SUPPLEMENTAL INDENTURE
EXHIBIT 4.10.3
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of November 21, 2006, by and among the entities listed on Annex A hereto (each, a “Guaranteeing Subsidiary” and collectively, the “Guaranteeing Subsidiaries”), Ventas Realty, Limited Partnership, a Delaware limited partnership, and Ventas Capital Corporation, a Delaware corporation (collectively, the “Issuers”), the other Guarantors (as defined in the Indenture referred to herein) and U.S. Bank National Association, as trustee under the Indenture referred to herein (the “Trustee”).
W I T N E S S E T H
WHEREAS, the Issuers have heretofore executed and delivered to the Trustee an Indenture dated as of September 19, 2006 (the “Base Indenture”), as amended by the First Supplemental Indenture dated as of September 19, 2006 (the “First Supplemental Indenture” and, together with the Base Indenture, the “Indenture”), providing for the issuance of 6 3/4% Senior Notes due 2017 (the “Notes”);
WHEREAS, the Indenture provides that under certain circumstances each Guaranteeing Subsidiary shall execute and deliver to the Trustee a supplemental indenture pursuant to which such Guaranteeing Subsidiary shall unconditionally guarantee all of the Issuers’ Obligations (as defined in the Indenture) under the Notes and the Indenture on the terms and conditions set forth herein (a “Securities Guarantee”); and
WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee is authorized to execute and deliver this Supplemental Indenture.
NOW THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, each Guaranteeing Subsidiary and the Trustee mutually covenant and agree for the equal and ratable benefit of the Holders of the Notes as follows:
1. CAPITALIZED TERMS. Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture.
2. AGREEMENT TO GUARANTEE. Each Guaranteeing Subsidiary hereby agrees as follows:
(a) Subject to Article 10 of the Indenture, such Guaranteeing Subsidiary hereby, jointly and severally with all other Guarantors, unconditionally guarantees to each Holder of a Note authenticated and delivered by the Trustee and to the Trustee and its successors and assigns, irrespective of the validity and enforceability of the Indenture, the Notes or the obligations of the Issuers hereunder or thereunder, that:
(i) the principal of, and premium, if any, and interest on the Notes will be promptly paid in full when due, whether at maturity, by acceleration, redemption or otherwise, and interest on the overdue principal of and interest on the Notes, if any, if lawful, and all other obligations of the Issuers to the Holders or the Trustee hereunder or thereunder will be promptly paid in full or performed, all in accordance with the terms hereof and thereof; and
(ii) in case of any extension of time of payment or renewal of any Notes or any of such other obligations, that same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise.
Failing payment when due of any amount so guaranteed or any performance so guaranteed for whatever reason, the Guarantors shall be jointly and severally obligated to pay the same immediately.
(b) The obligations hereunder shall be unconditional, irrespective of the validity, regularity or enforceability of the Notes or the Indenture, the absence of any action to enforce the same, any waiver or consent by any Holder of the Notes with respect to any provisions hereof or thereof, the recovery of any judgment against the Issuers, any action to enforce the same or any other circumstance which might otherwise constitute a legal or equitable discharge or defense of a Guarantor, other than payment in full of all Obligations under the Notes.
(c) The following is hereby waived: diligence, presentment, demand of payment, filing of claims with a court in the event of insolvency or bankruptcy of the Issuers, any right to require a proceeding first against the Issuers, protest, notice and all demands whatsoever.
(d) This Securities Guarantee shall not be discharged except by complete performance of the obligations contained in the Notes and the Indenture, and such Guaranteeing Subsidiary accepts all obligations of a Guarantor under the Indenture.
(e) If any Holder or the Trustee is required by any court or otherwise to return to the Issuers, the Guarantors, or any custodian, trustee, liquidator or other similar official acting in relation to either the Issuers or the Guarantors, any amount paid by either to the Trustee or such Holder, this Securities Guarantee, to the extent theretofore discharged, shall be reinstated in full force and effect.
(f) Such Guaranteeing Subsidiary shall not be entitled to any right of subrogation in relation to the Holders in respect of any obligations guaranteed hereby until payment in full of all obligations guaranteed hereby.
