first three fiscal quarters, and within one hundred (100) days after the close of each Fiscal Year, the following information and data for each Facility, in each case in paper format or electronic computer format: (1) income statements that include, without limitation, a breakdown of Patient Revenues and other revenues itemized by payor type and a breakdown of operating expenses to the extent reasonably available under the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense and any material non-recurring charges; and (2) patient census by payor type; (d) As soon as available but in no event later than sixty (60) days following the commencement of each Fiscal Year, annual budgets for the operation during such Fiscal Year of each Facility, of all Facilities in the aggregate under this Lease and of all Facilities in the aggregate under all of the Leases, and to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring charges; (e) Within one hundred (100) days after the close of each Fiscal Year, or otherwise upon request by Lessor in connection with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantor, as applicable, an Officer’s 's Certificate certifying to Lessor and Lessor’s 's designees (which certificate may be relied upon by Lessor and any prospective purchaser or mortgagee of any Leased Property) the following information:: 105 (i) this Lease is unmodified and is in full force and effect (or that this Lease is in full force and effect as modified and setting forth the modifications); (ii) the dates to which Rent has been paid; (iii) all Facilities are in good standing with respect to all necessary federal, state and local licenses, permits and other Authorizations; (iv) each Facility that participates in the Medicare program is in compliance with the terms of its Medicare Provider Agreement and in good standing with the Medicare program; (v) each Facility that participates in the Medicaid program is in compliance with the terms of its Medicaid Provider Agreement and in good standing with the Medicaid program; (vi) the current number of licensed beds at each Facility; and (vii) Tenant and each applicable Guarantor is not in default in the performance of this Lease or its Guaranty, as applicable, or if an Event of Default exists, specifying the same in reasonable detail; at the request of Lessor, together with complete and accurate copies (originals of which shall be made available for inspection upon request by Lessor) of all licenses, permits and other Authorizations necessary to operate the Facilities in accordance with all applicable laws; (f) As soon as reasonably available, copies of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies of all registration statements and any other public information which any Tenant or any of its Subsidiaries files with the Securities Exchange Commission or any other governmental authority; (g) Promptly upon the furnishing thereof to the shareholders of any Tenant, copies of all statements, reports, notices and proxy statements so furnished; (h) Such supplements to the foregoing documents and such other information and reports (including, without limitation non-financial information), as any Senior Lender, any Facility Mortgagee or any Superior Mortgagee may reasonably request, provided such supplements, and such information and reports, are consistent with the types of supplements, reports and information generally utilized by such institutions within the financing industry; (i) On a weekly basis until the first anniversary of the Effective Date, (ix) a consolidated weekly cash flow report of Tenant and its Subsidiaries and (y) a consolidated weekly patient census report (reported separately for hospitals and nursing centers) for Tenant, with each of such reports to be in substance (but not necessarily in form) consistent with the forms of such reports that Lessor received during the first ten (10) months of 2000, (ii) on a monthly basis during the Term, (x) a consolidated monthly cash flow report of Tenant and its Subsidiaries and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (iiiii) all other information, reports, materials and certificates that are from time to time delivered, pursuant to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any of the Exit Facility Documents or any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor at the same time and in the same manner as the same are delivered to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iiiiv) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following receipt of a written request therefor from Lessor to Tenant, Tenant shall further deliver to Lessor any Facility-specific survey reports requested by Lessor), and (ivv) promptly following receipt of a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s 's possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties;; and (j) If Lessor is a Ventas Lessor, within fifty (50) days following the close of each fiscal quarter, a Senior Officer’s 's Certificate setting forth whether any Event(s) of Default under Section 16.1(m) and/or Section 16.1(q) of --------------- --------------- this Lease or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (as described in Section 16.10) and, if so, ------------- specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s receipt thereof, true, correct and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time to time for or by Tenant or at Tenant’s direction other than those prepared by its independent auditors; (l) Within sixty (60) days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a “Captive Insurance Company”), an unaudited balance sheet and statement of operations as of the close of each such period and the related unaudited statements of income, cash flows and stockholders equity for such period and for the year to date of each Captive Insurance Company, setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledge, subject to normal year end adjustments; (m) Within one hundred eighty (180) days after the close of each Fiscal Year, for each Captive Insurance Company, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously with the Effective Date, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports, as of such quarter-end, (i) indicating the amount of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurred, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded to the Captive Insurance Company(ies) by Tenant is being funded on budget or, if there is a shortfall in the funding of the amount to be funded, detailing Tenant’s plan for funding such shortfall to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date which is one hundred (100) days following the end of each Fiscal Year, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Lease, to each of the other Facilities under the Leases and to all other healthcare-related facilities of Tenant and its Subsidiaries and Affiliates that are not leased by Tenant under the Leases and that explains the methodology of such allocation in reasonable detail; (q) Within thirty (30) days following the end of each month during the Term, Medicaid Rate Variance Reports, as of such month-end, prepared by Tenant for the Facilities under this Lease, and under all of the Leases, that are skilled nursing facilities, which report shall be substantially in the form delivered by Tenant to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, within forty-five (45) days following the end of each month during the Term, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or a substantially similar report reasonably acceptable to Lessor, each as of such month-end, providing a state by state evaluation and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as of such month-end, for each Facility under this Lease, and under each of the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor; (s) Within thirty (30) days following the end of each month during the Term, a “QA Management Activity Report”, as of such month-end, prepared by Tenant for each Facility under this Lease, and under each of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt of a written request therefor from Lessor, true, correct and complete copies of any survey deficiency reports and/or plans of correction relative to any of the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal Year, an annual capital expenditures budget for such Fiscal Year, relating only to the Leased Properties, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor and, within fifteen (15) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following the end of each month during the Term, a capital expenditures report, as of such month-end, relative to each Facility under this Lease, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by Facility; and (v) Within thirty (30) days after the close of each of the first three fiscal quarters, and within thirty (30) days after the close of each Fiscal Year, a report, in form reasonably acceptable to Lessor, regarding changes in the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the Leases.

Financial Statements and Reporting. Each Tenant shall ---------------------------------- maintain, for itself and its subsidiaries, a system of accounting established and administered in accordance 103 with generally accepted accounting principles, and shall provide Lessor with the following information: (a) As soon as available but in no event later than forty-five (45) days after the close of each fiscal month and within fifty (50) days after the close each of the first three fiscal quarters, for Tenant, an unaudited consolidated balance sheet and statement of operations as of the close of each such period and the related unaudited consolidated statements of income, cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “"Financial Statements”"), setting forth in -------------------- each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s 's Certificate to Lessor as being complete and accurate to the best of Tenant’s 's knowledge, subject to normal year end adjustments. In the case of any Officer's Certificate and related financial statements that are required under this subsection (a) and relate to any period on or prior to the date which is 120 days after April 20, 2001, Tenant may, to the extent necessary, qualify the same by stating that they remain subject to any adjustments required by "fresh-start accounting", provided and on the conditions that (i) as soon as reasonably practicable following the completion of such "fresh-start accounting" adjustments, but in any event within five (5) Business Days following such completion, Tenant shall deliver to Lessor a revised Officer's Certificate and related financial statements that comply with this subsection (a) and omit the aforesaid "fresh-start accounting" qualifications and (ii) Tenant shall at all times comply with all applicable securities and other Legal Requirements relative to the reporting and disclosure of Tenant's financial condition; (b) Within one hundred (100) days after the close of each Fiscal Year, (i) for Tenant, consolidated Financial Statements, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; and (ii) an Officer’s 's Certificate certifying to Lessor the amount of Patient Revenues for such Fiscal Year for each Facility, for all of the Facilities in the aggregate under this Lease and for all of the Facilities in the aggregate under all of the Master Leases, and attaching reasonably detailed documentation thereof; (c) Within fifty (50) days after the close of each of the first three fiscal quarters, and within one hundred (100) days after the close of each Fiscal Year, the following information and data for each Facility, in each case in paper format or electronic computer format: (1) income statements that include, without limitation, a breakdown of Patient Revenues and other revenues itemized by payor type and a breakdown of operating expenses to the extent reasonably available under the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense and any material non-recurring charges; and (2) patient census by payor type; (d) As soon as available but in no event later than sixty (60) days following the commencement of each Fiscal Year, annual budgets for the operation during such Fiscal Year of each Facility, of all Facilities in the aggregate under this Lease and of all Facilities in 104 the aggregate under all of the Master Leases, and to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring charges; (e) Within one hundred (100) days after the close of each Fiscal Year, or otherwise upon request by Lessor in connection with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantor, as applicable, an Officer’s 's Certificate certifying to Lessor and Lessor’s 's designees (which certificate may be relied upon by Lessor and any prospective purchaser or mortgagee of any Leased Property) the following information: (i) this Lease is unmodified and is in full force and effect (or that this Lease is in full force and effect as modified and setting forth the modifications); (ii) the dates to which Rent has been paid; (iii) all Facilities are in good standing with respect to all necessary federal, state and local licenses, permits and other Authorizations; (iv) each Facility that participates in the Medicare program is in compliance with the terms of its Medicare Provider Agreement and in good standing with the Medicare program; (v) each Facility that participates in the Medicaid program is in compliance with the terms of its Medicaid Provider Agreement and in good standing with the Medicaid program; (vi) the current number of licensed beds at each Facility; and (vii) Tenant and each applicable Guarantor is not in default in the performance of this Lease or its Guaranty, as applicable, or if an Event of Default exists, specifying the same in reasonable detail; at the request of Lessor, together with complete and accurate copies (originals of which shall be made available for inspection upon request by Lessor) of all licenses, permits and other Authorizations necessary to operate the Facilities in accordance with all applicable laws; (f) As soon as reasonably available, copies of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies of all registration statements and any other public information which any Tenant or any of its Subsidiaries files with the Securities Exchange Commission or any other governmental authority; (g) Promptly upon the furnishing thereof to the shareholders of any Tenant, copies of all statements, reports, notices and proxy statements so furnished;; 105 (h) Such supplements to the foregoing documents and such other information and reports (including, without limitation non-financial information), as any Senior Lender, any Facility Mortgagee or any Superior Mortgagee may reasonably request, provided such supplements, and such information and reports, are consistent with the types of supplements, reports and information generally utilized by such institutions within the financing industry; (i) On a weekly basis until April 20, 2002, (ix) a consolidated weekly cash flow report of Tenant and its Subsidiaries and (y) a consolidated weekly patient census report (reported separately for hospitals and nursing centers) for Tenant, with each of such reports to be in substance (but not necessarily in form) consistent with the forms of such reports that Lessor received during the first ten (10) months of 2000, (ii) on a monthly basis during the Term, (x) a consolidated monthly cash flow report of Tenant and its Subsidiaries and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (iiiii) all other information, reports, materials and certificates that are from time to time delivered, pursuant to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any of the Exit Facility Documents or any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor at the same time and in the same manner as the same are delivered to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iiiiv) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following receipt of a written request therefor from Lessor to Tenant, Tenant shall further deliver to Lessor any Facility-specific survey reports requested by Lessor), and (ivv) promptly following receipt of a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s 's possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties;; and (j) If Lessor is a Ventas Lessor, within fifty (50) days following the close of each fiscal quarter, a Senior Officer’s 's Certificate setting forth whether any Event(s) of Default under Section 16.1(m) and/or Section 16.1(q) of --------------- --------------- this Lease or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (as described in Section 16.10) and, if so, -------------- specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s receipt thereof, true, correct and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time to time for or by Tenant or at Tenant’s direction other than those prepared by its independent auditors; (l) Within sixty (60) days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a “Captive Insurance Company”), an unaudited balance sheet and statement of operations as of the close of each such period and the related unaudited statements of income, cash flows and stockholders equity for such period and for the year to date of each Captive Insurance Company, setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledge, subject to normal year end adjustments; (m) Within one hundred eighty (180) days after the close of each Fiscal Year, for each Captive Insurance Company, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously with the Effective Date, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports, as of such quarter-end, (i) indicating the amount of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurred, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded to the Captive Insurance Company(ies) by Tenant is being funded on budget or, if there is a shortfall in the funding of the amount to be funded, detailing Tenant’s plan for funding such shortfall to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date which is one hundred (100) days following the end of each Fiscal Year, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Lease, to each of the other Facilities under the Leases and to all other healthcare-related facilities of Tenant and its Subsidiaries and Affiliates that are not leased by Tenant under the Leases and that explains the methodology of such allocation in reasonable detail; (q) Within thirty (30) days following the end of each month during the Term, Medicaid Rate Variance Reports, as of such month-end, prepared by Tenant for the Facilities under this Lease, and under all of the Leases, that are skilled nursing facilities, which report shall be substantially in the form delivered by Tenant to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, within forty-five (45) days following the end of each month during the Term, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or a substantially similar report reasonably acceptable to Lessor, each as of such month-end, providing a state by state evaluation and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as of such month-end, for each Facility under this Lease, and under each of the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor; (s) Within thirty (30) days following the end of each month during the Term, a “QA Management Activity Report”, as of such month-end, prepared by Tenant for each Facility under this Lease, and under each of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt of a written request therefor from Lessor, true, correct and complete copies of any survey deficiency reports and/or plans of correction relative to any of the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal Year, an annual capital expenditures budget for such Fiscal Year, relating only to the Leased Properties, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor and, within fifteen (15) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following the end of each month during the Term, a capital expenditures report, as of such month-end, relative to each Facility under this Lease, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by Facility; and (v) Within thirty (30) days after the close of each of the first three fiscal quarters, and within thirty (30) days after the close of each Fiscal Year, a report, in form reasonably acceptable to Lessor, regarding changes in the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the Leases.

Financial Statements and Reporting. Each Tenant shall ---------------------------------- maintain, for itself and its subsidiaries, a system of accounting established and administered in accordance with generally accepted accounting principles, and shall provide Lessor with the following information: (a) As soon as available but in no event later than forty-five (45) days after the close of each fiscal month and within fifty (50) days after the close each of the first three fiscal quarters, for Tenant, an unaudited consolidated balance sheet and statement of operations as of the close of each such period and the related unaudited consolidated statements of income, cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “"Financial Statements”"), setting forth in each case -------------------- in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s 's Certificate to Lessor as being complete and accurate to the best of Tenant’s 's knowledge, subject to normal year end adjustments. In the case of any Officer's Certificate and related financial statements that are required under this subsection (a) and relate to any period on or prior to the date which is 120 days after the Effective Date, Tenant may, to the extent necessary, qualify the same by stating that they remain subject to any adjustments required by "fresh-start accounting", provided and on the conditions that (i) as soon as reasonably practicable following the completion of such "fresh-start accounting" adjustments, but in any event within five (5) Business Days following such completion, Tenant shall deliver to Lessor a revised Officer's Certificate and related financial statements that comply with this subsection (a) and omit the aforesaid "fresh-start accounting" qualifications and (ii) Tenant shall at all times comply with all applicable securities and other Legal Requirements relative to the reporting and disclosure of Tenant's financial condition; (b) Within one hundred (100) days after the close of each Fiscal Year, (i) for Tenant, consolidated Financial Statements, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; and (ii) an Officer’s 's Certificate certifying to Lessor the amount of Patient Revenues for such Fiscal Year for each Facility, for all of the Facilities in the aggregate under this Lease and for all of the Facilities in the aggregate under all of the Leases, and attaching reasonably detailed documentation thereof; (c) Within fifty (50) days after the close of each of the first three fiscal quarters, and within one hundred (100) days after the close of each Fiscal Year, the following information and data for each Facility, in each case in paper format or electronic computer format: (1) income statements that include, without limitation, a breakdown of Patient Revenues and other revenues itemized by payor type and a breakdown of operating expenses to the extent reasonably available under the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense and any material non-recurring charges; and (2) patient census by payor type; (d) As soon as available but in no event later than sixty (60) days following the commencement of each Fiscal Year, annual budgets for the operation during such Fiscal Year of each Facility, of all Facilities in the aggregate under this Lease and of all Facilities in the aggregate under all of the Leases, and to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring charges; (e) Within one hundred (100) days after the close of each Fiscal Year, or otherwise upon request by Lessor in connection with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantor, as applicable, an Officer’s 's Certificate certifying to Lessor and Lessor’s 's designees (which certificate may be relied upon by Lessor and any prospective purchaser or mortgagee of any Leased Property) the following information: (i) this Lease is unmodified and is in full force and effect (or that this Lease is in full force and effect as modified and setting forth the modifications); (ii) the dates to which Rent has been paid; (iii) all Facilities are in good standing with respect to all necessary federal, state and local licenses, permits and other Authorizations; (iv) each Facility that participates in the Medicare program is in compliance with the terms of its Medicare Provider Agreement and in good standing with the Medicare program; (v) each Facility that participates in the Medicaid program is in compliance with the terms of its Medicaid Provider Agreement and in good standing with the Medicaid program; (vi) the current number of licensed beds at each Facility; and (vii) Tenant and each applicable Guarantor is not in default in the performance of this Lease or its Guaranty, as applicable, or if an Event of Default exists, specifying the same in reasonable detail; 106 at the request of Lessor, together with complete and accurate copies (originals of which shall be made available for inspection upon request by Lessor) of all licenses, permits and other Authorizations necessary to operate the Facilities in accordance with all applicable laws; (f) As soon as reasonably available, copies of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies of all registration statements and any other public information which any Tenant or any of its Subsidiaries files with the Securities Exchange Commission or any other governmental authority; (g) Promptly upon the furnishing thereof to the shareholders of any Tenant, copies of all statements, reports, notices and proxy statements so furnished; (h) Such supplements to the foregoing documents and such other information and reports (including, without limitation non-financial information), as any Senior Lender, any Facility Mortgagee or any Superior Mortgagee may reasonably request, provided such supplements, and such information and reports, are consistent with the types of supplements, reports and information generally utilized by such institutions within the financing industry; (i) On a weekly basis until the first anniversary of the Effective Date, (ix) a consolidated weekly cash flow report of Tenant and its Subsidiaries and (y) a consolidated weekly patient census report (reported separately for hospitals and nursing centers) for Tenant, with each of such reports to be in substance (but not necessarily in form) consistent with the forms of such reports that Lessor received during the first ten (10) months of 2000, (ii) on a monthly basis during the Term, (x) a consolidated monthly cash flow report of Tenant and its Subsidiaries and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (iiiii) all other information, reports, materials and certificates that are from time to time delivered, pursuant to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any of the Exit Facility Documents or any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor at the same time and in the same manner as the same are delivered to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iiiiv) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following receipt of a written request therefor from Lessor to Tenant, Tenant shall further deliver to Lessor any Facility-Facility- specific survey 107 reports requested by Lessor), and (ivv) promptly following receipt of a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s 's possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties;; and (j) If Lessor is a Ventas Lessor, within fifty (50) days following the close of each fiscal quarter, a Senior Officer’s 's Certificate setting forth whether any Event(s) of Default under Section 16.1(m) and/or Section 16.1(q) of --------------- --------------- this Lease or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (as described in Section 16.10) and, if so, ------------- specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s receipt thereof, true, correct and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time to time for or by Tenant or at Tenant’s direction other than those prepared by its independent auditors; (l) Within sixty (60) days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a “Captive Insurance Company”), an unaudited balance sheet and statement of operations as of the close of each such period and the related unaudited statements of income, cash flows and stockholders equity for such period and for the year to date of each Captive Insurance Company, setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledge, subject to normal year end adjustments; (m) Within one hundred eighty (180) days after the close of each Fiscal Year, for each Captive Insurance Company, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously with the Effective Date, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports, as of such quarter-end, (i) indicating the amount of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurred, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded to the Captive Insurance Company(ies) by Tenant is being funded on budget or, if there is a shortfall in the funding of the amount to be funded, detailing Tenant’s plan for funding such shortfall to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date which is one hundred (100) days following the end of each Fiscal Year, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Lease, to each of the other Facilities under the Leases and to all other healthcare-related facilities of Tenant and its Subsidiaries and Affiliates that are not leased by Tenant under the Leases and that explains the methodology of such allocation in reasonable detail; (q) Within thirty (30) days following the end of each month during the Term, Medicaid Rate Variance Reports, as of such month-end, prepared by Tenant for the Facilities under this Lease, and under all of the Leases, that are skilled nursing facilities, which report shall be substantially in the form delivered by Tenant to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, within forty-five (45) days following the end of each month during the Term, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or a substantially similar report reasonably acceptable to Lessor, each as of such month-end, providing a state by state evaluation and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as of such month-end, for each Facility under this Lease, and under each of the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor; (s) Within thirty (30) days following the end of each month during the Term, a “QA Management Activity Report”, as of such month-end, prepared by Tenant for each Facility under this Lease, and under each of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt of a written request therefor from Lessor, true, correct and complete copies of any survey deficiency reports and/or plans of correction relative to any of the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal Year, an annual capital expenditures budget for such Fiscal Year, relating only to the Leased Properties, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor and, within fifteen (15) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following the end of each month during the Term, a capital expenditures report, as of such month-end, relative to each Facility under this Lease, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by Facility; and (v) Within thirty (30) days after the close of each of the first three fiscal quarters, and within thirty (30) days after the close of each Fiscal Year, a report, in form reasonably acceptable to Lessor, regarding changes in the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the Leases.

