Common use of Health Care Covenants Clause in Contracts

Health Care Covenants. Without limiting the generality of the provisions of Section 6.05, each Borrower hereby represents, covenants and agrees as follows: (a) If and to the extent required under applicable Laws, each Borrower shall, and shall cause each Operator to, maintain in full force and effect a valid certificate of need ("CON") or similar certificate, license, or approval issued by the State Regulator for the requisite number of Senior Housing Units (other than the independent living units) in the Borrowing Base Assets, and a provider agreement or other required documentation of approved provider status for each provider payment or reimbursement program, if applicable. Each Borrower shall, and shall cause each Operator to, operate the Borrowing Base Assets in a manner such that the Licenses shall remain in full force and effect. True and complete copies of the Licenses have been delivered to Lender. (b) The Licenses: (i) Are not now and will not be (A) transferred to any location other than the applicable Borrowing Base Asset or (B) pledged as collateral security for any loan or indebtedness, other than the Loan; and (ii) Shall continue in full force and effect throughout the term of the Credit Facility and will remain free from restrictions or known conflicts, and shall not be provisional, probationary or restricted in any manner which would materially impair the use or operation of the applicable Borrowing Base Asset as a skilled nursing facility, assisted living facility, memory care facility, or senior independent living facility, as applicable. (c) The Borrowers shall not do, and shall not permit any Operator to do (or suffer to be done), any of the following with respect to the Borrowing Base Assets: (i) Rescind, withdraw, revoke, or amend the number of Senior Housing Units permitted under the Licenses or otherwise amend the Licenses in such a manner that results in a Material Adverse Effect on the rates charged or otherwise diminish or impair the nature, tenor or scope of the Licenses or which could in any way be reasonably expected to materially impair the use or operation of the applicable Borrowing Base Asset as a skilled nursing facility, assisted living facility, memory care facility, or senior independent living facility, as applicable; (ii) Replace or transfer all or any part of any Borrowing Base Asset's licensed beds or CON to another site or location other than another Borrowing Base Asset;

Health Care Covenants. Without limiting the generality of the provisions of Section 6.05, each Borrower hereby represents, covenants and agrees as follows: (a) If and to the extent required under applicable Laws, each Borrower shall, and shall cause each Operator to, maintain in full force and effect a valid certificate of need ("“CON"”) or similar certificate, license, or approval issued by the State Regulator for the requisite number of Senior Housing Units (other than the independent living units) in the Borrowing Base Assets, and a provider agreement or other required documentation of approved provider status for each provider payment or reimbursement program, if applicable. Each Borrower shall, and shall cause each Operator to, operate the Borrowing Base Assets in a manner such that the Licenses shall remain in full force and effect. True and complete copies of the Licenses have been delivered to Lender. (b) The Licenses: (i) Are not now and will not be (A) transferred to any location other than the applicable Borrowing Base Asset or (B) pledged as collateral security for any loan or indebtedness, other than the Loan; and (ii) Shall continue in full force and effect throughout the term of the Credit Facility and will remain free from restrictions or known conflicts, and shall not be provisional, probationary or restricted in any manner which would materially impair the use or operation of the applicable Borrowing Base Asset as a skilled nursing facility, assisted living facility, memory care facility, or senior independent living facility, as applicable. (c) The Borrowers shall not do, and shall not permit any Operator to do (or suffer to be done), any of the following with respect to the Borrowing Base Assets:: DAL:0535130/00080:1910701v7 (i) Rescind, withdraw, revoke, or amend the number of Senior Housing Units permitted under the Licenses or otherwise amend the Licenses in such a manner that results in a Material Adverse Effect on the rates charged or otherwise diminish or impair the nature, tenor or scope of the Licenses or which could in any way be reasonably expected to materially impair the use or operation of the applicable Borrowing Base Asset as a skilled nursing facility, assisted living facility, memory care facility, or senior independent living facility, as applicable; (ii) Replace or transfer all or any part of any Borrowing Base Asset's ’s licensed beds or CON to another site or location other than another Borrowing Base Asset;