(g) As between the Guarantors, on the one hand, and the Holders and the Trustee, on the other hand, (1) the maturity of the obligations guaranteed hereby may be accelerated as provided in Article 6 of the Indenture for the purposes of this Securities Guarantee, notwithstanding any stay, injunction or other prohibition preventing such acceleration in respect of the obligations guaranteed hereby, and (2) in the event of any declaration of acceleration of such obligations as provided in Article 6 of the Indenture, such obligations (whether or not due and payable) shall forthwith become due and payable by the Guarantors for the purpose of this Securities Guarantee.
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(h) The Guarantors shall have the right to seek contribution from any non-paying Guarantor so long as the exercise of such right does not impair the rights of the Holders under this Securities Guarantee.
(i) In accordance with Section 10.02 of the Indenture, after giving effect to any maximum amount and all other contingent and fixed liabilities that are relevant under any applicable Bankruptcy Law or fraudulent conveyance law, and after giving effect to any collections from, rights to receive contribution from or payments made by or on behalf of any other Guarantor in respect of the obligations of such other Guarantor under Article 10 of the Indenture, this Securities Guarantee shall be limited to the maximum amount permissible such that the obligations of such Guaranteeing Subsidiary under this Securities Guarantee will not constitute a fraudulent transfer or conveyance.
3. EXECUTION AND DELIVERY. Each Guaranteeing Subsidiary agrees that this Securities Guarantee shall remain in full force and effect notwithstanding any failure to endorse on each Note a notation of such Securities Guarantee.
4. GUARANTEEING SUBSIDIARIES MAY CONSOLIDATE, ETC., ON CERTAIN TERMS.
(a) No Guaranteeing Subsidiary may sell or otherwise dispose of all or substantially all of its assets to, or consolidate with or merge with or into (whether or not such Guaranteeing Subsidiary is the surviving Person) another Person, other than the Issuers or another Guarantor unless:
(i) immediately after giving effect to such transaction, no Default or Event of Default exists; and
(ii) subject to Section 10.05 of the Indenture, the Person acquiring the property in any such sale or disposition or the Person formed by or surviving any such consolidation or merger assumes all of the obligations of that Guaranteeing Subsidiary under the Indenture and this Securities Guarantee pursuant to a supplemental indenture in form and substance reasonably satisfactory to the Trustee.
(b) In case of any such consolidation, merger, sale or conveyance and upon the assumption by the successor Person, by supplemental indenture, executed and delivered to the Trustee and satisfactory in form to the Trustee, of this Securities Guarantee endorsed upon the Notes and the due and punctual performance of all of the covenants and conditions of the Indenture to be performed by the Guaranteeing Subsidiary, such successor Person shall succeed to and be substituted for the Guaranteeing Subsidiary with the same effect as if it had been named herein as a Guaranteeing Subsidiary. Such successor Person thereupon may cause to be signed any or all of the Securities Guarantees to be endorsed upon all of the Notes issuable under the Indenture which theretofore shall not have been signed by the Issuers and delivered to the Trustee. All the Securities Guarantees so issued shall in all respects have the same legal rank and benefit under the Indenture as the Securities Guarantees theretofore and thereafter issued in accordance with the terms of the Indenture as though all of such Securities Guarantees had been issued at the date of the execution hereof.
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(c) Except as set forth in Articles 4 and 5 and Section 10.04 of the Indenture, and notwithstanding clauses (a) and (b) above, nothing contained in the Indenture or in any of the Notes shall prevent any consolidation or merger of a Guaranteeing Subsidiary with or into the Issuers or another Guarantor, or shall prevent any sale or conveyance of the property of a Guaranteeing Subsidiary as an entirety or substantially as an entirety to the Issuers or another Guarantor.
5. RELEASES.
(a) The Securities Guarantee of a Guaranteeing Subsidiary shall be released, and any Person acquiring assets (including by way of merger or consolidation) or Capital Stock of a Guaranteeing Subsidiary under those circumstances specified in Section 10.05 of the Indenture shall not be required to assume the obligations of such Guaranteeing Subsidiary. The Securities Guarantee of a Guaranteeing Subsidiary shall also be released in accordance with the provisions of Section 10.06 of the Indenture. Upon delivery by the Issuers to the Trustee of an Officers’ Certificate and an Opinion of Counsel stating that the provisions of Section 10.05 or Section 10.06, as applicable, of the Indenture have been complied with, the Trustee shall execute any documents reasonably required in order to evidence the release of a Guaranteeing Subsidiary from its obligations under this Securities Guarantee.
(b) Any Guaranteeing Subsidiary not released from its obligations under its Securities Guarantee shall remain liable for the full amount of principal of and interest on the Notes and for the other obligations of any Guarantor under the Indenture as provided in Article 10 of the Indenture.