Financial Statements and Reporting. Each Tenant shall maintain, for itself The financial statements and its subsidiaries, a system of accounting established other information previously provided to the Bank or provided to the Bank in the future are or will be complete and administered accurate and prepared in accordance with generally accepted accounting principles. There has been no material adverse change in the Borrower's financial condition since such information was provided to the Bank. The Borrower will, and shall will cause each Subsidiary to (i) maintain accounting records in accordance with generally recognized and accepted principles of accounting consistently applied throughout the accounting periods involved; (ii) provide Lessor the Bank with such information concerning its business affairs and financial condition (including insurance coverage) as the Bank may reasonably request; and (iii) without request, provide the Bank with the following information: (a) As soon as available but available, and in no any event later than forty-five (45) within 90 days after the close end of each fiscal month and within fifty (50) days after the close each year of the first three fiscal quartersBorrower, for Tenant, the Borrower's annual audited financial statements prepared by an unaudited consolidated balance sheet and statement of operations as of the close of each such period and the related unaudited consolidated statements of income, cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “Financial Statements”), setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate firm acceptable to the best of Tenant’s knowledge, subject to normal year end adjustments;Bank; and (b) Within one hundred (100) 45 days after of the close end of each Fiscal Yearquarter, (i) for Tenantquarterly call reports prepared on FFIEC forms, consolidated Financial Statementsor any successors thereto, in each case with accompanying notes and schedules, of the Subsidiary Bank prepared in accordance with generally accepted accounting principles the guidelines of the regulatory agency which regulates such Subsidiary Bank; and (c) As soon as available, copies of all reports or materials submitted or distributed to shareholders of the Borrower or filed with the SEC or other governmental agency having regulatory authority over the Borrower or any Subsidiary or with any national securities exchange; and (d) Promptly after the furnishing thereof, copies of any statement or report furnished to any other holder of obligations of the Borrower or any Subsidiary pursuant to the terms of any indenture, loan or similar agreement and audited by not otherwise required to be furnished to the Bank pursuant to any other clause of this paragraph 4.13; and (e) Promptly, and in any event within 10 days, after the Borrower has knowledge thereof, a firm statement of independent certified public accountants the chief financial officer of recognized standing selected by Tenantthe Borrower describing: (i) any event which, either of itself or with the lapse of time or the giving of notice or both, would constitute a default hereunder or under any other material agreement to which accountants shall have issued an audit report thereonthe Borrower or any Subsidiary is a party, together with a statement of the actions which the Borrower proposes to take with respect thereto; and (ii) an Officer’s Certificate certifying to Lessor the amount of Patient Revenues for such Fiscal Year for each Facility, for all any pending or threatened litigation or administrative proceeding of the Facilities type described in the aggregate under this Lease and for all of the Facilities in the aggregate under all of the Leases, and attaching reasonably detailed documentation thereof; (c) Within fifty (50) days after the close of each of the first three fiscal quarters, and within one hundred (100) days after the close of each Fiscal Year, the following information and data for each Facility, in each case in paper format or electronic computer format: (1) income statements that include, without limitation, a breakdown of Patient Revenues and other revenues itemized by payor type and a breakdown of operating expenses to the extent reasonably available under the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense and any material non-recurring charges; and (2) patient census by payor type; (d) As soon as available but in no event later than sixty (60) days following the commencement of each Fiscal Year, annual budgets for the operation during such Fiscal Year of each Facility, of all Facilities in the aggregate under this Lease and of all Facilities in the aggregate under all of the Leases, and to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring charges; (e) Within one hundred (100) days after the close of each Fiscal Year, or otherwise upon request by Lessor in connection with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantor, as applicable, an Officer’s Certificate certifying to Lessor and Lessor’s designees (which certificate may be relied upon by Lessor and any prospective purchaser or mortgagee of any Leased Property) the following information: (i) this Lease is unmodified and is in full force and effect (or that this Lease is in full force and effect as modified and setting forth the modifications); (ii) the dates to which Rent has been paid; (iii) all Facilities are in good standing with respect to all necessary federal, state and local licenses, permits and other Authorizations; (iv) each Facility that participates in the Medicare program is in compliance with the terms of its Medicare Provider Agreement and in good standing with the Medicare program; (v) each Facility that participates in the Medicaid program is in compliance with the terms of its Medicaid Provider Agreement and in good standing with the Medicaid program; (vi) the current number of licensed beds at each Facilityparagraph 4.3; and (vii) Tenant and each applicable Guarantor is not in default in the performance of this Lease or its Guaranty, as applicable, or if an Event of Default exists, specifying the same in reasonable detail; at the request of Lessor, together with complete and accurate copies (originals of which shall be made available for inspection upon request by Lessor) of all licenses, permits and other Authorizations necessary to operate the Facilities in accordance with all applicable laws; (f) As soon as reasonably available, copies Notice of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies memorandum of all registration statements and any other public information which any Tenant or any of its Subsidiaries files with the Securities Exchange Commission understanding or any other governmental authority;agreement with any banking regulatory agencies, or cease and desist order, immediately after entered into by or issued against Borrower or any Subsidiary; and (g) Promptly upon the furnishing thereof to the shareholders of after request therefor, any Tenant, copies of all statements, reports, notices and proxy statements so furnished; (h) Such supplements to the foregoing documents and such other information concerning the business affairs and reports (including, without limitation non-financial information), as any Senior Lender, any Facility Mortgagee condition of the Borrower or any Superior Mortgagee Subsidiary as the Bank may reasonably request, provided such supplements, and such information and reports, are consistent with the types of supplements, reports and information generally utilized by such institutions within the financing industry; (i) (i) on a monthly basis during the Term, (x) a consolidated monthly cash flow report of Tenant and its Subsidiaries and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (ii) all other information, reports, materials and certificates that are from time to time delivered, pursuant to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor at the same time and in the same manner as the same are delivered to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iii) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following receipt of a written request therefor from Lessor to Tenant, Tenant shall further deliver to Lessor any Facility-specific survey reports requested by Lessor), (iv) promptly following receipt of a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties; (j) If Lessor is a Ventas Lessor, within fifty (50) days following the close of each fiscal quarter, a Senior Officer’s Certificate setting forth whether any Event(s) of Default under Section 16.1(m) and/or Section 16.1(q) of this Lease or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (as described in Section 16.10) and, if so, specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s receipt thereof, true, correct and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time to time for or by Tenant or at Tenant’s direction other than those prepared by its independent auditors; (l) Within sixty (60) days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a “Captive Insurance Company”), an unaudited balance sheet and statement of operations as of the close of each such period and the related unaudited statements of income, cash flows and stockholders equity for such period and for the year to date of each Captive Insurance Company, setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledge, subject to normal year end adjustments; (m) Within one hundred eighty (180) days after the close of each Fiscal Year, for each Captive Insurance Company, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously with the Effective Date, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports, as of such quarter-end, (i) indicating the amount of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurred, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded to the Captive Insurance Company(ies) by Tenant is being funded on budget or, if there is a shortfall in the funding of the amount to be funded, detailing Tenant’s plan for funding such shortfall to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date which is one hundred (100) days following the end of each Fiscal Year, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Lease, to each of the other Facilities under the Leases and to all other healthcare-related facilities of Tenant and its Subsidiaries and Affiliates that are not leased by Tenant under the Leases and that explains the methodology of such allocation in reasonable detail; (q) Within thirty (30) days following the end of each month during the Term, Medicaid Rate Variance Reports, as of such month-end, prepared by Tenant for the Facilities under this Lease, and under all of the Leases, that are skilled nursing facilities, which report shall be substantially in the form delivered by Tenant to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, within forty-five (45) days following the end of each month during the Term, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or a substantially similar report reasonably acceptable to Lessor, each as of such month-end, providing a state by state evaluation and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as of such month-end, for each Facility under this Lease, and under each of the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor; (s) Within thirty (30) days following the end of each month during the Term, a “QA Management Activity Report”, as of such month-end, prepared by Tenant for each Facility under this Lease, and under each of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt of a written request therefor from Lessor, true, correct and complete copies of any survey deficiency reports and/or plans of correction relative to any of the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal Year, an annual capital expenditures budget for such Fiscal Year, relating only to the Leased Properties, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor and, within fifteen (15) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following the end of each month during the Term, a capital expenditures report, as of such month-end, relative to each Facility under this Lease, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by Facility; and (v) Within thirty (30) days after the close of each of the first three fiscal quarters, and within thirty (30) days after the close of each Fiscal Year, a report, in form reasonably acceptable to Lessor, regarding changes in the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the Leases.

Financial Statements and Reporting. Each Tenant shall maintain, for itself The financial statements and its subsidiaries, a system of accounting established other information previously provided to the Lenders or provided to the Lenders in the future are or will be complete and administered accurate and prepared in accordance with generally accepted accounting principles. There has been no material adverse change in the Borrower’s financial condition since such information was provided to the Lenders. The Borrower will, and shall provide Lessor with the following information: will cause each Subsidiary to (ai) As soon as available but in no event later than forty-five (45) days after the close of each fiscal month and within fifty (50) days after the close each of the first three fiscal quarters, for Tenant, an unaudited consolidated balance sheet and statement of operations as of the close of each such period and the related unaudited consolidated statements of income, cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “Financial Statements”), setting forth in each case in comparative form the corresponding figures for the previous year, all prepared maintain accounting records in accordance with generally recognized and accepted principles of accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to consistently applied throughout the best of Tenant’s knowledgeaccounting periods involved, subject to normal year end adjustments; (b) Within one hundred (100) days after the close of each Fiscal Year, (i) for Tenant, consolidated Financial Statements, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; and (ii) an Officer’s Certificate certifying to Lessor provide the amount of Patient Revenues for Lenders with such Fiscal Year information concerning its business affairs and financial condition (including insurance coverage) as the Lenders may reasonably request and (iii) without request, provide the Agent with copies for each Facility, for all Lender of the Facilities in the aggregate under this Lease and for all of the Facilities in the aggregate under all of the Leases, and attaching reasonably detailed documentation thereof; (c) Within fifty (50) days after the close of each of the first three fiscal quarters, and within one hundred (100) days after the close of each Fiscal Year, the following information and data for each Facility, in each case in paper format or electronic computer format: (1) income statements that include, without limitation, a breakdown of Patient Revenues and other revenues itemized by payor type and a breakdown of operating expenses to the extent reasonably available under the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense and any material non-recurring charges; and (2) patient census by payor type; (d) As soon as available but in no event later than sixty (60) days following the commencement of each Fiscal Year, annual budgets for the operation during such Fiscal Year of each Facility, of all Facilities in the aggregate under this Lease and of all Facilities in the aggregate under all of the Leases, and to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring charges; (e) Within one hundred (100) days after the close of each Fiscal Year, or otherwise upon request by Lessor in connection with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantor, as applicable, an Officer’s Certificate certifying to Lessor and Lessor’s designees (which certificate may be relied upon by Lessor and any prospective purchaser or mortgagee of any Leased Property) the following information: (i) this Lease is unmodified As soon as available, and is in full force any event within 90 days after the end of each fiscal year of the Borrower, the Borrower’s annual audited financial statements audited by an accounting firm acceptable to the Bank and effect (or that this Lease is ii) as soon as available, and in full force any event within 45 days after the end of each fiscal quarter of the Borrower, a balance sheet, income statement and effect statement of cash flows for the Borrower as modified and setting forth of the modifications)end of such fiscal quarter, prepared by the Borrower; (iib) Within 45 days of the dates to end of each quarter, quarterly call reports prepared on FFIEC forms, or any successors thereto, of the Subsidiary Bank prepared in accordance with the guidelines of the regulatory agency which Rent has been paidregulates such Subsidiary Bank; (iiic) As soon as available, copies of all Facilities are in good standing reports or materials submitted or distributed to shareholders of the Borrower or filed with respect to all necessary federal, state and local licenses, permits and the SEC or other Authorizationsgovernmental agency having regulatory authority over the Borrower or any Subsidiary or with any national securities exchange; (ivd) each Facility that participates in Promptly after the Medicare program is in compliance with furnishing thereof, copies of any statement or report furnished to any other holder of obligations of the Borrower or any Subsidiary pursuant to the terms of its Medicare Provider Agreement any indenture, loan or similar agreement and in good standing with not otherwise required to be furnished to the Medicare programBank pursuant to any other clause of this section 4.11; (ve) each Facility that participates Promptly, and in any event within 10 days, after the Medicaid program is in compliance Borrower has knowledge thereof, a statement of the chief financial officer of the Borrower describing: (i) any event which, either of itself or with the terms lapse of its Medicaid Provider Agreement and in good standing with time or the Medicaid program; (vi) giving of notice or both, would constitute a Default hereunder or a default under any other material agreement to which the current number of licensed beds at each Facility; and (vii) Tenant and each applicable Guarantor Borrower or any Subsidiary is not in default in the performance of this Lease or its Guaranty, as applicable, or if an Event of Default exists, specifying the same in reasonable detail; at the request of Lessora party, together with complete a statement of the actions which the Borrower proposes to take with respect thereto; and accurate copies (originals ii) any pending or threatened litigation or administrative proceeding of which shall be made available for inspection upon request by Lessor) of all licenses, permits and other Authorizations necessary to operate the Facilities type described in accordance with all applicable lawssection 4.3; (f) As soon as reasonably availableNotice, copies to the extent not prohibited by applicable law or regulation, of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies memorandum of all registration statements and any other public information which any Tenant or any of its Subsidiaries files with the Securities Exchange Commission understanding or any other governmental authorityagreement with any banking regulatory agencies, or cease and desist order, immediately after entered into by or issued against Borrower or any Subsidiary; (g) Promptly upon Within 45 days after the furnishing thereof end of each quarter of each fiscal year of the Borrower, Borrower-prepared financial statements with respect to each of the shareholders of any Tenant, copies of all statements, reports, notices and proxy statements so furnished; (h) Such supplements to the foregoing documents and such other information and reports (including, without limitation Borrower’s non-financial information), bank Subsidiaries as any Senior Lender, any Facility Mortgagee or any Superior Mortgagee may reasonably request, provided of the end of such supplements, quarter and covering the period from the beginning of such information and reports, are consistent with fiscal year through the types end of supplements, reports and information generally utilized by such institutions within the financing industryfiscal quarter; (i) (i) on a monthly basis during An appropriately completed financial covenant compliance worksheet in substantially the Term, (x) a consolidated monthly cash flow report form of Tenant and its Subsidiaries and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (ii) all other information, reports, materials and certificates that are from time to time delivered, pursuant Exhibit B attached hereto as of the end of each fiscal quarter of the Borrower which shall be furnished to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor Agent at the same time and in the same manner as the same are delivered financial statements referred to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iiiin section 4.11(a)(ii) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following receipt of a written request therefor from Lessor to Tenant, Tenant shall further deliver to Lessor any Facility-specific survey reports requested by Lessor), (iv) promptly following receipt of a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties; (j) If Lessor is a Ventas Lessor, within fifty (50) days following Promptly upon the close of each fiscal quarter, a Senior Officer’s Certificate setting forth whether any Event(s) of Default under Section 16.1(m) and/or Section 16.1(q) of this Lease sending or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (as described in Section 16.10) and, if so, specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s receipt thereof, trueany written application, correct directive, order, consent or other communication between the Borrower or the Subsidiary Bank and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time any Regulatory Authority relating in any manner to time for or by Tenant or at Tenant’s direction other than those prepared by its independent auditors; (l) Within sixty (60) days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a “Captive Insurance Company”), an unaudited balance sheet and statement of operations as ability of the close Borrower to pay dividends to its shareholders or the ability of each such period and the related unaudited statements of income, cash flows and stockholders equity for such period and for the year Subsidiary Bank to date of each Captive Insurance Company, setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate pay dividends to the best of Tenant’s knowledge, subject to normal year end adjustments; (m) Within one hundred eighty (180) days after the close of each Fiscal Year, for each Captive Insurance Company, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously with the Effective Date, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports, as of such quarter-end, (i) indicating the amount of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurred, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded to the Captive Insurance Company(ies) by Tenant is being funded on budget or, if there is a shortfall in the funding of the amount to be funded, detailing Tenant’s plan for funding such shortfall to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date which is one hundred (100) days following the end of each Fiscal Year, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Lease, to each of the other Facilities under the Leases and to all other healthcare-related facilities of Tenant and its Subsidiaries and Affiliates that are not leased by Tenant under the Leases and that explains the methodology of such allocation in reasonable detail; (q) Within thirty (30) days following the end of each month during the Term, Medicaid Rate Variance Reports, as of such month-end, prepared by Tenant for the Facilities under this Lease, and under all of the Leases, that are skilled nursing facilities, which report shall be substantially in the form delivered by Tenant to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, within forty-five (45) days following the end of each month during the Term, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or a substantially similar report reasonably acceptable to Lessor, each as of such month-end, providing a state by state evaluation and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as of such month-end, for each Facility under this Lease, and under each of the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor; (s) Within thirty (30) days following the end of each month during the Term, a “QA Management Activity Report”, as of such month-end, prepared by Tenant for each Facility under this Lease, and under each of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt of a written request therefor from Lessor, true, correct and complete copies of any survey deficiency reports and/or plans of correction relative to any of the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal Year, an annual capital expenditures budget for such Fiscal Year, relating only to the Leased Properties, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor and, within fifteen (15) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following the end of each month during the Term, a capital expenditures report, as of such month-end, relative to each Facility under this Lease, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by Facility; and (v) Within thirty (30) days after the close of each of the first three fiscal quarters, and within thirty (30) days after the close of each Fiscal Year, a report, in form reasonably acceptable to Lessor, regarding changes in the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the LeasesBorrower.