Health Care Covenants. Without limiting the generality of the provisions of Section 6.05, each the Borrower hereby represents, covenants and agrees as follows: (a) If and to the extent required under applicable Laws, each Borrower shall, and shall cause Tenant and/or each Operator to, Subtenant to maintain in full force and effect a valid certificate of need ("“CON"”) or similar certificate, license, or approval issued by the State Regulator for the requisite number of Senior Housing Units (other than the independent living units) Licensed Beds in the Borrowing Base Real Property Assets, and a provider agreement or other required documentation of approved provider status for each provider payment or reimbursement program, if applicable. Each Borrower shall, and shall cause Tenant and/or each Operator to, Subtenant to operate the Borrowing Base Real Property Assets in a manner such that the Licenses shall remain in full force and effect. True and complete copies of the Licenses have been delivered to Lender. (b) The Licenses: (i) Are not now and will not be (A) transferred to any location other than the applicable Borrowing Base Real Property Asset or (B) pledged as collateral security for any loan or indebtedness, other than the Loan; and (ii) Shall continue in full force and effect throughout the term of the Credit Facility Loan and will remain free from restrictions or known conflicts, and shall not be provisional, probationary or restricted in any manner manner, which would materially impair the use or operation of the applicable Borrowing Base Real Property Asset as a skilled nursing facility, assisted living facility, memory care facility, or senior independent living facility, as applicable. (c) The Borrowers Borrower shall not do, and shall not permit Tenant or any Operator Subtenant to do (or suffer to be done), any of the following with respect to the Borrowing Base Real Property Assets: (i) Rescind, withdraw, revoke, or amend the number of Senior Housing Units Licensed Beds permitted under the Licenses or otherwise amend the Licenses in such a manner that results in a Material Adverse Effect on the rates charged or otherwise diminish or impair the nature, tenor or scope of the Licenses or which could in any way reasonably be reasonably expected to materially impair the use or operation of the applicable Borrowing Base Real Property Asset as a skilled nursing facility, assisted living facility, memory care facility, or senior independent living facility, as applicable; (ii) Amend or otherwise change the number of Licensed Beds approved by the State Regulator in such a manner that results or could reasonably be expected to result in a Material Adverse Effect on the rates charged or otherwise diminishes or impairs the use or operation of the applicable Real Property Asset as a skilled nursing facility; or (iii) Replace or transfer all or any part of any Borrowing Base Real Property Asset's licensed beds or CON ’s Licensed Beds to another site or location other than another Borrowing Base Real Property Asset;.

Health Care Covenants. Without limiting the generality of the provisions of Section 6.05, each Borrower hereby represents, covenants and agrees as follows: (a) If and to the extent required under applicable Laws, each Borrower shall, and shall cause each Operator to, maintain in full force and effect a valid certificate of need ("“CON"”) or similar certificate, license, or approval issued by the State Regulator for the requisite number of Senior Housing Units (other than the independent living units) in the Borrowing Base Assets, and a provider agreement or other required documentation of approved provider status for each provider payment or reimbursement program, if applicable. Each Borrower shall, and shall cause each Operator to, operate the Borrowing Base Assets in a manner such that the Licenses shall remain in full force and effect. True and complete copies of the Licenses have been delivered to Lender. (b) The Licenses: (i) Are not now and will not be (A) transferred to any location other than the applicable Borrowing Base Asset or (B) pledged as collateral security for any loan or indebtedness, other than the Loan; and (ii) Shall continue in full force and effect throughout the term of the Credit Facility and will remain free from restrictions or known conflicts, and shall not be provisional, probationary or restricted in any manner which would materially impair the use or operation of the applicable Borrowing Base Asset as a skilled nursing facility, assisted living facility, memory care facility, or senior independent living facility, as applicable. (c) The Borrowers shall not do, and shall not permit any Operator to do (or suffer to be done), any of the following with respect to the Borrowing Base Assets: (i) Rescind, withdraw, revoke, or amend the number of Senior Housing Units permitted under the Licenses or otherwise amend the Licenses in such a manner that results in a Material Adverse Effect on the rates charged or otherwise diminish or impair the nature, tenor or scope of the Licenses or which could in any way be reasonably expected to materially impair the use or operation of the applicable Borrowing Base Asset as a skilled nursing facility, assisted living facility, memory care facility, or senior independent living facility, as applicable;; or (ii) Replace or transfer all or any part of any Borrowing Base Asset's ’s licensed beds or CON to another site or location other than another Borrowing Base Asset;.

Health Care Covenants. Without limiting the generality of the provisions of Section 6.05, each Borrower hereby represents, covenants and agrees as follows: (a) If and to the extent required under applicable Laws, each Borrower shall, and shall cause each Operator to, maintain in full force and effect a valid certificate of need ("“CON"”) or similar certificate, license, or approval issued by the State Regulator for the requisite number of Senior Housing Units (other than the independent living units) in the Borrowing Base Assets, and a provider agreement or other required documentation of approved provider status for each provider payment or reimbursement program, if applicable. Each Borrower shall, and shall cause each Operator to, operate the Borrowing Base Assets in a manner such that the Licenses shall remain in full force and effect. True and complete copies of the Licenses have been delivered to Lender. (b) The Licenses: (i) Are not now and will not be (A) transferred to any location other than the applicable Borrowing Base Asset or (B) pledged as collateral security for any loan or indebtedness, other than the Loan; and (ii) Shall continue in full force and effect throughout the term of the Credit Facility and will remain free from restrictions or known conflicts, and shall not be provisional, probationary or restricted in any manner which would materially impair the use or operation of the applicable Borrowing Base Asset as a skilled nursing facility, assisted living facility, memory care facility, or senior independent living facility, as applicable. (c) The Borrowers shall not do, and shall not permit any Operator to do (or suffer to be done), any of the following with respect to the Borrowing Base Assets: (i) Rescind, withdraw, revoke, or amend the number of Senior Housing Units permitted under the Licenses or otherwise amend the Licenses in such a manner that results in a Material Adverse Effect on the rates charged or otherwise diminish or impair the nature, tenor or scope of the Licenses or which could in any way be reasonably expected to materially impair the use or operation of the applicable Borrowing Base Asset as a skilled nursing facility, assisted living facility, memory care facility, or senior independent living facility, as applicable; (ii) Replace or transfer all or any part of any Borrowing Base Asset's ’s licensed beds or CON to another site or location other than another Borrowing Base Asset;