6. NO RECOURSE AGAINST OTHERS. No past, present or future director, officer, employee, incorporator, stockholder or agent of any Guaranteeing Subsidiary, as such, shall have any liability for any obligations of the Issuers or such Guaranteeing Subsidiary under the Notes, this Securities Guarantee, the Indenture or this Supplemental Indenture or for any claim based on, in respect of, or by reason of, such obligations or their creation. Each Holder of the Notes by accepting a Note waives and releases all such liability. The waiver and release are part of the consideration for issuance of the Notes. Such waiver may not be effective to waive liabilities under the federal securities laws and it is the view of the Commission that such a waiver is against public policy.
7. NEW YORK LAW TO GOVERN. THE INTERNAL LAW OF THE STATE OF NEW YORK SHALL GOVERN AND BE USED TO CONSTRUE THIS SUPPLEMENTAL INDENTURE BUT WITHOUT GIVING EFFECT TO APPLICABLE PRINCIPLES OF CONFLICTS OF LAW TO THE EXTENT THAT THE APPLICATION OF THE LAWS OF ANOTHER JURISDICTION WOULD BE REQUIRED THEREBY.
8. COUNTERPARTS. The parties may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement.
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9. EFFECT OF HEADINGS. The Section headings herein are for convenience only and shall not affect the construction hereof.
10. THE TRUSTEE. The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Supplemental Indenture or for or in respect of the recitals contained herein, all of which recitals are made solely by the Guaranteeing Subsidiaries and the Issuers.
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IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly executed and attested, all as of the date first above written.
| GUARANTEEING SUBSIDIARIES: | ||
| VSCRE Holdings, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| United Rehab Realty Holding, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| BCC Martinsburg Realty, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| BCC Ontario Realty, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| BCC Xxxxxx Realty, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
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| BCC Washington Township Realty, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| EC Lebanon Realty, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| XX Xxxxxxxx Place Realty, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| XX Xxxxxxxxx Parc Realty, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| EC Halcyon Realty, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
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| BCC Altoona Realty, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| BCC Altoona Realty GP, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| BCC Altoona Realty, LP | ||
| By: | BCC Altoona Realty GP, LLC, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| BCC Reading Realty, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| BCC Reading Realty GP, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
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| BCC Reading Realty, LP | ||
| By: | BCC Reading Realty GP, LLC, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| BCC Berwick Realty, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| BCC Berwick Realty GP, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| BCC Berwick Realty, LP | ||
| By: | BCC Berwick Realty GP, LLC, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
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| BCC Lewistown Realty, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| BCC Lewistown Realty GP, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| BCC Lewistown Realty, LP | ||
| By: | BCC Lewistown Realty GP, LLC, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| BCC State College Realty, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| BCC State College Realty GP, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
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| BCC State College Realty, LP | ||
| By: | BCC State College Realty GP, LLC, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| South Beaver Realty Holdings, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| BCC South Beaver Realty, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Shippensburg Realty Holdings, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| BCC Shippensburg Realty, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
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| IPC (AP) Holding, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| AL (AP) Holding, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Xxxxxxx Park Nominee, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Xxxxxxx Park Nominee, LP | ||