Financial Statements and Reporting. Each Tenant Borrower shall maintain, for itself and its subsidiaries, maintain a system of accounting established reasonably satisfactory to Lender and administered in accordance with generally accepted accounting principles, and shall provide Lessor with the following information: (a) As soon as available but in no event later than forty-five (45) days after the close of each fiscal month and within fifty (50) days after the close each of the first three fiscal quarters, for Tenant, an unaudited consolidated balance sheet and statement of operations as of the close of each such period and the related unaudited consolidated statements of income, cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “Financial Statements”), setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles consistently applied, and all certified will permit Lender’s officers or authorized representatives to visit and inspect its books of account and other records upon reasonable advance notice at such reasonable times and as often as Lender may desire (but not more frequently than once per calendar year in an Officerthe absence of a Default), and if a Default then exists or is reasonably expected to occur, Borrower will pay the reasonable fees and disbursements of any accountants or other agents of Lender selected by Lender for the foregoing purposes. The books and records of Borrower will be located at Borrower’s Certificate office in Xxxxxx County, Texas. Borrower shall: i. Furnish to Lessor as being complete Lender unaudited internally-prepared quarter-annual financial statements for Borrower (to include a balance sheet, income statement, statement of cash flows and accurate if there have been changes in the organizational chart last provided by Borrower to Lender, then also a current version of the best of Tenant’s knowledgeorganizational chart), subject to normal year end adjustments; (b) Within one hundred (100) within 30 days after the close end of each Fiscal Yearcalendar quarter, beginning with the quarter ending on June 30, 2018. ii. Furnish to Lender a quarterly rent roll (isubstantially in the form attached hereto as Exhibit “B”) for Tenantthe Property, consolidated Financial Statements, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; and (ii) an Officer’s Certificate certifying to Lessor the amount of Patient Revenues for such Fiscal Year for each Facility, for all of the Facilities in the aggregate under this Lease and for all of the Facilities in the aggregate under all of the Leases, and attaching reasonably detailed documentation thereof; (c) Within fifty (50) within 30 days after the close end of each calendar quarter, beginning with the quarter ending on June 30, 2018; and, except as disclosed in the rent roll, Borrower shall be deemed to have made each of the first three fiscal quartersrepresentations set forth in Section 7(j) with respect to each such rent roll. {A17/04114/0107/W1540274.1 } Loan Agreement iii. Furnish to Lender, with each second-quarter financial statement and within one hundred (100) days after the close each fourth-quarter financial statement, a certificate of each Fiscal Yearcompliance, the following information and data for each Facilitysigned by an executive officer of Borrower, certifying compliance, in each case in paper format all material respects, with all covenants, terms and provisions of this Agreement (or electronic computer format: (1) income statements that specifically identifying any non-compliance). The certificate of compliance shall specifically include, without limitation, a breakdown detailed calculation of Patient Revenues and other revenues itemized by payor type and a breakdown of operating expenses to the extent reasonably available under the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense and any material non-recurring charges; and (2) patient census by payor type; (d) As soon as available but in no event later than sixty (60) days following the commencement of each Fiscal Year, annual budgets Debt Service Coverage Ratio for the operation during such Fiscal Year applicable Period. iv. Furnish to Lender copies of each Facilityannual federal income tax returns filed by Borrower, of all Facilities in the aggregate under this Lease within 30 days after filing. v. Furnish to Lender true and of all Facilities in the aggregate under all complete copies of the following documents within 45 days after execution: all new Leases, and all agreements that extend, amend, modify or terminate any existing Lease Agreements. vi. Furnish to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring charges; (e) Within one hundred (100) days after the close of each Fiscal Year, or otherwise upon request by Lessor in connection with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantor, as applicable, an Officer’s Certificate certifying to Lessor and Lessor’s designees (which certificate may be relied upon by Lessor and any prospective purchaser or mortgagee of any Leased Property) the following information: (i) this Lease is unmodified and is in full force and effect (or that this Lease is in full force and effect as modified and setting forth the modifications); (ii) the dates to which Rent has been paid; (iii) all Facilities are in good standing with respect to all necessary federal, state and local licenses, permits and other Authorizations; (iv) each Facility that participates in the Medicare program is in compliance with the terms of its Medicare Provider Agreement and in good standing with the Medicare program; (v) each Facility that participates in the Medicaid program is in compliance with the terms of its Medicaid Provider Agreement and in good standing with the Medicaid program; (vi) the current number of licensed beds at each Facility; and (vii) Tenant and each applicable Guarantor is not in default in the performance of this Lease or its Guaranty, as applicable, or if an Event of Default exists, specifying the same in reasonable detail; at the request of Lessor, together with complete and accurate copies (originals of which shall be made available for inspection upon request by Lessor) of all licenses, permits and other Authorizations necessary to operate the Facilities in accordance with all applicable laws; (f) As soon as reasonably available, copies of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies of all registration statements and any other public information which any Tenant or any of its Subsidiaries files with the Securities Exchange Commission or any other governmental authority; (g) Promptly upon the furnishing thereof to the shareholders of any Tenant, copies of all statements, reports, notices and proxy statements so furnished; (h) Such supplements to the foregoing documents and Lender such other reasonable information and reports (includingconcerning the financial condition of Borrower, without limitation non-financial information)or concerning the condition, operation or management of the Property, as any Senior Lender, any Facility Mortgagee or any Superior Mortgagee Lender may reasonably request, provided such supplements, and such information and reports, are consistent with the types of supplements, reports and information generally utilized by such institutions within the financing industry; (i) (i) on a monthly basis during the Term, (x) a consolidated monthly cash flow report of Tenant and its Subsidiaries and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (ii) all other information, reports, materials and certificates that are from time to time delivered, pursuant to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor at the same time and in the same manner as the same are delivered to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iii) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following 30 days after receipt of a written request therefor from Lessor Lender, including without limitation, upon request by Lender, Borrower shall use commercially reasonable efforts to Tenant, Tenant shall further deliver to Lessor any Facility-specific survey reports requested by Lessor), obtain tenant estoppel certificates (iv) promptly following receipt of but not more often than once per calendar year unless a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties; (j) If Lessor is a Ventas Lessor, within fifty (50) days following the close of each fiscal quarter, a Senior Officer’s Certificate setting forth whether any Event(s) of Default under Section 16.1(m) and/or Section 16.1(q) of this Lease or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (continuing) and subordination, non-disturbance and attornment agreements from Tenants in the form required under their respective Lease Agreements, or substantially in the form attached hereto as described Exhibit “D”, with such changes thereto as may be reasonably acceptable to Lender. The above-referenced certificates of compliance shall be in Section 16.10) and, if so, specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s receipt thereof, true, correct and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time to time for or by Tenant or at Tenant’s direction other than those prepared by its independent auditors; (l) Within sixty (60) days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a form attached hereto as Exhibit “Captive Insurance CompanyE”), an unaudited balance sheet and statement of operations as of the close of each such period and the related unaudited statements of income, cash flows and stockholders equity for such period and for the year to date of each Captive Insurance Company, setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledge, subject to normal year end adjustments; (m) Within one hundred eighty (180) days after the close of each Fiscal Year, for each Captive Insurance Company, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously with the Effective Date, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports, as of such quarter-end, (i) indicating the amount of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurred, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded to the Captive Insurance Company(ies) by Tenant is being funded on budget or, if there is a shortfall in the funding of the amount to be funded, detailing Tenant’s plan for funding such shortfall to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date which is one hundred (100) days following the end of each Fiscal Year, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Lease, to each of the other Facilities under the Leases above-referenced financial statements, reports and to all other healthcare-related facilities of Tenant certificates shall contain such information as may be reasonably required by Lender and its Subsidiaries and Affiliates that are not leased by Tenant under the Leases and that explains the methodology of such allocation in reasonable detail; (q) Within thirty (30) days following the end of each month during the Term, Medicaid Rate Variance Reports, as of such month-end, prepared by Tenant for the Facilities under this Lease, and under all of the Leases, that are skilled nursing facilities, which report shall be substantially in the form delivered by Tenant to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, within forty-five (45) days following the end of each month during the Term, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or a substantially similar report reasonably acceptable to Lessor, each as of such month-end, providing a state by state evaluation and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as of such month-end, for each Facility under this Lease, and under each of the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor; (s) Within thirty (30) days following the end of each month during the Term, a “QA Management Activity Report”, as of such month-end, prepared by Tenant for each Facility under this Lease, and under each of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt of a written request therefor from Lessor, true, correct and complete copies of any survey deficiency reports and/or plans of correction relative to any of the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal Year, an annual capital expenditures budget for such Fiscal Year, relating only to the Leased Properties, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor and, within fifteen (15) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following the end of each month during the Term, a capital expenditures report, as of such month-end, relative to each Facility under this Lease, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by Facility; and (v) Within thirty (30) days after the close of each of the first three fiscal quarters, and within thirty (30) days after the close of each Fiscal Year, a report, in form and substance reasonably acceptable satisfactory to Lessor, regarding changes in the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the LeasesLender.

Financial Statements and Reporting. Each Tenant Borrower shall maintain, for itself and its subsidiaries, maintain a system of accounting established reasonably satisfactory to Lender and administered in accordance with generally accepted accounting principles, and shall provide Lessor with the following information: (a) As soon as available but in no event later than forty-five (45) days after the close of each fiscal month and within fifty (50) days after the close each of the first three fiscal quarters, for Tenant, an unaudited consolidated balance sheet and statement of operations as of the close of each such period and the related unaudited consolidated statements of income, cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “Financial Statements”), setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles consistently applied, and all certified will permit Lender’s officers or authorized representatives to visit and inspect its books of account and other records upon reasonable advance notice at such reasonable times and as often as Lender may desire (but not more frequently than once per calendar year in an Officerthe absence of a Default), and if a Default then exists or is reasonably expected to occur, Borrower will pay the reasonable fees and disbursements of any accountants or other agents of Lender selected by Lender for the foregoing purposes. The books and records of Borrower will be located at Borrower’s Certificate office in Xxxxxx County, Texas. Borrower shall: i. Furnish to Lessor as being complete Lender unaudited internally-prepared quarter-annual financial statements for Borrower (to include a balance sheet, income statement, statement of cash flows and accurate if there have been changes in the organizational chart last provided by Borrower to Lender, then also a current version of the best of Tenant’s knowledgeorganizational chart), subject to normal year end adjustments; (b) Within one hundred (100) within 30 days after the close end of each Fiscal Yearcalendar quarter, beginning with the quarter ending on June 30, 2018. ii. Furnish to Lender a quarterly rent roll (isubstantially in the form attached hereto as Exhibit “B”) for Tenantthe Property, consolidated Financial Statements, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; and (ii) an Officer’s Certificate certifying to Lessor the amount of Patient Revenues for such Fiscal Year for each Facility, for all of the Facilities in the aggregate under this Lease and for all of the Facilities in the aggregate under all of the Leases, and attaching reasonably detailed documentation thereof; (c) Within fifty (50) within 30 days after the close end of each calendar quarter, beginning with the quarter ending on June 30, 2018; and, except as disclosed in the rent roll, Borrower shall be deemed to have made each of the first three fiscal quartersrepresentations set forth in Section 7(j) with respect to each such rent roll. {A17/04114/0107/W1540274.1 } iii. Furnish to Lender, with each second-quarter financial statement and within one hundred (100) days after the close each fourth-quarter financial statement, a certificate of each Fiscal Yearcompliance, the following information and data for each Facilitysigned by an executive officer of Borrower, certifying compliance, in each case in paper format all material respects, with all covenants, terms and provisions of this Agreement (or electronic computer format: (1) income statements that specifically identifying any non-compliance). The certificate of compliance shall specifically include, without limitation, a breakdown detailed calculation of Patient Revenues and other revenues itemized by payor type and a breakdown of operating expenses to the extent reasonably available under the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense and any material non-recurring charges; and (2) patient census by payor type; (d) As soon as available but in no event later than sixty (60) days following the commencement of each Fiscal Year, annual budgets Debt Service Coverage Ratio for the operation during such Fiscal Year applicable Period. iv. Furnish to Lender copies of each Facilityannual federal income tax returns filed by Borrower, of all Facilities in the aggregate under this Lease within 30 days after filing. v. Furnish to Lender true and of all Facilities in the aggregate under all complete copies of the following documents within 45 days after execution: all new Leases, and all agreements that extend, amend, modify or terminate any existing Lease Agreements. vi. Furnish to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring charges; (e) Within one hundred (100) days after the close of each Fiscal Year, or otherwise upon request by Lessor in connection with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantor, as applicable, an Officer’s Certificate certifying to Lessor and Lessor’s designees (which certificate may be relied upon by Lessor and any prospective purchaser or mortgagee of any Leased Property) the following information: (i) this Lease is unmodified and is in full force and effect (or that this Lease is in full force and effect as modified and setting forth the modifications); (ii) the dates to which Rent has been paid; (iii) all Facilities are in good standing with respect to all necessary federal, state and local licenses, permits and other Authorizations; (iv) each Facility that participates in the Medicare program is in compliance with the terms of its Medicare Provider Agreement and in good standing with the Medicare program; (v) each Facility that participates in the Medicaid program is in compliance with the terms of its Medicaid Provider Agreement and in good standing with the Medicaid program; (vi) the current number of licensed beds at each Facility; and (vii) Tenant and each applicable Guarantor is not in default in the performance of this Lease or its Guaranty, as applicable, or if an Event of Default exists, specifying the same in reasonable detail; at the request of Lessor, together with complete and accurate copies (originals of which shall be made available for inspection upon request by Lessor) of all licenses, permits and other Authorizations necessary to operate the Facilities in accordance with all applicable laws; (f) As soon as reasonably available, copies of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies of all registration statements and any other public information which any Tenant or any of its Subsidiaries files with the Securities Exchange Commission or any other governmental authority; (g) Promptly upon the furnishing thereof to the shareholders of any Tenant, copies of all statements, reports, notices and proxy statements so furnished; (h) Such supplements to the foregoing documents and Lender such other reasonable information and reports (includingconcerning the financial condition of Borrower, without limitation non-financial information)or concerning the condition, operation or management of the Property, as any Senior Lender, any Facility Mortgagee or any Superior Mortgagee Lender may reasonably request, provided such supplements, and such information and reports, are consistent with the types of supplements, reports and information generally utilized by such institutions within the financing industry; (i) (i) on a monthly basis during the Term, (x) a consolidated monthly cash flow report of Tenant and its Subsidiaries and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (ii) all other information, reports, materials and certificates that are from time to time delivered, pursuant to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor at the same time and in the same manner as the same are delivered to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iii) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following 30 days after receipt of a written request therefor from Lessor Lender, including without limitation, upon request by Lender, Borrower shall use commercially reasonable efforts to Tenant, Tenant shall further deliver to Lessor any Facility-specific survey reports requested by Lessor), obtain tenant estoppel certificates (iv) promptly following receipt of but not more often than once per calendar year unless a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties; (j) If Lessor is a Ventas Lessor, within fifty (50) days following the close of each fiscal quarter, a Senior Officer’s Certificate setting forth whether any Event(s) of Default under Section 16.1(m) and/or Section 16.1(q) of this Lease or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (continuing) and subordination, non-disturbance and attornment agreements from Tenants in the form required under their respective Lease Agreements, or substantially in the form attached hereto as described Exhibit “D”, with such changes thereto as may be reasonably acceptable to Lender. The above-referenced certificates of compliance shall be in Section 16.10) and, if so, specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s receipt thereof, true, correct and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time to time for or by Tenant or at Tenant’s direction other than those prepared by its independent auditors; (l) Within sixty (60) days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a form attached hereto as Exhibit “Captive Insurance CompanyE”), an unaudited balance sheet and statement of operations as of the close of each such period and the related unaudited statements of income, cash flows and stockholders equity for such period and for the year to date of each Captive Insurance Company, setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledge, subject to normal year end adjustments; (m) Within one hundred eighty (180) days after the close of each Fiscal Year, for each Captive Insurance Company, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously with the Effective Date, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports, as of such quarter-end, (i) indicating the amount of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurred, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded to the Captive Insurance Company(ies) by Tenant is being funded on budget or, if there is a shortfall in the funding of the amount to be funded, detailing Tenant’s plan for funding such shortfall to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date which is one hundred (100) days following the end of each Fiscal Year, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Lease, to each of the other Facilities under the Leases above-referenced financial statements, reports and to all other healthcare-related facilities of Tenant certificates shall contain such information as may be reasonably required by Lender and its Subsidiaries and Affiliates that are not leased by Tenant under the Leases and that explains the methodology of such allocation in reasonable detail; (q) Within thirty (30) days following the end of each month during the Term, Medicaid Rate Variance Reports, as of such month-end, prepared by Tenant for the Facilities under this Lease, and under all of the Leases, that are skilled nursing facilities, which report shall be substantially in the form delivered by Tenant to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, within forty-five (45) days following the end of each month during the Term, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or a substantially similar report reasonably acceptable to Lessor, each as of such month-end, providing a state by state evaluation and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as of such month-end, for each Facility under this Lease, and under each of the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor; (s) Within thirty (30) days following the end of each month during the Term, a “QA Management Activity Report”, as of such month-end, prepared by Tenant for each Facility under this Lease, and under each of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt of a written request therefor from Lessor, true, correct and complete copies of any survey deficiency reports and/or plans of correction relative to any of the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal Year, an annual capital expenditures budget for such Fiscal Year, relating only to the Leased Properties, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor and, within fifteen (15) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following the end of each month during the Term, a capital expenditures report, as of such month-end, relative to each Facility under this Lease, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by Facility; and (v) Within thirty (30) days after the close of each of the first three fiscal quarters, and within thirty (30) days after the close of each Fiscal Year, a report, in form and substance reasonably acceptable satisfactory to Lessor, regarding changes in the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the LeasesLender.

Financial Statements and Reporting. Each Tenant shall maintain, for itself The financial statements and its subsidiaries, a system of accounting established ---------------------------------- other information previously provided to the Bank or provided to the Bank in the future are or will be complete and administered accurate and prepared in accordance with generally accepted accounting principles. There has been no material adverse change in the Borrower's financial condition since such information was provided to the Bank. The Borrower will, and shall will cause the Subsidiary Bank, to (i) maintain accounting records in accordance with generally recognized and accepted principles of accounting consistently applied throughout the accounting periods involved; (ii) provide Lessor the Bank with such information concerning its business affairs and financial condition (including insurance coverage) as the Bank may reasonably request; and (iii) without request, provide the Bank with the following information: (a) As soon as available but available, and in no any event later than forty-five (45) within 90 days after the close end of each fiscal month and within fifty (50) days after the close each year of the first three fiscal quartersBorrower, for Tenant, the Borrower's annual audited financial statements prepared by an unaudited consolidated balance sheet and statement of operations as of the close of each such period and the related unaudited consolidated statements of income, cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “Financial Statements”), setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate firm acceptable to the best of Tenant’s knowledge, subject to normal year end adjustments;Bank; and (b) Within one hundred (100) 45 days after of the close end of each Fiscal Yearquarter, (i) for Tenantquarterly call reports prepared on FFIEC forms, consolidated Financial Statementsor any successors thereto, in each case with accompanying notes and schedules, of the Subsidiary Bank prepared in accordance with generally accepted accounting principles the guidelines of the regulatory agency which regulates such Subsidiary Bank (of which copies are made available at XXXX.xxx); and (c) As soon as available, copies of all reports or materials submitted or distributed to shareholders of the Borrower or filed with the SEC or other governmental agency having regulatory authority over the Borrower or any Subsidiary or with any national securities exchange; and (d) Promptly after the furnishing thereof, copies of any statement or report furnished to any other holder of obligations of the Borrower or any Subsidiary pursuant to the terms of any indenture, loan or similar agreement and audited by not otherwise required to be furnished to the Bank pursuant to any other clause of this paragraph 4.11; and (e) Promptly, and in any event within 10 days, after the Borrower has knowledge thereof, a firm statement of independent certified public accountants the chief financial officer of recognized standing selected by Tenantthe Borrower describing: (i) any event which, either of itself or with the lapse of time or the giving of notice or both, would constitute a default hereunder or under any other material agreement or to which accountants shall have issued an audit report thereonthe Borrower or any Subsidiary is a party, together with a statement of the actions which the Borrower proposes to take with respect thereto; and (ii) an Officer’s Certificate certifying to Lessor the amount of Patient Revenues for such Fiscal Year for each Facility, for all any pending or threatened litigation or administrative proceeding of the Facilities type described in the aggregate under this Lease and for all of the Facilities in the aggregate under all of the Leases, and attaching reasonably detailed documentation thereof; (c) Within fifty (50) days after the close of each of the first three fiscal quarters, and within one hundred (100) days after the close of each Fiscal Year, the following information and data for each Facility, in each case in paper format or electronic computer format: (1) income statements that include, without limitation, a breakdown of Patient Revenues and other revenues itemized by payor type and a breakdown of operating expenses to the extent reasonably available under the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense and any material non-recurring charges; and (2) patient census by payor type; (d) As soon as available but in no event later than sixty (60) days following the commencement of each Fiscal Year, annual budgets for the operation during such Fiscal Year of each Facility, of all Facilities in the aggregate under this Lease and of all Facilities in the aggregate under all of the Leases, and to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring charges; (e) Within one hundred (100) days after the close of each Fiscal Year, or otherwise upon request by Lessor in connection with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantor, as applicable, an Officer’s Certificate certifying to Lessor and Lessor’s designees (which certificate may be relied upon by Lessor and any prospective purchaser or mortgagee of any Leased Property) the following information: (i) this Lease is unmodified and is in full force and effect (or that this Lease is in full force and effect as modified and setting forth the modifications); (ii) the dates to which Rent has been paid; (iii) all Facilities are in good standing with respect to all necessary federal, state and local licenses, permits and other Authorizations; (iv) each Facility that participates in the Medicare program is in compliance with the terms of its Medicare Provider Agreement and in good standing with the Medicare program; (v) each Facility that participates in the Medicaid program is in compliance with the terms of its Medicaid Provider Agreement and in good standing with the Medicaid program; (vi) the current number of licensed beds at each Facilityparagraph 4.3; and (vii) Tenant and each applicable Guarantor is not in default in the performance of this Lease or its Guaranty, as applicable, or if an Event of Default exists, specifying the same in reasonable detail; at the request of Lessor, together with complete and accurate copies (originals of which shall be made available for inspection upon request by Lessor) of all licenses, permits and other Authorizations necessary to operate the Facilities in accordance with all applicable laws; (f) As soon as reasonably available, copies Notice of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies memorandum of all registration statements and any other public information which any Tenant or any of its Subsidiaries files with the Securities Exchange Commission understanding or any other governmental authority;agreement with any banking regulatory agencies, or cease and desist order, immediately after entered into by or issued against Borrower or any Subsidiary; and (g) Promptly upon after request therefor, any other information concerning the furnishing thereof to business affairs and financial condition of the shareholders of Borrower or any Tenant, copies of all statements, reports, notices and proxy statements so furnished;Subsidiary as the Bank may reasonably request. (h) Such supplements to the foregoing documents and such other information and reports (including, without limitation non-financial information), as any Senior Lender, any Facility Mortgagee or any Superior Mortgagee may reasonably request, provided such supplements, and such information and reports, are consistent with the types of supplements, reports and information generally utilized by such institutions within the financing industry; (i) (i) on a monthly basis during the Term, (x) a consolidated monthly cash flow report of Tenant and its Subsidiaries and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (ii) all other information, reports, materials and certificates that are from time to time delivered, pursuant to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor at the same time and in the same manner as the same are delivered to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iii) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following receipt of a written request therefor from Lessor to Tenant, Tenant shall further deliver to Lessor any Facility-specific survey reports requested by Lessor), (iv) promptly following receipt of a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties; (j) If Lessor is a Ventas Lessor, within fifty (50) days following the close of each fiscal quarter, a Senior Officer’s Certificate setting forth whether any Event(s) of Default under Section 16.1(m) and/or Section 16.1(q) of this Lease or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (as described in Section 16.10) and, if so, specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s receipt thereof, true, correct and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time to time for or by Tenant or at Tenant’s direction other than those prepared by its independent auditors; (l) Within sixty (60) 45 days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a “Captive Insurance Company”), an unaudited balance sheet and statement of operations as of the close of each such period and the related unaudited statements of income, cash flows and stockholders equity for such period and for the year to date of each Captive Insurance Company, setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledge, subject to normal year end adjustments; (m) Within one hundred eighty (180) days after the close of each Fiscal Year, for each Captive Insurance Company, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously with the Effective Date, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports, as of such quarter-end, (i) indicating the amount each fiscal year of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurredBorrower, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, Borrower shall deliver to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded Bank a statement of covenant compliance hereunder in form acceptable to the Captive Insurance Company(ies) by Tenant is being funded on budget or, if there is a shortfall in the funding of the amount to be funded, detailing Tenant’s plan for funding such shortfall to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date which is one hundred (100) days following the end of each Fiscal Year, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Lease, to each of the other Facilities under the Leases and to all other healthcare-related facilities of Tenant and its Subsidiaries and Affiliates that are not leased by Tenant under the Leases and that explains the methodology of such allocation in reasonable detail; (q) Within thirty (30) days following the end of each month during the Term, Medicaid Rate Variance Reports, Bank as of such month-end, prepared by Tenant for the Facilities under this Lease, and under all of the Leases, that are skilled nursing facilities, which report shall be substantially in the form delivered by Tenant to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, within forty-five (45) days following the end of each month during the Term, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or a substantially similar report reasonably acceptable to Lessor, each well as of such month-end, providing a state by state evaluation and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as of such month-end, for each Facility under this Lease, and under each of the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor; (s) Within thirty (30) days following the end of each month during the Term, a “QA Management Activity Report”, as of such month-end, prepared by Tenant for each Facility under this Lease, and under each of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt of a written request therefor from Lessor, true, correct and complete copies of any survey deficiency reports and/or plans of correction relative to other compliance certificate given in connection with any other indebtedness of the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal Year, an annual capital expenditures budget for such Fiscal Year, relating only to the Leased Properties, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor and, within fifteen (15) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following the end of each month during the Term, a capital expenditures report, as of such month-end, relative to each Facility under this Lease, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by Facility; and (v) Within thirty (30) days after the close of each of the first three fiscal quarters, and within thirty (30) days after the close of each Fiscal Year, a report, in form reasonably acceptable to Lessor, regarding changes in the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the LeasesBorrower.

Financial Statements and Reporting. Each Tenant The Borrowers shall maintainfurnish (or cause to be furnished, as applicable) to Lender: (i) as soon as available, and in any event within [***] calendar days after the end of each fiscal year of Ultimate Parent, Ultimate Parent’s audited consolidated balance sheet and related statements of operations, stockholders’ equity and cash flows as of the end of and for itself such year setting forth in each case in comparative form the figures for the previous fiscal year, all reported on by independent public accountants acceptable to Lender (without a “going concern” or like qualification, commentary or exception, and without any qualification or exception as to the scope of such audit), to the effect that such consolidated financial statements present fairly in all material respects the financial condition and results of operations of Ultimate Parent’s and its subsidiaries, consolidated Subsidiaries on a system of accounting established and administered consolidated basis in accordance with generally accepted accounting principlesGAAP consistently applied; (ii) as soon as available, and shall provide Lessor with the following information: (a) As soon as available but in no any event later than forty-five (45) within [***] calendar days after the close end of each fiscal month and within fifty (50) days after the close each of the first three fiscal quartersquarters of Ultimate Parent, for Tenant, an unaudited Ultimate Parent’s consolidated and consolidating balance sheet and statement related statements of operations operations, stockholders’ equity and cash flows as of the close end of each and for such period fiscal quarter and the related unaudited consolidated statements then elapsed portion of income, cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “Financial Statements”)fiscal year, setting forth in each case in comparative form the corresponding figures for the corresponding period or periods of (or, in the case of the balance sheet, as of the end of) the previous fiscal year, all prepared certified by a Financial Officer or the Ultimate Parent’s then-serving regionally recognized independent public accountants as presenting fairly in all material respects the financial condition and results of operations of Ultimate Parent and its consolidated Subsidiaries on a consolidated basis in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledgeGAAP consistently applied, subject to normal year year-end adjustments; (b) Within one hundred (100) days after audit adjustments and the close absence of each Fiscal Yearfootnotes, (i) for Tenantand certifying as to whether a Default has occurred and, consolidated Financial Statementsif a Default has occurred, in each case specifying the details thereof and any action taken or proposed to be taken with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereonrespect thereto; and (ii) an Officer’s Certificate certifying to Lessor the amount of Patient Revenues for such Fiscal Year for each Facility, for all of the Facilities provided that in the aggregate event the securities of any Parent or any direct or indirect parent of such Parent (the “IPO Entity”) become publicly traded on any United States national securities exchange, then the Borrowers can satisfy their responsibilities under this Lease and for all of the Facilities in the aggregate under all of the Leases, and attaching reasonably detailed documentation thereof; Section 7(a)(ii) by furnishing (c) Within fifty (50) days after the close of each of the first three fiscal quarters, and within one hundred (100) days after the close of each Fiscal Year, the following information and data for each Facility, in each case in paper format or electronic computer format: (1) income statements that include, without limitation, a breakdown of Patient Revenues and other revenues itemized by payor type and a breakdown of operating expenses causing to the extent reasonably available under the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense and any material non-recurring charges; and (2) patient census by payor type; (d) As soon as available but in no event later than sixty (60) days following the commencement of each Fiscal Year, annual budgets for the operation during such Fiscal Year of each Facility, of all Facilities in the aggregate under this Lease and of all Facilities in the aggregate under all of the Leases, and to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring charges; (e) Within one hundred (100) days after the close of each Fiscal Year, or otherwise upon request by Lessor in connection with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantorbe furnished, as applicable, an Officer’s Certificate certifying to Lessor and Lessor’s designees (which certificate may be relied upon ) unaudited financial statements of such IPO Entity on the timeline required for such IPO Entity by Lessor and any prospective purchaser or mortgagee of any Leased Property) the following information: (i) this Lease is unmodified and is in full force and effect (or that this Lease is in full force and effect as modified and setting forth the modifications); (ii) the dates to which Rent has been paidsuch exchange; (iii) all Facilities are in good standing with respect prompt notice by email of (x) each payment under a Supplier Contract (including furnishing evidence satisfactory to all necessary federalLender of such payment), state and local licenses, permits and other Authorizations;(y) the receipt by the applicable Borrower of a given date for delivery of each item of Equipment; and (iv) each Facility that participates in the Medicare program is in compliance with the terms of its Medicare Provider Agreement and in good standing with the Medicare program; (v) each Facility that participates in the Medicaid program is in compliance with the terms of its Medicaid Provider Agreement and in good standing with the Medicaid program; (vi) the current number of licensed beds at each Facility; and (vii) Tenant and each applicable Guarantor is not in default in the performance of this Lease or its Guarantypromptly after demand therefor, such other information as applicableLender may reasonably request from time to time, or if an Event of Default exists, specifying the same in reasonable detail; at the request of Lessor, together with complete and accurate copies (originals of which shall be made available for inspection upon request by Lessor) of all licenses, permits and including without limitation other Authorizations necessary to operate the Facilities in accordance with all applicable laws; (f) As soon as reasonably available, copies of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies of all registration financial statements and any other public information which any Tenant or any of its Subsidiaries files with pertaining to the Securities Exchange Commission Borrowers or any other governmental authority; (g) Promptly upon the furnishing thereof Loan Party. Documents required to the shareholders of any Tenant, copies of all statements, reports, notices and proxy statements so furnished; (h) Such supplements be delivered pursuant to the foregoing documents and such other information and reports (including, without limitation non-financial informationSection 7(a)(i), as any Senior Lender, any Facility Mortgagee or any Superior Mortgagee may reasonably request, provided such supplements, and such information and reports, are consistent with the types of supplements, reports and information generally utilized by such institutions within the financing industry; (i) (i) on a monthly basis during the Term, (x) a consolidated monthly cash flow report of Tenant and its Subsidiaries and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (ii) all other information, reports, materials and certificates that are from time to time delivered, pursuant to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor at the same time and in the same manner as the same are delivered to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iii) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following receipt of a written request therefor from Lessor to Tenant, Tenant shall further deliver to Lessor any Facility-specific survey reports requested by Lessor), (iv) promptly following receipt of a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties; (j) If Lessor is a Ventas Lessor, within fifty (50) days following the close of each fiscal quarter, a Senior Officer’s Certificate setting forth whether any Event(s) of Default under Section 16.1(m) and/or Section 16.1(q) of this Lease or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (as described in Section 16.10) and, if so, specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s receipt thereof, true, correct and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time to time for or by Tenant or at Tenant’s direction other than those prepared by its independent auditors; (l) Within sixty (60) days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a “Captive Insurance Company”), an unaudited balance sheet and statement of operations as of the close of each such period and the related unaudited statements of income, cash flows and stockholders equity for such period and for the year to date of each Captive Insurance Company, setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledge, subject to normal year end adjustments; (m) Within one hundred eighty (180) days after the close of each Fiscal Year, for each Captive Insurance Company, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously with the Effective Date, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports, as of such quarter-end, (i) indicating the amount of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurred, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded (to the Captive Insurance Company(iesextent any such documents are included in materials otherwise filed with the U.S. Securities and Exchange Commission) by Tenant is being funded on budget ormay be delivered electronically and, if there is a shortfall in the funding of the amount so delivered, shall be deemed to be funded, detailing Tenant’s plan for funding such shortfall to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate have been delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date on which is one hundred such materials are publicly available as posted on the U.S. Securities and Exchange Commission’s Electronic Data Gathering, Analysis and Retrieval system (100XXXXX); provided that: (A) days following the end of each Fiscal Yearupon written request by Xxxxxx to any Borrower, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Lease, to each of the other Facilities under the Leases and to all other healthcare-related facilities of Tenant and its Subsidiaries and Affiliates that are not leased by Tenant under the Leases and that explains the methodology Borrower shall deliver paper copies of such allocation in reasonable detail; (q) Within thirty (30) days following the end of each month during the Term, Medicaid Rate Variance Reports, as of such month-end, prepared by Tenant for the Facilities under this Lease, and under all of the Leases, that are skilled nursing facilities, which report shall be substantially in the form delivered by Tenant documents to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, within forty-five (45) days following the end of each month during the Term, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or a substantially similar report reasonably acceptable to Lessor, each as of such month-end, providing a state by state evaluation and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as of such month-end, for each Facility under this Lease, and under each of the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor; (s) Within thirty (30) days following the end of each month during the Term, a “QA Management Activity Report”, as of such month-end, prepared by Tenant for each Facility under this Lease, and under each of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt of Lender until a written request therefor from Lessor, true, correct to cease delivering paper copies is given by Xxxxxx and complete copies (B) such Borrower shall notify the Lender (by electronic mail or facsimile) of the posting of any survey deficiency reports and/or plans of correction relative to any of the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal Year, an annual capital expenditures budget for such Fiscal Year, relating only to the Leased Properties, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor documents and, within fifteen if requested by Xxxxxx, provide to Lender by electronic mail electronic versions (15i.e., soft copies) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following documents. To the end extent that any notice given by means of each month during the Termelectronic transmission is returned or undeliverable for any reason, delivery shall be deemed to not have occurred until a capital expenditures report, as of such month-end, relative to each Facility under this Leasenew or corrected electronic mail address has been provided, and under all of the Leases, in the form delivered such attempted electronic delivery shall be ineffective and deemed to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by Facility; and (v) Within thirty (30) days after the close of each of the first three fiscal quarters, and within thirty (30) days after the close of each Fiscal Year, a report, in form reasonably acceptable to Lessor, regarding changes in the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the Leasesnot have been delivered.