| By: | Xxxxxxx Park Nominee, LLC, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| IPC (HCN) Holding, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
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| AL (HCN) Holding, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Bloomsburg Nominee, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Bloomsburg Nominee, LP | ||
| By: | Bloomsburg Nominee, LLC, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Sagamore Hills Nominee, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
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| Sagamore Hills Nominee, LP | ||
| By: | Sagamore Hills Nominee, LLC, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Lebanon Nominee, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Lebanon Nominee, LP | ||
| By: | Lebanon Nominee, LLC, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Saxonburg Nominee, LLC | ||
| By: |
/s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
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| Saxonburg Nominee, LP | ||
| By: | Saxonburg Nominee, LLC, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Loyalsock Nominee, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Loyalsock Nominee, LP | ||
| By: | Loyalsock Nominee, LLC, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| IPC (MT) Holding, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Xxxxxxxxx | |
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| XX (XX) Holding, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Lewisburg Nominee, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Lewisburg Nominee, LP | ||
| By: | Lewisburg Nominee, LLC, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Hendersonville Nominee, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
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| Hendersonville Nominee, LP | ||
| By: | Hendersonville Nominee, LLC, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Lima Nominee, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Lima Nominee, LP | ||
| By: | Lima Nominee, LLC, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Kingsport Nominee, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
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| Kingsport Nominee, LP | ||
| By: | Kingsport Nominee, LLC, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Xenia Nominee, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Xenia Nominee, LP | ||
| By: | Xenia Nominee, LLC, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Knoxville Nominee, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
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| Knoxville Nominee, LP | ||
| By: | Knoxville Nominee, LLC, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Chippewa Nominee, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Chippewa Nominee, LP | ||
| By: | Chippewa Nominee, LLC, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Dillsburg Nominee, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
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| Dillsburg Nominee, LP | ||
| By: | Dillsburg Nominee, LLC, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| ISSUERS: | ||
| Ventas Realty, Limited Partnership | ||
| By: | Ventas, Inc., its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
| Ventas Capital Corporation | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
| EXISTING GUARANTORS: | ||
| Ventas, Inc. | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
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| Ventas LP Realty, L.L.C. | ||
| By: | Ventas, Inc., its Sole Member | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
| Ventas Healthcare Properties, Inc. | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
| Ventas TRS, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President | |
| Ventas Framingham, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
| Ventas Management, LLC | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Secretary | |
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| ElderTrust | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
| ElderTrust Operating Limited Partnership | ||
| By: | ElderTrust, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
| ET Capital Corp. | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
| ET Sub-Berkshire Limited Partnership | ||
| By: | ET Berkshire, LLC, its General Partner | |
| By: | ElderTrust Operating Limited Partnership, its Sole Member | |