Financial Statements and Reporting. Each Tenant shall ---------------------------------- maintain, for itself and its subsidiaries, a system of accounting established and administered in accordance with generally accepted accounting principles, and shall provide Lessor with the following information: (a) As soon as available but in no event later than forty-five (45) days after the close of each fiscal month and within fifty (50) days after the close each of the first three fiscal quarters, for Tenant, an unaudited consolidated balance sheet and statement of operations as of the close of each such period and the related unaudited consolidated statements of income, cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “"Financial Statements”"), setting forth in each case -------------------- in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s 's Certificate to Lessor as being complete and accurate to the best of Tenant’s 's knowledge, subject to normal year end adjustments;. In the case of any Officer's Certificate and related financial statements that are required under this subsection (a) and relate to any period on or prior to the date which is 120 days after the Effective Date, Tenant may, to the extent necessary, qualify the same by stating that they remain subject to any adjustments required by "fresh-start accounting", provided and on the conditions that (i) as soon as reasonably practicable following the completion of such "fresh-start accounting" adjustments, but in any event within five (5) Business Days following such completion, Tenant shall deliver to Lessor a revised Officer's Certificate and related financial statements that comply with this subsection (a) and omit the aforesaid "fresh-start accounting" qualifications and (ii) Tenant shall at all times comply with all applicable securities and other Legal Requirements relative to the reporting and disclosure of Tenant's financial condition; 105 (b) Within one hundred (100) days after the close of each Fiscal Year, (i) for Tenant, consolidated Financial Statements, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; and (ii) an Officer’s 's Certificate certifying to Lessor the amount of Patient Revenues for such Fiscal Year for each Facility, for all of the Facilities in the aggregate under this Lease and for all of the Facilities in the aggregate under all of the Leases, and attaching reasonably detailed documentation thereof; (c) Within fifty (50) days after the close of each of the first three fiscal quarters, and within one hundred (100) days after the close of each Fiscal Year, the following information and data for each Facility, in each case in paper format or electronic computer format: (1) income statements that include, without limitation, a breakdown of Patient Revenues and other revenues itemized by payor type and a breakdown of operating expenses to the extent reasonably available under the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense and any material non-recurring charges; and (2) patient census by payor type; (d) As soon as available but in no event later than sixty (60) days following the commencement of each Fiscal Year, annual budgets for the operation during such Fiscal Year of each Facility, of all Facilities in the aggregate under this Lease and of all Facilities in the aggregate under all of the Leases, and to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring charges; (e) Within one hundred (100) days after the close of each Fiscal Year, or otherwise upon request by Lessor in connection with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantor, as applicable, an Officer’s 's Certificate certifying to Lessor and Lessor’s 's designees (which certificate may be relied upon by Lessor and any prospective purchaser or mortgagee of any Leased Property) the following information: (i) this Lease is unmodified and is in full force and effect (or that this Lease is in full force and effect as modified and setting forth the modifications); (ii) the dates to which Rent has been paid; (iii) all Facilities are in good standing with respect to all necessary federal, state and local licenses, permits and other Authorizations; (iv) each Facility that participates in the Medicare program is in compliance with the terms of its Medicare Provider Agreement and in good standing with the Medicare program; (v) each Facility that participates in the Medicaid program is in compliance with the terms of its Medicaid Provider Agreement and in good standing with the Medicaid program; (vi) the current number of licensed beds at each Facility; and (vii) Tenant and each applicable Guarantor is not in default in the performance of this Lease or its Guaranty, as applicable, or if an Event of Default exists, specifying the same in reasonable detail; at the request of Lessor, together with complete and accurate copies (originals of which shall be made available for inspection upon request by Lessor) of all licenses, permits and other Authorizations necessary to operate the Facilities in accordance with all applicable laws; (f) As soon as reasonably available, copies of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies of all registration statements and any other public information which any Tenant or any of its Subsidiaries files with the Securities Exchange Commission or any other governmental authority; (g) Promptly upon the furnishing thereof to the shareholders of any Tenant, copies of all statements, reports, notices and proxy statements so furnished; (h) Such supplements to the foregoing documents and such other information and reports (including, without limitation non-financial information), as any Senior Lender, any Facility Mortgagee or any Superior Mortgagee may reasonably request, provided such supplements, and such information and reports, are consistent with the types of supplements, reports and information generally utilized by such institutions within the financing industry; (i) On a weekly basis until the first anniversary of the Effective Date, (ix) a consolidated weekly cash flow report of Tenant and its Subsidiaries and (y) a consolidated weekly patient census report (reported separately for hospitals and nursing centers) for Tenant, with each of such reports to be in substance (but not necessarily in form) consistent with the forms of such reports that Lessor received during the first ten (10) months of 2000, (ii) on a monthly basis during the Term, (x) a consolidated monthly cash flow report of Tenant and its Subsidiaries and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (iiiii) all other information, reports, materials and certificates that are from time to time delivered, pursuant to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any of the Exit Facility Documents or any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor at the same time and in the same manner as the same are delivered to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iiiiv) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report 107 to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following receipt of a written request therefor from Lessor to Tenant, Tenant shall further deliver to Lessor any Facility-specific survey reports requested by Lessor), and (ivv) promptly following receipt of a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s 's possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties;; and (j) If Lessor is a Ventas Lessor, within fifty (50) days following the close of each fiscal quarter, a Senior Officer’s 's Certificate setting forth whether any Event(s) of Default under Section 16.1(m) and/or Section 16.1(q) of --------------- --------------- this Lease or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (as described in Section 16.10) and, if so, ------------- specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s receipt thereof, true, correct and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time to time for or by Tenant or at Tenant’s direction other than those prepared by its independent auditors; (l) Within sixty (60) days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a “Captive Insurance Company”), an unaudited balance sheet and statement of operations as of the close of each such period and the related unaudited statements of income, cash flows and stockholders equity for such period and for the year to date of each Captive Insurance Company, setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledge, subject to normal year end adjustments; (m) Within one hundred eighty (180) days after the close of each Fiscal Year, for each Captive Insurance Company, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously with the Effective Date, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports, as of such quarter-end, (i) indicating the amount of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurred, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded to the Captive Insurance Company(ies) by Tenant is being funded on budget or, if there is a shortfall in the funding of the amount to be funded, detailing Tenant’s plan for funding such shortfall to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date which is one hundred (100) days following the end of each Fiscal Year, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Lease, to each of the other Facilities under the Leases and to all other healthcare-related facilities of Tenant and its Subsidiaries and Affiliates that are not leased by Tenant under the Leases and that explains the methodology of such allocation in reasonable detail; (q) Within thirty (30) days following the end of each month during the Term, Medicaid Rate Variance Reports, as of such month-end, prepared by Tenant for the Facilities under this Lease, and under all of the Leases, that are skilled nursing facilities, which report shall be substantially in the form delivered by Tenant to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, within forty-five (45) days following the end of each month during the Term, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or a substantially similar report reasonably acceptable to Lessor, each as of such month-end, providing a state by state evaluation and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as of such month-end, for each Facility under this Lease, and under each of the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor; (s) Within thirty (30) days following the end of each month during the Term, a “QA Management Activity Report”, as of such month-end, prepared by Tenant for each Facility under this Lease, and under each of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt of a written request therefor from Lessor, true, correct and complete copies of any survey deficiency reports and/or plans of correction relative to any of the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal Year, an annual capital expenditures budget for such Fiscal Year, relating only to the Leased Properties, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor and, within fifteen (15) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following the end of each month during the Term, a capital expenditures report, as of such month-end, relative to each Facility under this Lease, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by Facility; and (v) Within thirty (30) days after the close of each of the first three fiscal quarters, and within thirty (30) days after the close of each Fiscal Year, a report, in form reasonably acceptable to Lessor, regarding changes in the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the Leases.

Financial Statements and Reporting. Each Tenant shall maintain, for itself and its subsidiaries, a system of accounting established and administered in accordance with generally accepted accounting principles, and shall provide Lessor with the following information: (a) As soon as available but in no event later than forty-five thirty (4530) days after the close of each fiscal month for Tenant and within fifty thirty (5030) days after the close of each of the first three fiscal quarters, quarters for Tenant, an unaudited consolidated balance sheet and statement of operations as of the close of each such period and the related unaudited consolidated statements of income, cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “"Financial Statements”"), setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s 's Certificate to Lessor as being complete and accurate to the best of Tenant’s 's knowledge, subject to normal year end adjustments; (b) Within one hundred sixty (10060) days after the close of each Fiscal Year, (i) for Tenant, consolidated Financial Statements, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; and (ii) an Officer’s Certificate certifying to Lessor the amount of Patient Revenues for such Fiscal Year for each Facility, for all of the Facilities in the aggregate under this Lease and for all of the Facilities in the aggregate under all of the Leases, and attaching reasonably detailed documentation thereof; (c) Within fifty twenty-five (5025) days after the close of each of the first three fiscal quarters, and within one hundred fifty (10050) days after the close of each Fiscal Year, the following information and data for each the Facility, in each case in paper format or electronic computer format: (1) income statements that include, without limitation, a breakdown of Patient Revenues and other revenues itemized by payor type and a breakdown of operating expenses to the extent reasonably available under the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense and any material non-recurring charges; and (2) patient census by payor type; (d) As soon as available but in no event later than sixty (60) days following Prior to the commencement of each Fiscal YearCommencement Date, annual budgets for the operation during such Fiscal Year of each the Facility, of all Facilities in the aggregate under this Lease and of all Facilities in the aggregate under all of the Leases, and to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring charges; (e) Within one hundred ten (10010) days after following the close of each Fiscal Year, or otherwise upon request by Lessor in connection with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantor, as applicableat any time during the Term of the Lease, an Officer’s 's Certificate of Tenant certifying to Lessor and Lessor’s 's designees (which certificate may be relied upon by Lessor and any prospective purchaser or mortgagee of any the Leased Property) the following information: (i) this Lease is unmodified and is in full force and effect (or that this Lease is in full force and effect as modified and setting forth the modifications); (ii) the dates to which Rent has been paid; (iii) all Facilities are the Facility is in good standing with respect to all necessary federal, state and local licenses, permits and other Authorizations; (iv) each if the Facility that participates in the Medicare program it is in compliance with the terms of its Medicare Provider Agreement and in good standing with the Medicare program; (v) each if the Facility that participates in the Medicaid program it is in compliance with the terms of its Medicaid Provider Agreement and in good standing with the Medicaid program; (vi) the current number of licensed beds at each the Facility; and (vii) Tenant and each applicable Guarantor is not in default in the performance of this Lease or its Guaranty, as applicable, or if an Event of Default exists, specifying the same in reasonable detail; together with, at the request of Lessor, together with complete and accurate copies (originals of which shall be made available for inspection upon request by Lessor) of all licenses, permits and other Authorizations necessary to operate the Facilities Facility in accordance with all applicable laws; (f) As soon as reasonably available, copies of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies of all registration statements and any other public information which any Tenant or any of its Subsidiaries files with the Securities Exchange Commission or any other governmental authority; (g) Promptly upon the furnishing thereof to the shareholders of any Tenant, copies of all statements, reports, notices and proxy statements so furnished; (h) Such supplements to the foregoing documents and such other information and reports (including, without limitation non-financial information), as any Senior Lender, any Facility Mortgagee or any Superior Mortgagee may reasonably request, provided such supplements, and such information and reports, are consistent with the types of supplements, reports and information generally utilized by such institutions within the financing industry; (i) (i) on a monthly basis during the Term, (x) a consolidated monthly cash flow report of Tenant and its Subsidiaries and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (ii) all other information, reports, materials and certificates that are from time to time delivered, pursuant to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor at the same time and in the same manner as the same are delivered to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iii) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following receipt of a written request therefor from Lessor to Tenant, Tenant shall further deliver to Lessor any Facility-specific survey reports requested by Lessor), (iv) promptly following receipt of a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties; (j) If Lessor is a Ventas Lessor, within fifty (50) days following the close of each fiscal quarter, a Senior Officer’s Certificate setting forth whether any Event(s) of Default under Section 16.1(m) and/or Section 16.1(q) of this Lease or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (as described in Section 16.10) and, if so, specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s 's receipt thereof, true, correct and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time to time for or by Tenant or at Tenant’s 's direction other than those prepared by its independent auditors; (lg) Within sixty thirty (6030) days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a “Captive Insurance Company”)Mature Care, an unaudited balance sheet and statement of operations as of the close of each such period and the related unaudited statements of income, cash flows and stockholders equity for such period and for the year to date of each Captive Insurance CompanyMature Care, setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s 's Certificate to Lessor as being complete and accurate to the best of Tenant’s 's knowledge, subject to normal year end adjustments; (mh) Within one hundred eighty sixty (18060) days after the close of each Fiscal Year, for each Captive Insurance CompanyMature Care, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s 's equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously with the Effective Date, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports, as of such quarter-end, (i) indicating the amount of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurred, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded to the Captive Insurance Company(ies) by Tenant is being funded on budget or, if there is a shortfall in the funding of the amount to be funded, detailing Tenant’s plan for funding such shortfall to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date which is one hundred sixty (10060) days following the end of each Fiscal Year, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Leasethe Facility, to each of the other Facilities under the Combined Leases and to all other healthcare-related healthcarerelated facilities of Tenant and its Subsidiaries and Affiliates that are not leased by Tenant under the Combined Leases and that explains the methodology of such allocation in reasonable detail; (qj) Within thirty Such supplements to the foregoing documents and such other information and reports (30) days following the end of each month during the Termincluding, Medicaid Rate Variance Reportswithout limitation non-financial information), as of any Facility Mortgagee may reasonably request, provided such month-end, prepared by Tenant for the Facilities under this Leasesupplements, and under all of the Leases, that are skilled nursing facilities, which report shall be substantially in the form delivered by Tenant to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, within forty-five (45) days following the end of each month during the Term, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or a substantially similar report reasonably acceptable to Lessor, each as of such month-end, providing a state by state evaluation information and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as are consistent with the types of supplements, reports and information generally utilized by such month-end, for each Facility under this Lease, and under each of institutions within the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessorfinancing industry; (s) Within thirty (30) days following the end of each month during the Term, a “QA Management Activity Report”, as of such month-end, prepared by Tenant for each Facility under this Lease, and under each of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt of a written request therefor from Lessor, true, correct and complete copies of any survey deficiency reports and/or plans of correction relative to any of the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal Year, an annual capital expenditures budget for such Fiscal Year, relating only to the Leased Properties, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor and, within fifteen (15) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following the end of each month during the Term, a capital expenditures report, as of such month-end, relative to each Facility under this Lease, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by Facility; and (v) Within thirty (30) days after the close of each of the first three fiscal quarters, and within thirty (30) days after the close of each Fiscal Year, a report, in form reasonably acceptable to Lessor, regarding changes in the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the Leases.

Financial Statements and Reporting. Each Tenant Borrower shall maintainfurnish (or cause to be furnished, for itself and its subsidiaries, a system of accounting established and administered in accordance with generally accepted accounting principles, and shall provide Lessor with the following informationas applicable) to Lender: (ai) As as soon as available but available, and in no any event later than within one hundred twenty (120) calendar days after the end of each fiscal year of Parent, Parent’s audited consolidated balance sheet and statement of profit or loss and other comprehensive income, consolidated statement of financial position, consolidated statement of changes in equity and consolidated statement of cash flows as of the end of and for such year setting forth in each case in comparative form the figures for the previous fiscal year, all reported on by independent public accountants acceptable to, to the effect that such consolidated financial statements present fairly in all material respects the financial condition and results of operations of Parent’s and its consolidated Subsidiaries; (ii) as soon as available, and in any event within one hundred twenty (120) calendar days after the end of each fiscal year of Borrower, Bxxxxxxx’s unaudited balance sheet and statement of profit or loss and other comprehensive income, statement of financial position, statement of changes in equity and statement of cash flows as of the end of and for such year setting forth in each case in comparative form the figures for the previous fiscal year, all certified by a Financial Officer, presenting fairly in all material respects the financial condition and results of operations of Borrower; (iii) as soon as available, and in any event within forty-five (45) days after the close end of each fiscal month and within fifty (50) days after the close each quarter of the first three fiscal quartersBorrower, for Tenant, an Borrower’s unaudited consolidated management-prepared balance sheet and statement related statements of operations profit or loss and cash flows as of the close end of each such period and the related unaudited consolidated statements of income, cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “Financial Statements”), immediately preceding calendar quarter setting forth in each case in comparative form the corresponding figures for the corresponding period or periods of (or, in the case of the balance sheet, as of the end of) the previous fiscal year, all prepared certified by a Financial Officer as presenting fairly in all material respects the financial condition and results of operations of Borrower and its consolidated Subsidiaries on a consolidated basis in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledgeInternational Financial Reporting Standards (IFRS) consistently applied, subject to normal year year-end adjustments; (b) Within one hundred (100) days after audit adjustments and the close absence of each Fiscal Year, (i) for Tenant, consolidated Financial Statements, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; and (ii) an Officer’s Certificate certifying to Lessor the amount of Patient Revenues for such Fiscal Year for each Facility, for all of the Facilities in the aggregate under this Lease and for all of the Facilities in the aggregate under all of the Leases, and attaching reasonably detailed documentation thereof; (c) Within fifty (50) days after the close of each of the first three fiscal quarters, and within one hundred (100) days after the close of each Fiscal Year, the following information and data for each Facility, in each case in paper format or electronic computer format: (1) income statements that include, without limitation, a breakdown of Patient Revenues and other revenues itemized by payor type and a breakdown of operating expenses to the extent reasonably available under the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense and any material non-recurring charges; and (2) patient census by payor type; (d) As soon as available but in no event later than sixty (60) days following the commencement of each Fiscal Year, annual budgets for the operation during such Fiscal Year of each Facility, of all Facilities in the aggregate under this Lease and of all Facilities in the aggregate under all of the Leases, and to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring charges; (e) Within one hundred (100) days after the close of each Fiscal Year, or otherwise upon request by Lessor in connection with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantor, as applicable, an Officer’s Certificate certifying to Lessor and Lessor’s designees (which certificate may be relied upon by Lessor and any prospective purchaser or mortgagee of any Leased Property) the following information: (i) this Lease is unmodified and is in full force and effect (or that this Lease is in full force and effect as modified and setting forth the modifications); (ii) the dates to which Rent has been paid; (iii) all Facilities are in good standing with respect to all necessary federal, state and local licenses, permits and other Authorizationsfootnotes; (iv) each Facility that participates in the Medicare program is in compliance with the terms prompt notice by email of its Medicare Provider Agreement and in good standing with the Medicare program; (v) each Facility that participates in the Medicaid program is in compliance with the terms of its Medicaid Provider Agreement and in good standing with the Medicaid program; (vi) the current number of licensed beds at each Facility; and (vii) Tenant and each applicable Guarantor is not in default in the performance of this Lease or its Guaranty, as applicable, or if an Event of Default exists, specifying the same in reasonable detail; at the request of Lessor, together with complete and accurate copies (originals of which shall be made available for inspection upon request by Lessor) of all licenses, permits and other Authorizations necessary to operate the Facilities in accordance with all applicable laws; (f) As soon as reasonably available, copies of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies of all registration statements and any other public information which any Tenant or any of its Subsidiaries files with the Securities Exchange Commission or any other governmental authority; (g) Promptly upon the furnishing thereof to the shareholders of any Tenant, copies of all statements, reports, notices and proxy statements so furnished; (h) Such supplements to the foregoing documents and such other information and reports (including, without limitation non-financial information), as any Senior Lender, any Facility Mortgagee or any Superior Mortgagee may reasonably request, provided such supplements, and such information and reports, are consistent with the types of supplements, reports and information generally utilized by such institutions within the financing industry; (i) (i) on a monthly basis during the Term, (x) each payment under a consolidated monthly cash flow report Supplier Contract, furnishing evidence satisfactory to Lender of Tenant and its Subsidiaries such payment, and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (ii) all other information, reports, materials and certificates that are from time to time delivered, pursuant to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, receipt by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor at the same time and in the same manner as the same are delivered to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iii) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following receipt Borrower of a written request therefor from Lessor to Tenant, Tenant shall further deliver to Lessor any Facility-specific survey reports requested by Lessor), (iv) promptly following receipt of a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties; (j) If Lessor is a Ventas Lessor, within fifty (50) days following the close given date for delivery of each fiscal quarter, a Senior Officer’s Certificate setting forth whether any Event(s) item of Default under Section 16.1(m) and/or Section 16.1(q) of this Lease or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (as described in Section 16.10) and, if so, specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s receipt thereof, true, correct and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time to time for or by Tenant or at Tenant’s direction other than those prepared by its independent auditors; (l) Within sixty (60) days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a “Captive Insurance Company”), an unaudited balance sheet and statement of operations as of the close of each such period and the related unaudited statements of income, cash flows and stockholders equity for such period and for the year to date of each Captive Insurance Company, setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledge, subject to normal year end adjustments; (m) Within one hundred eighty (180) days after the close of each Fiscal Year, for each Captive Insurance Company, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously with the Effective Date, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports, as of such quarter-end, (i) indicating the amount of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurred, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded to the Captive Insurance Company(ies) by Tenant is being funded on budget or, if there is a shortfall in the funding of the amount to be funded, detailing Tenant’s plan for funding such shortfall to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date which is one hundred (100) days following the end of each Fiscal Year, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Lease, to each of the other Facilities under the Leases and to all other healthcare-related facilities of Tenant and its Subsidiaries and Affiliates that are not leased by Tenant under the Leases and that explains the methodology of such allocation in reasonable detail; (q) Within thirty (30) days following the end of each month during the Term, Medicaid Rate Variance Reports, as of such month-end, prepared by Tenant for the Facilities under this Lease, and under all of the Leases, that are skilled nursing facilities, which report shall be substantially in the form delivered by Tenant to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, within forty-five (45) days following the end of each month during the Term, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or a substantially similar report reasonably acceptable to Lessor, each as of such month-end, providing a state by state evaluation and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as of such month-end, for each Facility under this Lease, and under each of the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor; (s) Within thirty (30) days following the end of each month during the Term, a “QA Management Activity Report”, as of such month-end, prepared by Tenant for each Facility under this Lease, and under each of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt of a written request therefor from Lessor, true, correct and complete copies of any survey deficiency reports and/or plans of correction relative to any of the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal Year, an annual capital expenditures budget for such Fiscal Year, relating only to the Leased Properties, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor and, within fifteen (15) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following the end of each month during the Term, a capital expenditures report, as of such month-end, relative to each Facility under this Lease, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by FacilityEquipment; and (v) Within thirty promptly after demand therefor, such other information as Lender may reasonably request from time to time, including without limitation other unaudited financial statements and information pertaining to Borrower. Documents required to be delivered pursuant to Section 7(a)(i), (30) days after the close of each of the first three fiscal quartersii), (iii), and within thirty (30iv) days after (to the close extent any such documents are included in materials otherwise filed with the U.S. Securities and Exchange Commission) may be delivered electronically and, if so delivered, shall be deemed to have been delivered on the date on which such materials are publicly available as posted on the U.S. Securities and Exchange Commission’s Electronic Data Gathering, Analysis and Retrieval system (EXXXX). To the extent that any notice given by means of each Fiscal Yearelectronic transmission is returned or undeliverable for any reason, delivery shall be deemed to not have occurred until a reportnew or corrected electronic mail address has been provided, in form reasonably acceptable and such attempted electronic delivery shall be ineffective and deemed to Lessor, regarding changes in the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the Leasesnot have been delivered.

Financial Statements and Reporting. Each Tenant shall maintain, for itself and its subsidiaries, a system of accounting established and administered in accordance with generally accepted accounting principles, and shall provide Lessor with the following information: (a) As soon as available but in no event later than forty-five (45) days after the close of each fiscal month and within fifty (50) days after the close each of the first three fiscal quarters, for Tenant, an unaudited consolidated balance sheet and statement of operations as of the close of each such period and the related unaudited consolidated statements of income, cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “"Financial Statements”"), setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s 's Certificate to Lessor as being complete and accurate to the best of Tenant’s 's knowledge, subject to normal year end adjustments;. In the case of any Officer's Certificate and related financial statements that are required under this subsection (a) and relate to any period on or prior to the date which is 120 days after the Effective Date, Tenant may, to the extent necessary, qualify the same by stating that they remain subject to any adjustments required by "fresh-start accounting", provided and on the conditions that (i) as soon as reasonably practicable following the completion of such "fresh-start accounting" adjustments, but in any event within five (5) Business Days following such completion, Tenant shall deliver to Lessor a revised Officer's Certificate and related financial statements that comply with this subsection (a) and omit the aforesaid "fresh-start accounting" qualifications and (ii) Tenant shall at all times comply with all applicable securities and other Legal Requirements relative to the reporting and disclosure of Tenant's financial condition; 105 (b) Within one hundred (100) days after the close of each Fiscal Year, (i) for Tenant, consolidated Financial Statements, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; and (ii) an Officer’s 's Certificate certifying to Lessor the amount of Patient Revenues for such Fiscal Year for each Facility, for all of the Facilities in the aggregate under this Lease and for all of the Facilities in the aggregate under all of the Leases, and attaching reasonably detailed documentation thereof; (c) Within fifty (50) days after the close of each of the first three fiscal quarters, and within one hundred (100) days after the close of each Fiscal Year, the following information and data for each Facility, in each case in paper format or electronic computer format: (1) income statements that include, without limitation, a breakdown of Patient Revenues and other revenues itemized by payor type and a breakdown of operating expenses to the extent reasonably available under the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense and any material non-recurring charges; and (2) patient census by payor type; (d) As soon as available but in no event later than sixty (60) days following the commencement of each Fiscal Year, annual budgets for the operation during such Fiscal Year of each Facility, of all Facilities in the aggregate under this Lease and of all Facilities in the aggregate under all of the Leases, and to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring charges; (e) Within one hundred (100) days after the close of each Fiscal Year, or otherwise upon request by Lessor in connection with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantor, as applicable, an Officer’s 's Certificate certifying to Lessor and Lessor’s 's designees (which certificate may be relied upon by Lessor and any prospective purchaser or mortgagee of any Leased Property) the following information: (i) this Lease is unmodified and is in full force and effect (or that this Lease is in full force and effect as modified and setting forth the modifications); (ii) the dates to which Rent has been paid; (iii) all Facilities are in good standing with respect to all necessary federal, state and local licenses, permits and other Authorizations; (iv) each Facility that participates in the Medicare program is in compliance with the terms of its Medicare Provider Agreement and in good standing with the Medicare program; (v) each Facility that participates in the Medicaid program is in compliance with the terms of its Medicaid Provider Agreement and in good standing with the Medicaid program; (vi) the current number of licensed beds at each Facility; and (vii) Tenant and each applicable Guarantor is not in default in the performance of this Lease or its Guaranty, as applicable, or if an Event of Default exists, specifying the same in reasonable detail; at the request of Lessor, together with complete and accurate copies (originals of which shall be made available for inspection upon request by Lessor) of all licenses, permits and other Authorizations necessary to operate the Facilities in accordance with all applicable laws; (f) As soon as reasonably available, copies of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies of all registration statements and any other public information which any Tenant or any of its Subsidiaries files with the Securities Exchange Commission or any other governmental authority; (g) Promptly upon the furnishing thereof to the shareholders of any Tenant, copies of all statements, reports, notices and proxy statements so furnished; (h) Such supplements to the foregoing documents and such other information and reports (including, without limitation non-financial information), as any Senior Lender, any Facility Mortgagee or any Superior Mortgagee may reasonably request, provided such supplements, and such information and reports, are consistent with the types of supplements, reports and information generally utilized by such institutions within the financing industry; (i) On a weekly basis until the first anniversary of the Effective Date, (ix) a consolidated weekly cash flow report of Tenant and its Subsidiaries and (y) a consolidated weekly patient census report (reported separately for hospitals and nursing centers) for Tenant, with each of such reports to be in substance (but not necessarily in form) consistent with the forms of such reports that Lessor received during the first ten (10) months of 2000, (ii) on a monthly basis during the Term, (x) a consolidated monthly cash flow report of Tenant and its Subsidiaries and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (iiiii) all other information, reports, materials and certificates that are from time to time delivered, pursuant to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any of the Exit Facility Documents or any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor at the same time and in the same manner as the same are delivered to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iiiiv) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report 107 to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following receipt of a written request therefor from Lessor to Tenant, Tenant shall further deliver to Lessor any Facility-specific survey reports requested by Lessor), and (ivv) promptly following receipt of a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s 's possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties;; and (j) If Lessor is a Ventas Lessor, within fifty (50) days following the close of each fiscal quarter, a Senior Officer’s 's Certificate setting forth whether any Event(s) of Default under Section 16.1(m) and/or Section 16.1(q) of this Lease or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (as described in Section 16.10) and, if so, specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s receipt thereof, true, correct and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time to time for or by Tenant or at Tenant’s direction other than those prepared by its independent auditors; (l) Within sixty (60) days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a “Captive Insurance Company”), an unaudited balance sheet and statement of operations as of the close of each such period and the related unaudited statements of income, cash flows and stockholders equity for such period and for the year to date of each Captive Insurance Company, setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledge, subject to normal year end adjustments; (m) Within one hundred eighty (180) days after the close of each Fiscal Year, for each Captive Insurance Company, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously with the Effective Date, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports, as of such quarter-end, (i) indicating the amount of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurred, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded to the Captive Insurance Company(ies) by Tenant is being funded on budget or, if there is a shortfall in the funding of the amount to be funded, detailing Tenant’s plan for funding such shortfall to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date which is one hundred (100) days following the end of each Fiscal Year, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Lease, to each of the other Facilities under the Leases and to all other healthcare-related facilities of Tenant and its Subsidiaries and Affiliates that are not leased by Tenant under the Leases and that explains the methodology of such allocation in reasonable detail; (q) Within thirty (30) days following the end of each month during the Term, Medicaid Rate Variance Reports, as of such month-end, prepared by Tenant for the Facilities under this Lease, and under all of the Leases, that are skilled nursing facilities, which report shall be substantially in the form delivered by Tenant to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, within forty-five (45) days following the end of each month during the Term, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or a substantially similar report reasonably acceptable to Lessor, each as of such month-end, providing a state by state evaluation and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as of such month-end, for each Facility under this Lease, and under each of the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor; (s) Within thirty (30) days following the end of each month during the Term, a “QA Management Activity Report”, as of such month-end, prepared by Tenant for each Facility under this Lease, and under each of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt of a written request therefor from Lessor, true, correct and complete copies of any survey deficiency reports and/or plans of correction relative to any of the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal Year, an annual capital expenditures budget for such Fiscal Year, relating only to the Leased Properties, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor and, within fifteen (15) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following the end of each month during the Term, a capital expenditures report, as of such month-end, relative to each Facility under this Lease, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by Facility; and (v) Within thirty (30) days after the close of each of the first three fiscal quarters, and within thirty (30) days after the close of each Fiscal Year, a report, in form reasonably acceptable to Lessor, regarding changes in the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the Leases.

Financial Statements and Reporting. Each Tenant The Borrower Representative on behalf of the Loan Parties shall maintainfurnish (or cause to be furnished, as applicable) to the Lender: (i) as soon as available, and in any event within ninety (90) calendar days or such longer period as permitted by the SEC after the end of each fiscal year of the Parent, the Parent’s audited consolidated balance sheet and related statements of operations, stockholders’ equity and cash flows as of the end of and for itself such year setting forth in each case in comparative form the figures for the previous fiscal year, all reported on by independent public accountants acceptable to the Lender (without a “going concern” or like qualification, commentary or exception, and without any qualification or exception as to the scope of such audit), to the effect that such consolidated financial statements present fairly in all material respects the financial condition and results of operations of the Parent’s and its subsidiaries, consolidated Subsidiaries on a system of accounting established and administered consolidated basis in accordance with generally accepted accounting principlesGAAP consistently applied; (ii) as soon as available, and shall provide Lessor with the following information: (a) As soon as available but in no any event later than within forty-five (45) calendar days after the close end of each fiscal month and within fifty (50) days after the close each of the first three fiscal quartersquarters of the Parent, for Tenant, an unaudited the Parent’s consolidated and consolidating balance sheet and statement related statements of operations operations, stockholders’ equity and cash flows as of the close end of each and for such period fiscal quarter and the related unaudited consolidated statements then elapsed portion of income, cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “Financial Statements”)fiscal year, setting forth in each case in comparative form the corresponding figures for the corresponding period or periods of (or, in the case of the balance sheet, as of the end of) the previous fiscal year, all prepared certified by a Financial Officer of the Borrower Representative as presenting fairly in all material respects the financial condition and results of operations of the Parent and its consolidated Subsidiaries on a consolidated basis in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledgeGAAP consistently applied, subject to normal year year-end adjustments; (b) Within one hundred (100) days after audit adjustments and the close absence of each Fiscal Yearfootnotes, (i) for Tenant, consolidated Financial Statements, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; and (iiB) an Officer’s Certificate certifying as to Lessor whether a Default has occurred and, if a Default has occurred, specifying the amount of Patient Revenues for such Fiscal Year for each Facility, for all of the Facilities in the aggregate under this Lease and for all of the Facilities in the aggregate under all of the Leases, and attaching reasonably detailed documentation thereof; (c) Within fifty (50) days after the close of each of the first three fiscal quarters, and within one hundred (100) days after the close of each Fiscal Year, the following information and data for each Facility, in each case in paper format or electronic computer format: (1) income statements that include, without limitation, a breakdown of Patient Revenues and other revenues itemized by payor type and a breakdown of operating expenses to the extent reasonably available under the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense details thereof and any material non-recurring charges; and (2) patient census by payor type; (d) As soon as available but in no event later than sixty (60) days following the commencement of each Fiscal Year, annual budgets for the operation during such Fiscal Year of each Facility, of all Facilities in the aggregate under this Lease and of all Facilities in the aggregate under all of the Leases, and action taken or proposed to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring charges; (e) Within one hundred (100) days after the close of each Fiscal Year, or otherwise upon request by Lessor in connection be taken with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantor, as applicable, an Officer’s Certificate certifying to Lessor and Lessor’s designees (which certificate may be relied upon by Lessor and any prospective purchaser or mortgagee of any Leased Property) the following information: (i) this Lease is unmodified and is in full force and effect (or that this Lease is in full force and effect as modified and setting forth the modifications); (ii) the dates to which Rent has been paidrespect thereto; (iii) all Facilities are in good standing with respect prompt notice by email of (x) each payment under a Supplier Contract made after the Closing Date, furnishing evidence reasonably satisfactory to all necessary federalthe Lender of such payment, state and local licenses, permits and other Authorizations;(y) the receipt by any Loan Party of a given date for delivery of each item of Equipment to be delivered after the Closing Date; and (iv) each Facility that participates in promptly after demand therefor, such other information as the Medicare program is in compliance with the terms of its Medicare Provider Agreement and in good standing with the Medicare program; (v) each Facility that participates in the Medicaid program is in compliance with the terms of its Medicaid Provider Agreement and in good standing with the Medicaid program; (vi) the current number of licensed beds at each Facility; and (vii) Tenant and each applicable Guarantor is not in default in the performance of this Lease or its GuarantyLender may reasonably request from time to time, as applicable, or if an Event of Default exists, specifying the same in reasonable detail; at the request of Lessor, together with complete and accurate copies (originals of which shall be made available for inspection upon request by Lessor) of all licenses, permits and including without limitation other Authorizations necessary to operate the Facilities in accordance with all applicable laws; (f) As soon as reasonably available, copies of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies of all registration financial statements and any other public information which any Tenant or any of its Subsidiaries files with pertaining to the Securities Exchange Commission Borrowers or any other governmental authority; (g) Promptly upon the furnishing thereof Loan Party. Documents required to the shareholders of any Tenant, copies of all statements, reports, notices and proxy statements so furnished; (h) Such supplements be delivered pursuant to the foregoing documents and such other information and reports (including, without limitation non-financial informationSection 7(a)(i), as any Senior Lender, any Facility Mortgagee or any Superior Mortgagee may reasonably request, provided such supplements, and such information and reports, are consistent with the types of supplements, reports and information generally utilized by such institutions within the financing industry; (i) (i) on a monthly basis during the Term, (x) a consolidated monthly cash flow report of Tenant and its Subsidiaries and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (ii) all other information, reports, materials and certificates that are from time to time delivered, pursuant to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor at the same time and in the same manner as the same are delivered to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iii) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following receipt of a written request therefor from Lessor to Tenant, Tenant shall further deliver to Lessor any Facility-specific survey reports requested by Lessor), (iv) promptly following receipt of a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties; (j) If Lessor is a Ventas Lessor, within fifty (50) days following the close of each fiscal quarter, a Senior Officer’s Certificate setting forth whether any Event(s) of Default under Section 16.1(m) and/or Section 16.1(q) of this Lease or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (as described in Section 16.10) and, if so, specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s receipt thereof, true, correct and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time to time for or by Tenant or at Tenant’s direction other than those prepared by its independent auditors; (l) Within sixty (60) days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a “Captive Insurance Company”), an unaudited balance sheet and statement of operations as of the close of each such period and the related unaudited statements of income, cash flows and stockholders equity for such period and for the year to date of each Captive Insurance Company, setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledge, subject to normal year end adjustments; (m) Within one hundred eighty (180) days after the close of each Fiscal Year, for each Captive Insurance Company, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously with the Effective Date, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports, as of such quarter-end, (i) indicating the amount of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurred, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded (to the Captive Insurance Company(iesextent any such documents are included in materials otherwise filed with the U.S. Securities and Exchange Commission) by Tenant is being funded on budget ormay be delivered electronically and, if there is a shortfall in so delivered, shall be deemed to have been delivered on the funding date on which such materials are publicly available as posted on the U.S. Securities and Exchange Commission’s Electronic Data Gathering, Analysis and Retrieval system (XXXXX); provided that: (A) upon written request by the Lender, the Loan Parties (or the Borrower Representative on their behalf) shall deliver paper copies of the amount to be funded, detailing Tenant’s plan for funding such shortfall documents to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date which is one hundred (100) days following the end of each Fiscal Year, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Lease, to each of the other Facilities under the Leases and to all other healthcare-related facilities of Tenant and its Subsidiaries and Affiliates that are not leased by Tenant under the Leases and that explains the methodology of such allocation in reasonable detail; (q) Within thirty (30) days following the end of each month during the Term, Medicaid Rate Variance Reports, as of such month-end, prepared by Tenant for the Facilities under this Lease, and under all of the Leases, that are skilled nursing facilities, which report shall be substantially in the form delivered by Tenant to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, within forty-five (45) days following the end of each month during the Term, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or a substantially similar report reasonably acceptable to Lessor, each as of such month-end, providing a state by state evaluation and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as of such month-end, for each Facility under this Lease, and under each of the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor; (s) Within thirty (30) days following the end of each month during the Term, a “QA Management Activity Report”, as of such month-end, prepared by Tenant for each Facility under this Lease, and under each of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt of Lender until a written request therefor from Lessor, true, correct to cease delivering paper copies is given by the Lender and complete copies (B) and (B) the Loan Parties (or Borrower Representative on their behalf) shall notify the Lender (by electronic mail or facsimile) of the posting of any survey deficiency reports and/or plans of correction relative to any of such documents and, if requested by the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal YearLender, an annual capital expenditures budget for such Fiscal Year, relating only provide to the Leased PropertiesLender by electronic mail electronic versions (i.e., in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor and, within fifteen (15soft copies) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following documents. To the end extent that any notice given by means of each month during the Termelectronic transmission is returned or undeliverable for any reason, delivery shall be deemed to not have occurred until a capital expenditures report, as of such month-end, relative to each Facility under this Leasenew or corrected electronic mail address has been provided, and under all of the Leases, in the form delivered such attempted electronic delivery shall be ineffective and deemed to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by Facility; and (v) Within thirty (30) days after the close of each of the first three fiscal quarters, and within thirty (30) days after the close of each Fiscal Year, a report, in form reasonably acceptable to Lessor, regarding changes in the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the Leasesnot have been delivered.