| By: | ElderTrust, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
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| ET Berkshire, LLC | ||
| By: | ElderTrust Operating Limited Partnership, its Sole Member | |
| By: | ElderTrust, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
| Cabot ALF, L.L.C. | ||
| By: | ElderTrust Operating Limited Partnership, its Sole Member | |
| By: | ElderTrust, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
| Cleveland ALF, L.L.C. | ||
| By: | ElderTrust Operating Limited Partnership, its Sole Member | |
| By: | ElderTrust, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
| ET Sub-Heritage Xxxxx, L.L.C. | ||
| By: | ElderTrust Operating Limited Partnership, its Sole Member | |
| By: | ElderTrust, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
23
| ET Sub-Highgate, L.P. | ||
| By: | ET GENPAR, L.L.C., its General Partner | |
| By: | ElderTrust Operating Limited Partnership, its Sole Member | |
| By: | ElderTrust, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
| ET GENPAR, L.L.C. | ||
| By: | ElderTrust Operating Limited Partnership, its Sole Member | |
| By: | ElderTrust, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
| ET Sub-Lacey I, L.L.C. | ||
| By: | ElderTrust Operating Limited Partnership, its Sole Member | |
| By: | ElderTrust, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
24
| ET Sub-Lehigh Limited Partnership | ||
| By: | ET Lehigh, LLC, its General Partner | |
| By: | ElderTrust Operating Limited Partnership, its Sole Member | |
| By: |
ElderTrust, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
| ET Lehigh, LLC | ||
| By: | ElderTrust Operating Limited Partnership, its Sole Member | |
| By: |
ElderTrust, its General Partner | |
| By: |
/s/ T. Xxxxxxx Xxxxx | |
| Name: |
T. Xxxxxxx Xxxxx | |
| Title: |
Secretary | |
| ET Sub-Lopatcong, L.L.C. | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
| ET Sub-Pennsburg Manor Limited Partnership, L.L.P. | ||
| By: | ET Pennsburg Finance, L.L.C., its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
25
| ET Pennsburg Finance, L.L.C. | ||
| By: |
| |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
| ET Sub-Phillipsburg I, L.L.C. | ||
| By: | ElderTrust Operating Limited Partnership, its Sole Member | |
| By: | ElderTrust, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
| ET Sub-Pleasant View, L.L.C. | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
| ET Sub-Xxxxxxxxxxx Limited Partnership, L.L.P. | ||
| By: | ET GENPAR, L.L.C., its General Partner | |
| By: | ElderTrust Operating Limited Partnership, its Sole Member | |
| By: | ElderTrust, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
26
| ET Sub-Riverview Ridge Limited Partnership, L.L.P. | ||
| By: | ET GENPAR, L.L.C., its General Partner | |
| By: | ElderTrust Operating Limited Partnership, its Sole Member | |
| By: | ElderTrust, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
| ET Sub-Sanatoga Limited Partnership | ||
| By: | ET Sanatoga, LLC, its General Partner | |
| By: | ElderTrust Operating Limited Partnership, its Sole Member | |
| By: | ElderTrust, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
| ET Sanatoga, LLC | ||
| By: | ElderTrust Operating Limited Partnership, its Sole Member | |
| By: | ElderTrust, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title | Secretary | |
| ET Sub-SMOB, L.L.C. | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
27
| Xxxxxx XXX, L.L.C. | ||
| By: | ElderTrust Operating Limited Partnership, its Sole Member | |
| By: | ElderTrust, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
| ET Sub-Willowbrook Limited Partnership, L.L.P. | ||
| By: | ET GENPAR, L.L.C., its General Partner | |
| By: | ElderTrust Operating Limited Partnership, its Sole Member | |
| By: | ElderTrust, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
| ET Sub-Xxxxx I Limited Partnership, L.L.P. | ||
| By: | ET Xxxxx Finance, L.L.C., its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
| ET Xxxxx Finance, L.L.C. | ||
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
28
| ET Xxxxx Finance, Inc. | ||
| By: |
/s/ T. Xxxxxxx Xxxxx | |
| Name: |
T. Xxxxxxx Xxxxx | |
| Title: |
Chairman, Executive Vice President and Secretary | |
| Ventas Sun LLC | ||
| By: |
/s/ T. Xxxxxxx Xxxxx | |
| Name |
: T. Xxxxxxx Xxxxx | |
| Title: |
Executive Vice President, General Counsel and Corporate Secretary | |
| Ventas Cal Sun LLC | ||
| By: |
/s/ T. Xxxxxxx Xxxxx | |
| Name: |
T. Xxxxxxx Xxxxx | |
| Title: |
Executive Vice President, General Counsel and Corporate Secretary | |
| Ventas Provident, LLC | ||
| By: |
/s/ T. Xxxxxxx Xxxxx | |
| Name: |
T. Xxxxxxx Xxxxx | |
| Title: |