Financial Statements and Reporting. Each Tenant shall maintain, for itself The financial statements and its subsidiaries, a system of accounting established ---------------------------------- other information previously provided to the Bank or provided to the Bank in the future are or will be complete and administered accurate and prepared in accordance with generally accepted accounting principles. There has been no material adverse change in the Borrower's financial condition since such information was provided to the Bank. The Borrower will, and shall will cause each Subsidiary to (i) maintain accounting records in accordance with generally recognized and accepted principles of accounting consistently applied throughout the accounting periods involved; (ii) provide Lessor the Bank with such information concerning its business affairs and financial condition (including insurance coverage) as the Bank may reasonably request; and (iii) without request, provide the Bank with the following information: (a) As soon as available but available, and in no any event later than forty-five (45) within 120 days after the close end of each fiscal month and within fifty (50) days after the close each year of the first three fiscal quartersBorrower, for Tenant, the Borrower's annual audited financial statements prepared by an unaudited consolidated balance sheet and statement of operations as accounting firm reasonably acceptable to the Bank; and (i) Within 45 days of the close end of each such period quarter, quarterly FRY-9C and FRY-9P reports, or any successors thereto, of the related unaudited consolidated statements of income, cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “Financial Statements”), setting forth in each case in comparative form the corresponding figures for the previous year, all Borrower prepared in accordance with generally accepted accounting principles the guidelines of the Federal Reserve System, together with a certificate of a senior financial officer of the Borrower setting forth calculations showing the Borrower's compliance with the financial covenants contained in this Agreement as of the end of such quarter and all certified certifying that as of the date of such certificate no default (as described in an Officer’s Certificate to Lessor as being complete and accurate to section 6 hereof) has occurred, nor any event or act has occurred, or condition exists, which with the best giving of Tenant’s knowledge, subject to normal year end adjustments;notice or the passage of time would constitute such a default; and (bii) Within one hundred (100) 45 days after of the close end of each Fiscal Yearquarter, (i) for Tenantquarterly call reports prepared on FFIEC forms, consolidated Financial Statementsor any successors thereto, in each case with accompanying notes and schedules, of the Subsidiary Bank prepared in accordance with generally accepted accounting principles the guidelines of the Regulatory Authority which regulates the Subsidiary Bank. (c) As soon as available (an in any event, within 45 days of the end of each quarter, in the case of the Borrower's quarterly Form 10-Q), copies of all reports or materials submitted or distributed to shareholders of the Borrower or filed with the SEC or other governmental agency having regulatory authority over the Borrower or any Subsidiary or with any national securities exchange; and (d) Promptly after the furnishing thereof, copies of any statement or report furnished to any other holder of obligations of the Borrower or any Subsidiary pursuant to the terms of any indenture, loan or similar agreement and audited by not otherwise required to be furnished to the Bank pursuant to any other clause of this paragraph 4.13; and (e) Promptly, and in any event within 10 days, after the Borrower has knowledge thereof, a firm statement of independent certified public accountants the chief financial officer of recognized standing selected by Tenantthe Borrower describing: (i) any event which, either of itself or with the lapse of time or the giving of notice or both, would constitute a default hereunder or under any other material agreement to which accountants shall have issued an audit report thereonthe Borrower or any Subsidiary is a party, together with a statement of the actions which the Borrower proposes to take with respect thereto; and (ii) an Officer’s Certificate certifying to Lessor the amount of Patient Revenues for such Fiscal Year for each Facility, for all any pending or threatened litigation or administrative proceeding of the Facilities type described in the aggregate under this Lease and for all of the Facilities in the aggregate under all of the Leases, and attaching reasonably detailed documentation thereof; (c) Within fifty (50) days after the close of each of the first three fiscal quarters, and within one hundred (100) days after the close of each Fiscal Year, the following information and data for each Facility, in each case in paper format or electronic computer format: (1) income statements that include, without limitation, a breakdown of Patient Revenues and other revenues itemized by payor type and a breakdown of operating expenses to the extent reasonably available under the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense and any material non-recurring charges; and (2) patient census by payor type; (d) As soon as available but in no event later than sixty (60) days following the commencement of each Fiscal Year, annual budgets for the operation during such Fiscal Year of each Facility, of all Facilities in the aggregate under this Lease and of all Facilities in the aggregate under all of the Leases, and to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring charges; (e) Within one hundred (100) days after the close of each Fiscal Year, or otherwise upon request by Lessor in connection with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantor, as applicable, an Officer’s Certificate certifying to Lessor and Lessor’s designees (which certificate may be relied upon by Lessor and any prospective purchaser or mortgagee of any Leased Property) the following information: (i) this Lease is unmodified and is in full force and effect (or that this Lease is in full force and effect as modified and setting forth the modifications); (ii) the dates to which Rent has been paid; (iii) all Facilities are in good standing with respect to all necessary federal, state and local licenses, permits and other Authorizations; (iv) each Facility that participates in the Medicare program is in compliance with the terms of its Medicare Provider Agreement and in good standing with the Medicare program; (v) each Facility that participates in the Medicaid program is in compliance with the terms of its Medicaid Provider Agreement and in good standing with the Medicaid program; (vi) the current number of licensed beds at each Facilityparagraph 4.3; and (vii) Tenant and each applicable Guarantor is not in default in the performance of this Lease or its Guaranty, as applicable, or if an Event of Default exists, specifying the same in reasonable detail; at the request of Lessor, together with complete and accurate copies (originals of which shall be made available for inspection upon request by Lessor) of all licenses, permits and other Authorizations necessary to operate the Facilities in accordance with all applicable laws; (f) As soon as reasonably available, copies Notice of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies memorandum of all registration statements and any other public information which any Tenant or any of its Subsidiaries files with the Securities Exchange Commission understanding or any other governmental authority;agreement with any banking regulatory agencies, or cease and desist order, immediately after entered into by or issued against Borrower or any Subsidiary; and (g) Promptly upon the furnishing thereof to the shareholders of after request therefor, any Tenant, copies of all statements, reports, notices and proxy statements so furnished; (h) Such supplements to the foregoing documents and such other information concerning the business affairs and reports (including, without limitation non-financial information), condition of the Borrower or the Subsidiary as any Senior Lender, any Facility Mortgagee or any Superior Mortgagee the Bank may reasonably request, provided such supplements, and such information and reports, are consistent with the types of supplements, reports and information generally utilized by such institutions within the financing industry; (i) (i) on a monthly basis during the Term, (x) a consolidated monthly cash flow report of Tenant and its Subsidiaries and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (ii) all other information, reports, materials and certificates that are from time to time delivered, pursuant to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor at the same time and in the same manner as the same are delivered to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iii) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following receipt of a written request therefor from Lessor to Tenant, Tenant shall further deliver to Lessor any Facility-specific survey reports requested by Lessor), (iv) promptly following receipt of a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties; (j) If Lessor is a Ventas Lessor, within fifty (50) days following the close of each fiscal quarter, a Senior Officer’s Certificate setting forth whether any Event(s) of Default under Section 16.1(m) and/or Section 16.1(q) of this Lease or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (as described in Section 16.10) and, if so, specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s receipt thereof, true, correct and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time to time for or by Tenant or at Tenant’s direction other than those prepared by its independent auditors; (l) Within sixty (60) days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a “Captive Insurance Company”), an unaudited balance sheet and statement of operations as of the close of each such period and the related unaudited statements of income, cash flows and stockholders equity for such period and for the year to date of each Captive Insurance Company, setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledge, subject to normal year end adjustments; (m) Within one hundred eighty (180) days after the close of each Fiscal Year, for each Captive Insurance Company, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously with the Effective Date, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports, as of such quarter-end, (i) indicating the amount of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurred, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded to the Captive Insurance Company(ies) by Tenant is being funded on budget or, if there is a shortfall in the funding of the amount to be funded, detailing Tenant’s plan for funding such shortfall to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date which is one hundred (100) days following the end of each Fiscal Year, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Lease, to each of the other Facilities under the Leases and to all other healthcare-related facilities of Tenant and its Subsidiaries and Affiliates that are not leased by Tenant under the Leases and that explains the methodology of such allocation in reasonable detail; (q) Within thirty (30) days following the end of each month during the Term, Medicaid Rate Variance Reports, as of such month-end, prepared by Tenant for the Facilities under this Lease, and under all of the Leases, that are skilled nursing facilities, which report shall be substantially in the form delivered by Tenant to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, within forty-five (45) days following the end of each month during the Term, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or a substantially similar report reasonably acceptable to Lessor, each as of such month-end, providing a state by state evaluation and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as of such month-end, for each Facility under this Lease, and under each of the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor; (s) Within thirty (30) days following the end of each month during the Term, a “QA Management Activity Report”, as of such month-end, prepared by Tenant for each Facility under this Lease, and under each of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt of a written request therefor from Lessor, true, correct and complete copies of any survey deficiency reports and/or plans of correction relative to any of the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal Year, an annual capital expenditures budget for such Fiscal Year, relating only to the Leased Properties, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor and, within fifteen (15) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following the end of each month during the Term, a capital expenditures report, as of such month-end, relative to each Facility under this Lease, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by Facility; and (v) Within thirty (30) days after the close of each of the first three fiscal quarters, and within thirty (30) days after the close of each Fiscal Year, a report, in form reasonably acceptable to Lessor, regarding changes in the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the Leases.

Financial Statements and Reporting. Each Tenant shall ---------------------------------- maintain, for itself and its subsidiaries, a system of accounting established and administered in accordance with generally accepted accounting principles, and shall provide Lessor with the following information: (a) As soon as available but in no event later than forty-five (45) days after the close of each fiscal month and within fifty (50) days after the close each of the first three fiscal quarters, for Tenant, an unaudited consolidated balance sheet and statement of operations as of the close of each such period and the related unaudited consolidated statements of income, cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “"Financial Statements”"), setting forth in each case -------------------- in comparative 104 form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s 's Certificate to Lessor as being complete and accurate to the best of Tenant’s 's knowledge, subject to normal year end adjustments. In the case of any Officer's Certificate and related financial statements that are required under this subsection (a) and relate to any period on or prior to the date which is 120 days after the Effective Date, Tenant may, to the extent necessary, qualify the same by stating that they remain subject to any adjustments required by "fresh- start accounting", provided and on the conditions that (i) as soon as reasonably practicable following the completion of such "fresh-start accounting" adjustments, but in any event within five (5) Business Days following such completion, Tenant shall deliver to Lessor a revised Officer's Certificate and related financial statements that comply with this subsection (a) and omit the aforesaid "fresh-start accounting" qualifications and (ii) Tenant shall at all times comply with all applicable securities and other Legal Requirements relative to the reporting and disclosure of Tenant's financial condition; (b) Within one hundred (100) days after the close of each Fiscal Year, (i) for Tenant, consolidated Financial Statements, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; and (ii) an Officer’s 's Certificate certifying to Lessor the amount of Patient Revenues for such Fiscal Year for each Facility, for all of the Facilities in the aggregate under this Lease and for all of the Facilities in the aggregate under all of the Leases, and attaching reasonably detailed documentation thereof; (c) Within fifty (50) days after the close of each of the first three fiscal quarters, and within one hundred (100) days after the close of each Fiscal Year, the following information and data for each Facility, in each case in paper format or electronic computer format: (1) income statements that include, without limitation, a breakdown of Patient Revenues and other revenues itemized by payor type and a breakdown of operating expenses to the extent reasonably available under the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense and any material non-recurring charges; and (2) patient census by payor type; (d) As soon as available but in no event later than sixty (60) days following the commencement of each Fiscal Year, annual budgets for the operation during such Fiscal Year of each Facility, of all Facilities in the aggregate under this Lease and of all Facilities in the aggregate under all of the Leases, and to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring charges; (e) Within one hundred (100) days after the close of each Fiscal Year, or otherwise upon request by Lessor in connection with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantor, as applicable, an Officer’s 's Certificate certifying to Lessor and Lessor’s 's designees (which certificate may be relied upon by Lessor 105 and any prospective purchaser or mortgagee of any Leased Property) the following information: (i) this Lease is unmodified and is in full force and effect (or that this Lease is in full force and effect as modified and setting forth the modifications); (ii) the dates to which Rent has been paid; (iii) all Facilities are in good standing with respect to all necessary federal, state and local licenses, permits and other Authorizations; (iv) each Facility that participates in the Medicare program is in compliance with the terms of its Medicare Provider Agreement and in good standing with the Medicare program; (v) each Facility that participates in the Medicaid program is in compliance with the terms of its Medicaid Provider Agreement and in good standing with the Medicaid program; (vi) the current number of licensed beds at each Facility; and (vii) Tenant and each applicable Guarantor is not in default in the performance of this Lease or its Guaranty, as applicable, or if an Event of Default exists, specifying the same in reasonable detail; at the request of Lessor, together with complete and accurate copies (originals of which shall be made available for inspection upon request by Lessor) of all licenses, permits and other Authorizations necessary to operate the Facilities in accordance with all applicable laws; (f) As soon as reasonably available, copies of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies of all registration statements and any other public information which any Tenant or any of its Subsidiaries files with the Securities Exchange Commission or any other governmental authority; (g) Promptly upon the furnishing thereof to the shareholders of any Tenant, copies of all statements, reports, notices and proxy statements so furnished; (h) Such supplements to the foregoing documents and such other information and reports (including, without limitation non-financial information), as any Senior Lender, any Facility Mortgagee or any Superior Mortgagee may reasonably request, provided such supplements, and such information and reports, are consistent with the types of supplements, reports and information generally utilized by such institutions within the financing industry; (i) On a weekly basis until the first anniversary of the Effective Date, (ix) a consolidated weekly cash flow report of Tenant and its Subsidiaries and (y) a consolidated weekly patient census report (reported separately for hospitals and nursing centers) for Tenant, with each of such reports to be in substance (but not necessarily in form) consistent with the 106 forms of such reports that Lessor received during the first ten (10) months of 2000, (ii) on a monthly basis during the Term, (x) a consolidated monthly cash flow report of Tenant and its Subsidiaries and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (iiiii) all other information, reports, materials and certificates that are from time to time delivered, pursuant to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any of the Exit Facility Documents or any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor at the same time and in the same manner as the same are delivered to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iiiiv) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following receipt of a written request therefor from Lessor to Tenant, Tenant shall further deliver to Lessor any Facility-specific survey reports requested by Lessor), and (ivv) promptly following receipt of a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s 's possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties;; and (j) If Lessor is a Ventas Lessor, within fifty (50) days following the close of each fiscal quarter, a Senior Officer’s 's Certificate setting forth whether any Event(s) of Default under Section 16.1(m) and/or Section 16.1(q) of --------------- --------------- this Lease or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (as described in Section 16.10) and, if so, ------------- specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s receipt thereof, true, correct and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time to time for or by Tenant or at Tenant’s direction other than those prepared by its independent auditors; (l) Within sixty (60) days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a “Captive Insurance Company”), an unaudited balance sheet and statement of operations as of the close of each such period and the related unaudited statements of income, cash flows and stockholders equity for such period and for the year to date of each Captive Insurance Company, setting forth in each case in comparative form the corresponding figures for the previous year, all prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledge, subject to normal year end adjustments; (m) Within one hundred eighty (180) days after the close of each Fiscal Year, for each Captive Insurance Company, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously with the Effective Date, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports, as of such quarter-end, (i) indicating the amount of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurred, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded to the Captive Insurance Company(ies) by Tenant is being funded on budget or, if there is a shortfall in the funding of the amount to be funded, detailing Tenant’s plan for funding such shortfall to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date which is one hundred (100) days following the end of each Fiscal Year, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Lease, to each of the other Facilities under the Leases and to all other healthcare-related facilities of Tenant and its Subsidiaries and Affiliates that are not leased by Tenant under the Leases and that explains the methodology of such allocation in reasonable detail; (q) Within thirty (30) days following the end of each month during the Term, Medicaid Rate Variance Reports, as of such month-end, prepared by Tenant for the Facilities under this Lease, and under all of the Leases, that are skilled nursing facilities, which report shall be substantially in the form delivered by Tenant to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, within forty-five (45) days following the end of each month during the Term, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or a substantially similar report reasonably acceptable to Lessor, each as of such month-end, providing a state by state evaluation and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as of such month-end, for each Facility under this Lease, and under each of the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor; (s) Within thirty (30) days following the end of each month during the Term, a “QA Management Activity Report”, as of such month-end, prepared by Tenant for each Facility under this Lease, and under each of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt of a written request therefor from Lessor, true, correct and complete copies of any survey deficiency reports and/or plans of correction relative to any of the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal Year, an annual capital expenditures budget for such Fiscal Year, relating only to the Leased Properties, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor and, within fifteen (15) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following the end of each month during the Term, a capital expenditures report, as of such month-end, relative to each Facility under this Lease, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by Facility; and (v) Within thirty (30) days after the close of each of the first three fiscal quarters, and within thirty (30) days after the close of each Fiscal Year, a report, in form reasonably acceptable to Lessor, regarding changes in the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the Leases.

Financial Statements and Reporting. Each Tenant shall maintainDeliver to the Administrative Agent and the Lenders, for itself in form and its subsidiaries, a system of accounting established detail satisfactory to the Administrative Agent and administered in accordance with generally accepted accounting principles, and shall provide Lessor with the following informationLenders: (a) As as soon as available available, but in no any event later than forty-five within ninety (4590) days after the close end of each fiscal month and within fifty year of Holdings, (50A) days after the close each of the first three fiscal quarters, for Tenant, an unaudited a consolidated balance sheet of Holdings and statement its consolidated Subsidiaries as at the end of operations as of the close of each such period fiscal year, and the related unaudited consolidated statements of incomeincome or operations, shareholders’ equity and cash flows and stockholders equity for such period and for the year to date of Tenant and its Subsidiaries (collectively, “Financial Statements”)fiscal year, setting forth in each case in comparative form the corresponding figures for the previous yearfiscal year and to the Financial Plan (as defined below), all in reasonable detail and prepared in accordance with GAAP, such consolidated statements to be audited and accompanied by a report and opinion of Gxxxx Xxxxxxx LLP or any other independent certified public accounting firm of nationally recognized standing selected by the Loan Parties and reasonably acceptable to the Administrative Agent, which report and opinion shall be prepared in accordance with generally accepted accounting principles auditing standards and all certified in an Officer’s Certificate shall not be subject to Lessor any “going concern” or like qualification or exception or any qualification or exception as being complete and accurate to the best scope of Tenant’s knowledgesuch audit (other than a “going concern” or like qualification or exception in either case resulting solely from an upcoming maturity date of any Permitted Indebtedness occurring within one year from the time such opinion is delivered or as permitted in writing by the Administrative Agent); and (B) for each other Subsidiary of Holdings for which separate audited annual reports are available, subject a copy of such annual report containing unconsolidated and consolidated balance sheets of such reporting Person and its Subsidiaries as of the end of such fiscal year, in each case accompanied by a certification of such accountants as to normal the amount of Distributable Income with respect to such Person and each such Subsidiary during the preceding fiscal year end adjustments(except to the extent already explicitly included in the foregoing financial statements); (b) Within one hundred as soon as available, but in any event within forty-five (10045) days after the close end of each Fiscal Yearfiscal quarter (or such longer period as may be agreed by the Administrative Agent in its sole discretion), (i) for Tenant, an unaudited consolidated Financial Statementsbalance sheet of Holdings and its Subsidiaries, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; and (ii) an Officer’s Certificate certifying to Lessor the amount of Patient Revenues for such Fiscal Year for each Facility, for all of the Facilities in the aggregate under this Lease and for all of the Facilities in the aggregate under all of the Leases, and attaching reasonably detailed documentation thereof; (c) Within fifty (50) days after the close of each of the first three fiscal quarters, and within one hundred (100) days after the close of each Fiscal Year, the following information and data for each Facility, in each case in paper format or electronic computer format: (1) income statements that include, without limitation, a breakdown of Patient Revenues and other revenues itemized by payor type and a breakdown of operating expenses to the extent reasonably available under the then current facility operation reports, but including, at a minimum, itemization of Facility rental expense, overhead charges or management fees, bad debt expense and any material non-recurring charges; and (2) patient census by payor type; (d) As soon as available but in no event later than sixty (60) days following the commencement of each Fiscal Year, annual budgets for the operation during such Fiscal Year of each Facility, of all Facilities in the aggregate under this Lease and of all Facilities in the aggregate under all of the Leases, and to the extent reasonably available, a breakdown of projected Patient Revenues and other revenues itemized by payor type and a breakdown of projected operating expenses itemized to reflect, at a minimum, Facility rental expense, overhead charges or management fees, bad debt expense and any non-recurring charges; (e) Within one hundred (100) days after the close of each Fiscal Year, or otherwise upon request by Lessor in connection with a proposed sale or refinancing of a Facility or Facilities by Lessor, for Tenant and each Guarantor, as applicable, an Officer’s Certificate certifying to Lessor and Lessor’s designees (which certificate may be relied upon by Lessor and any prospective purchaser or mortgagee of any Leased Property) the following information: (i) this Lease is unmodified and is in full force and effect (or that this Lease is in full force and effect as modified and setting forth the modifications); (ii) the dates to which Rent has been paid; (iii) all Facilities are in good standing with respect to all necessary federal, state and local licenses, permits and other Authorizations; (iv) each Facility that participates in the Medicare program is in compliance with the terms of its Medicare Provider Agreement and in good standing with the Medicare program; (v) each Facility that participates in the Medicaid program is in compliance with the terms of its Medicaid Provider Agreement and in good standing with the Medicaid program; (vi) the current number of licensed beds at each Facility; and (vii) Tenant and each applicable Guarantor is not in default in the performance of this Lease or its Guaranty, as applicable, or if an Event of Default exists, specifying the same in reasonable detail; at the request end of Lessor, together with complete and accurate copies (originals of which shall be made available for inspection upon request by Lessor) of all licenses, permits and other Authorizations necessary to operate the Facilities in accordance with all applicable laws; (f) As soon as reasonably available, copies of any Forms 10K, 10Q and 8K and any other annual, quarterly, monthly or other reports, copies of all registration statements and any other public information which any Tenant or any of its Subsidiaries files with the Securities Exchange Commission or any other governmental authority; (g) Promptly upon the furnishing thereof to the shareholders of any Tenant, copies of all statements, reports, notices and proxy statements so furnished; (h) Such supplements to the foregoing documents and such other information and reports (including, without limitation non-financial information), as any Senior Lender, any Facility Mortgagee or any Superior Mortgagee may reasonably request, provided such supplements, and such information and reports, are consistent with the types of supplements, reports and information generally utilized by such institutions within the financing industry; (i) (i) on a monthly basis during the Term, (x) a consolidated monthly cash flow report of Tenant and its Subsidiaries and (y) a consolidated monthly patient census report (reported separately for hospitals and nursing centers) for Tenant, (ii) all other information, reports, materials and certificates that are from time to time delivered, pursuant to the requirements of any loan documents that are from time to time binding upon Tenant or any of its Subsidiaries or Affiliates, by Tenant or any of its Subsidiaries or Affiliates to any of the Senior Lenders, or any of the holders of any other loan documents evidencing or securing borrowed indebtedness of Tenant or its Subsidiaries or Affiliates, or any of their respective agents, representatives or consultants, with all such information, reports, materials and certificates to be delivered to Lessor at the same time and in the same manner as the same are delivered to any of the Senior Lenders, any of the aforesaid holders and/or any of their respective agents, representatives or consultants, (iii) on a monthly basis during the Term, a monthly consolidated survey deficiency summary report, with such report to be in substance (but not necessarily in form) consistent with the report dated October 2000 that was delivered to Lessor and listing each of the Master Lease Leased Properties and indicating for each Master Lease Leased Property whether any survey, citation or report alleging a deficiency that is material in relation to such Master Lease Leased Property (using the October 2000 report as a baseline) has been issued with respect thereto during the period covered by such report and, if so, setting forth the identity of the agency or authority that issued such citation or report, a description of the alleged material deficiency and the timetable or deadline for curing the same (and, promptly following receipt of a written request therefor from Lessor to Tenant, Tenant shall further deliver to Lessor any Facility-specific survey reports requested by Lessor), (iv) promptly following receipt of a written request therefor from Lessor to Tenant, copies of any Facility-specific environmental, engineering or other reports or studies that are in Tenant’s possession or control and so requested by Lessor and (v) within ten (10) Business Days following receipt of Lessor’s written request therefor, a copy, to the extent available and prepared, of any report, study or other document that Tenant may from time to time prepare, or have prepared on its behalf, that assigns asset ratings or other grades or rankings to any or all of the Master Lease Leased Properties; (j) If Lessor is a Ventas Lessor, within fifty (50) days following the close of each fiscal quarter, a Senior Officer’s Certificate setting forth whether any Event(s) of Default under Section 16.1(m) and/or Section 16.1(q) of this Lease or any other lease demising any of the Master Lease Leased Properties has occurred and is continuing (as described in Section 16.10) and, if so, specifying the Master Lease Leased Property(ies) at which such Event(s) of Default has so occurred and is continuing; (k) Within three (3) Business Days following Tenant’s receipt thereof, true, correct and complete copies of all professional negligence, malpractice and/or general liability actuarial studies, reports and/or analyses prepared from time to time for or by Tenant or at Tenant’s direction other than those prepared by its independent auditors; (l) Within sixty (60) days after the close of each fiscal quarter, for any insurance company owned or controlled by Tenant (a “Captive Insurance Company”), an unaudited balance sheet and statement of operations as of the close of each such period and the related unaudited consolidated statements of incomeincome or operations, shareholders’ equity and cash flows and stockholders equity for such period fiscal quarter and for the portion of Holdings’ fiscal year to date of each Captive Insurance Companythen ended, setting forth in each case in comparative form the corresponding figures for the corresponding fiscal quarter of the previous yearfiscal year and corresponding portion of the previous fiscal year and to the Financial Plan, all in reasonable detail and prepared in accordance with generally accepted accounting principles and all certified in an Officer’s Certificate to Lessor as being complete and accurate to the best of Tenant’s knowledge, subject to normal year end adjustmentsGAAP; (mc) Within one hundred eighty (180) days after the close of each Fiscal Year, for each Captive Insurance Company, a balance sheet and statement of operations as of the close of such Fiscal Year and the related statements of income, cash flows and stockholder’s equity for such Fiscal Year, in each case with accompanying notes and schedules, prepared in accordance with generally accepted accounting principles and audited by a firm of independent certified public accountants of recognized standing selected by Tenant, which accountants shall have issued an audit report thereon; (n) Contemporaneously commencing with the Effective Datefiscal month ending June 30, copies of the organizational documents, including, without limitation, any amendments thereto prior to the Effective Date, for each Captive Insurance Company, and, within five (5) Business Days following entry into any subsequent amendment thereof, a true, correct and complete copy of any such amendment; (o) Within sixty (60) days following the end of each quarter during the Term, reports2021, as of such quarter-endsoon as available, (i) indicating the amount of the then current “total loss pick” set for professional negligence and malpractice claims against Tenant and its Subsidiaries and Affiliates and the then current breakdown of such “total loss pick” (x) between claims incurred and reported and claims incurred but not yet reported and (y) among claims incurred, whether or not reported, that are (1) insured by the Captive Insurance Company(ies), (2) insured by insurers other than a Captive Insurance Company, and (3) not insured by a Captive Insurance Company or another insurer, (ii) indicating the amount to be reserved by Tenant at the aforesaid then current “total loss pick” for claims, whether or not reported, that are uninsured or that are insured by the Captive Insurance Company(ies) and a reasonably detailed explanation of how such reserved amount was calculated and determined, (iii) identifying the portion of the reserve amount referenced in subsection (ii) above that will be funded, and the portion of such reserve that will not be funded, to the Captive Insurance Company(ies) by Tenant, and (iv) confirming that the amount to be funded to the Captive Insurance Company(ies) by Tenant is being funded on budget or, if there is a shortfall in the funding of the amount to be funded, detailing Tenant’s plan for funding such shortfall to the Captive Insurance Company(ies), and, in addition, in each monthly Officer’s Certificate delivered by Tenant pursuant to subsection (a) above, Tenant shall include therein a certification that Tenant is recording general and professional liability costs, on a monthly basis, in a manner consistent with the most recent actuarial valuations; (p) On or prior to the date which is one hundred (100) days following the end of each Fiscal Year, a report that allocates all professional negligence and malpractice liability expenses incurred by Tenant and its Subsidiaries and Affiliates during such preceding Fiscal Year to each Facility under this Lease, to each of the other Facilities under the Leases and to all other healthcare-related facilities of Tenant and its Subsidiaries and Affiliates that are not leased by Tenant under the Leases and that explains the methodology of such allocation in reasonable detail; (q) Within any event within thirty (30) days following after the end of each month during (or forty-five (45) days after the Termend of each month that is also the last month of a fiscal quarter) (or such longer period as may be agreed by the Administrative Agent in its sole discretion), Medicaid Rate Variance Reports(i) an unaudited consolidated balance sheet of Holdings and its Subsidiaries, in each case, as at the end of such month-, (ii) the related consolidated statements of income or operations, shareholders’ equity and cash flows for such month and for the portion of Holdings’ fiscal year then ended, (iii) Unrestricted Cash, expense summaries and gross and net revenue with respect to each Product of the Loan Parties and their Subsidiaries as at the end of such month (and if such month is also a fiscal quarter end, prepared by Tenant for such fiscal quarter) and (iv) if such month is also a fiscal quarter end, a summary detailing the Products sold to each Key Customer for such fiscal quarter and for the Facilities portion of Holdings’ fiscal year then ended, setting forth in each case in comparative form the figures for the corresponding fiscal quarter of the previous fiscal year and corresponding portion of the previous fiscal year and to the Financial Plan (if available), all in reasonable detail (and where applicable prepared in accordance with GAAP). Notwithstanding anything to the contrary herein, to the extent the deliveries under this LeaseSection 6.02(b) and 6.02(c) are duplicative, the Borrower shall only be required to provide such information once; (d) as soon as available and not later than the date quarterly financial statements are required to be delivered pursuant to Section 6.02(b) above, a report specifying the cash and Cash Equivalents of Holdings and its Subsidiaries by entity and by account jurisdictions, Operating Expenses, account aging and other key operating metrics, and under all detailing the products sold by the Loan Parties and their Subsidiaries, the number of revenue producing customers, backlog and headcount of the LeasesLoan Parties and their Subsidiaries, that are skilled nursing facilitiesin each case certified by the chief financial officer (or equivalent) of Holdings; (e) as soon as available, which report shall be substantially but in the form delivered by Tenant to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, any event within forty-five (45) days following after the end of each month during the Termfiscal year of Holdings and its Subsidiaries, the “Xxxxxx Xxxxxx Medicaid Rate Report,” or an annual operating budget and plan prepared on a substantially similar report reasonably acceptable to Lessor, quarterly basis together with financial projections for such year each as of such month-end, providing a state by state evaluation and prediction of Medicaid rates; (r) Within forty-five (45) days following the end of each month during the Term, operating reports, as of such month-end, for each Facility under this Lease, and under each of the Leases, and for all Facilities under each of the Leases, and under all of the Leases, in the form delivered approved by Holdings’ Board of Directors and otherwise in form and substance satisfactory to Lessor on May 14the Administrative Agent (any such approved budget, 2003 or another form reasonably acceptable to Lessor; (s) Within thirty (30) days following the end of each month during the Termplan and projection, a “QA Management Activity ReportFinancial Plan”), as including (i) a forecasted consolidated balance sheet and forecasted consolidated statements of such month-end, prepared by Tenant income and cash flows of Holdings and its Subsidiaries for each Facility under this Leasesuch fiscal year, together with pro forma Compliance Certificates for each such fiscal year and under each an explanation of the Leasesassumptions on which such forecasts are based, (ii) forecasted consolidated statements of income and cash flows of Holdings and its Subsidiaries for each quarter of each such fiscal year, (iii) forecasts demonstrating adequate liquidity and projected compliance with the requirements of Section 7.16 through the final maturity date of the Loans, together, in each case, with an explanation of the form delivered to Lessor assumptions on May 14which such forecasts are based and for each fiscal year (or portion thereof) through the final Maturity Date, 2003 or another form reasonably acceptable to Lessor, and, relative thereto, promptly following Tenant’s receipt accompanied by a certificate of a written request therefor from Lessor, true, correct and complete copies of any survey deficiency reports and/or plans of correction relative to any of Responsible Officer certifying that such Financial Plan is a reasonable estimate for the aforesaid Facilities designated by Lessor; (t) Within sixty (60) days after the commencement of each Fiscal Year, an annual capital expenditures budget for such Fiscal Year, relating only to the Leased Properties, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor and, within fifteen (15) days after any material amendment to such annual capital expenditures budget, a true, correct and complete copy of such amendment; (u) Within forty-five (45) days following the end of each month during the Term, a capital expenditures report, as of such month-end, relative to each Facility under this Lease, and under all of the Leases, in the form delivered to Lessor on May 14, 2003 or another form reasonably acceptable to Lessor, and, including with each such report, project level expenditure detail by Facilityperiods covered thereby; and (vf) Within thirty (30) days after if, as a result of any change in accounting principles and policies from those used in the close of each preparation of the Audited Financial Statements, the consolidated financial statements of Holdings and its Subsidiaries delivered pursuant to Section 6.02(a) or Section 6.02(b) will differ in any material respect from the consolidated financial statements that would have been delivered pursuant to such subdivisions had no such change in accounting principles and policies been made, then, together with the first three fiscal quartersdelivery of such financial statements after such change, and within thirty one (301) days after the close or more statements of each Fiscal Year, a report, reconciliation for all such prior financial statements in form and substance reasonably acceptable satisfactory to Lessor, regarding changes in Administrative Agent and the number of licensed beds and so-called “banked beds”, at each Facility, at all Facilities in the aggregate under this Lease and at all Facilities in the aggregate under all of the LeasesLenders.