Executive Vice President, General Counsel and Corporate Secretary | |
| PSLT GP, LLC | ||
| By: |
Ventas Provident, LLC, its Sole Member | |
| By: |
/s/ T. Xxxxxxx Xxxxx | |
| Name: |
T. Xxxxxxx Xxxxx | |
| Title: |
Executive Vice President, General Counsel and Corporate Secretary | |
29
| PSLT OP, L.P. | ||
| By: | PSLT GP, LLC, its General Partner | |
| By: | Ventas Provident, LLC, its Sole Member | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: |
T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
| PSLT-BLC Properties Holdings, LLC | ||
| By: | PSLT OP, L.P., its Sole Member | |
| By: | PSLT GP, LLC, its General Partner | |
| By: | Ventas Provident, LLC, its Sole Member | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
| Brookdale Living Communities of Arizona-EM, LLC | ||
| By: | PSLT-BLC Properties Holdings, LLC, its Sole Member | |
| By: | PSLT OP, L.P., its Sole Member | |
| By: | PSLT GP, LLC, its General Partner | |
| By: | Ventas Provident, LLC, its Sole Member | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
30
| Brookdale Living Communities of California, LLC | ||
| By: | PSLT-BLC Properties Holdings, LLC, its Sole Member | |
| By: | PSLT OP, L.P., its Sole Member | |
| By: | PSLT GP, LLC, its General Partner | |
| By: | Ventas Provident, LLC, its Sole Member | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
| Brookdale Living Communities of California-RC, LLC | ||
| By: | PSLT-BLC Properties Holdings, LLC, its Sole Member | |
| By: | PSLT OP, L.P., its Sole Member | |
| By: | PSLT GP, LLC, its General Partner | |
| By: | Ventas Provident, LLC, its Sole Member | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
| Brookdale Living Communities of California-San Marcos, LLC | ||
| By: | PSLT-BLC Properties Holdings, LLC, its Sole Member | |
| By: | PSLT OP, L.P., its Sole Member | |
| By: | PSLT GP, LLC, its General Partner | |
| By: | Ventas Provident, LLC, its Sole Member | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
31
| Brookdale Living Communities of Illinois-2960, LLC | ||
| By: | PSLT-BLC Properties Holdings, LLC, its Sole Member | |
| By: | PSLT OP, L.P., its Sole Member | |
| By: | PSLT GP, LLC, its General Partner | |
| By: | Ventas Provident, LLC, its Sole Member | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
| Brookdale Living Communities of Illinois-II, LLC | ||
| By: | PSLT-BLC Properties Holdings, LLC, its Sole Member | |
| By: | PSLT OP, L.P., its Sole Member | |
| By: | PSLT GP, LLC, its General Partner | |
| By: | Ventas Provident, LLC, its Sole Member | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
| BLC of California-San Marcos, L.P. | ||
| By: | Brookdale Living Communities of California-San Marcos, LLC, its General Partner | |
| By: | PSLT-BLC Properties Holdings, LLC, its Sole Member | |
| By: | PSLT OP, L.P., its Sole Member | |
| By: | PSLT GP, LLC, its General Partner | |
| By: | Ventas Provident, LLC, its Sole Member | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
32
| Brookdale Holdings, LLC | ||
| By: | PSLT-BLC Properties Holdings, LLC, its Sole Member | |
| By: | PSLT OP, L.P., its Sole Member | |
| By: | PSLT GP, LLC, its General Partner | |
| By: | Ventas Provident, LLC, its Sole Member | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
| Brookdale Living Communities of Indiana-OL, LLC | ||
| By: | PSLT-BLC Properties Holdings, LLC, its Sole Member | |
| By: | PSLT OP, L.P., its Sole Member | |
| By: | PSLT GP, LLC, its General Partner | |
| By: | Ventas Provident, LLC, its Sole Member | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
| Brookdale Living Communities of Massachusetts-RB, LLC | ||
| By: | PSLT-BLC Properties Holdings, LLC, its Sole Member | |
| By: | PSLT OP, L.P., its Sole Member | |
| By: | PSLT GP, LLC, its General Partner | |
| By: | Ventas Provident, LLC, its Sole Member | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
33
| Brookdale Living Communities of Minnesota, LLC | ||
| By: | PSLT-BLC Properties Holdings, LLC, its Sole Member | |
| By: | PSLT OP, L.P., its Sole Member | |
| By: | PSLT GP, LLC, its General Partner | |
| By: | Ventas Provident, LLC, its Sole Member | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
| Brookdale Living Communities of New York-GB, LLC | ||
| By: | PSLT-BLC Properties Holdings, LLC, its Sole Member | |
| By: | PSLT OP, L.P., its Sole Member | |
| By: | PSLT GP, LLC, its General Partner | |
| By: | Ventas Provident, LLC, its Sole Member | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
| Brookdale Living Communities of Washington-PP, LLC | ||
| By: | PSLT-BLC Properties Holdings, LLC, its Sole Member | |
| By: | PSLT OP, L.P., its Sole Member | |
| By: | PSLT GP, LLC, its General Partner | |
| By: | Ventas Provident, LLC, its Sole Member | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
34
| The Ponds of Pembroke Limited Partnership | ||
| By: | Brookdale Holdings, LLC, its General Partner | |
| By: | PSLT-BLC Properties Holdings, LLC, its Sole Member | |
| By: | PSLT OP, L.P., its Sole Member | |
| By: | PSLT GP, LLC, its General Partner | |
| By: | Ventas Provident, LLC, its Sole Member | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
| River Oaks Partners | ||
| By: | Brookdale Holdings, LLC, its General Partner | |
| By: | PSLT-BLC Properties Holdings, LLC, its Sole Member | |
| By: | PSLT OP, L.P., its Sole Member | |
| By: | PSLT GP, LLC, its General Partner | |
| By: | Ventas Provident, LLC, its Sole Member | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
| PSLT-ALS Properties Holdings, LLC | ||
| By: | PSLT OP, L.P., its Sole Member | |
| By: | PSLT GP, LLC, its General Partner | |
| By: | Ventas Provident, LLC, its Sole Member | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
35
| PSLT-ALS Properties I, LLC | ||
| By: | PSLT-ALS Properties Holdings, LLC, its Sole Member | |
| By: | PSLT OP, L.P., its Sole Member | |
| By: | PSLT GP, LLC, its General Partner | |
| By: | Ventas Provident, LLC, its Sole Member | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Executive Vice President, General Counsel and Corporate Secretary | |
| ET Sub-Woodbridge, L.P. | ||
| By: | ET GENPAR, L.L.C., its General Partner | |
| By: | ElderTrust Operating Limited Partnership, its Sole Member | |
| By: | ElderTrust, its General Partner | |
| By: | /s/ T. Xxxxxxx Xxxxx | |
| Name: | T. Xxxxxxx Xxxxx | |
| Title: | Secretary | |
36
| TRUSTEE: | ||
| U.S. Bank National Association | ||
| By: | /s/ Xxxxxx X. Xxxxx | |
| Name: | Xxxxxx X. Xxxxx | |
| Title: | Vice President & Trust Officer | |
37
ANNEX A
GUARANTEEING SUBSIDIARIES
| Name |
Place of Organization | |
| VSCRE Holdings, LLC |
Delaware | |
| United Rehab Realty Holding, LLC |
Delaware | |
| EC Lebanon Realty, LLC |
Delaware | |
| XX Xxxxxxxx Place Realty, LLC |
Delaware | |
| XX Xxxxxxxxx Parc Realty, LLC |
Delaware | |
| EC Halcyon Realty, LLC |
Delaware | |
| BCC Martinsburg Realty, LLC |
Delaware | |
| BCC Ontario Realty, LLC |
Delaware | |
| BCC Xxxxxx Realty, LLC |
Delaware | |
| BCC Washington Township Realty, LLC |
Delaware | |
| BCC Altoona Realty, LLC |
Delaware | |
| BCC Altoona Realty GP, LLC |
Delaware | |
| BCC Altoona Realty, LP |
Delaware | |
| BCC Reading Realty, LLC |
Delaware | |
| BCC Reading Realty GP, LLC |
Delaware | |
| BCC Reading Realty, LP |
Delaware | |
| BCC Berwick Realty, LLC |
Delaware | |
| BCC Berwick Realty GP, LLC |
Delaware | |
| BCC Berwick Realty, LP |
Delaware | |
| BCC Lewistown Realty, LLC |
Delaware | |
| BCC Lewistown Realty GP, LLC |
Delaware | |
| BCC Lewistown Realty, LP |
Delaware | |
| BCC State College Realty, LLC |
Delaware | |
| BCC State College Realty GP, LLC |
Delaware | |
| BCC State College Realty, LP |
Delaware | |
| South Beaver Realty Holdings, LLC |
Delaware | |
| BCC South Beaver Realty, LLC |
Delaware | |
| Shippensburg Realty Holdings, LLC |
Delaware | |
| Name |
Place of Organization or Formation | |
| BCC Shippensburg Realty, LLC |
Delaware | |
| IPC (AL) Holding, LLC |
Delaware | |
| AL (AP) Holding, LLC |
Delaware | |
| Xxxxxxx Park Nominee, LLC |
Delaware | |
| Xxxxxxx Park Nominee, LP |
Delaware | |
| IPC (HCN) Holding, LLC |
Delaware | |
| AL (HCN) Holding, LLC |
Delaware | |
| Bloomsburg Nominee, LLC |
Delaware | |
| Sagamore Hills Nominee, LLC |
Delaware | |
| Lebanon Nominee, LLC |
Delaware | |
| Saxonburg Nominee, LLC |
Delaware | |
| Loyalsock Nominee, LLC |
Delaware | |
| Bloomsburg Nominee, LP |
Delaware | |
| Sagamore Hills Nominee, LP |
Delaware | |
| Lebanon Nominee, LP |
Delaware | |
| Saxonburg Nominee, LP |
Delaware | |
| Loyalsock Nominee, LP |
Delaware | |
| IPC (MT) Holding, LLC |
Delaware | |
| AL (MT) Holding, LLC |
Delaware | |
| Lewisburg Nominee, LLC |
Delaware | |
| Hendersonville Nominee, LLC |
Delaware | |
| Lima Nominee, LLC |
Delaware | |
| Kingsport Nominee, LLC |
Delaware | |
| Xenia Nominee, LLC |
Delaware | |
| Knoxville Nominee, LLC |
Delaware | |
| Chippewa Nominee, LLC |
Delaware | |
| Dillsburg Nominee, LLC |
Delaware | |
| Lewisburg Nominee, LP |
Delaware | |
| Hendersonville Nominee, LP |
Delaware | |
| Lima Nominee, LP |
Delaware | |
| Kingsport Nominee, LP |
Delaware | |
| Name |
Place of Organization or Formation | |
| Xenia Nominee, LP |
Delaware | |
| Knoxville Nominee, LP |
Delaware | |
| Chippewa Nominee, LP |
Delaware | |
| Dillsburg Nominee, LP |
Delaware | |
