EXHIBIT 10.24
LEASE
THIS LEASE is made as of June 29, 1998 between HEALTH AND RETIREMENT
PROPERTIES TRUST (known in Wisconsin as "Health and Retirement Properties
REIT"), a Maryland real estate investment trust ("Landlord"), having its
principal office at 000 Xxxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx and AMS PROPERTIES,
INC. a Delaware corporation ("Tenant"), having its principal office at Xxx
Xxxxxx Xxxxx, Xxxxx 0000, Xxxxxxx, Xxxxxxx 00000, with reference to the
following facts:
A. Pursuant to the terms of an Restructure and Asset Exchange
Agreement dated as of even date herewith (the "Exchange
Agreement"), Landlord agreed to acquire from Tenant, and then
lease back to Tenant, certain real property and the related
improvements and personal property located in Xxxxxx, Concord
and Winston- Salem, North Carolina, and Milwaukee and
Pewaukee, Wisconsin (collectively, the "Exchange Properties")
pursuant to leases of even date herewith each of which
incorporates by reference an Master Lease Document dated as of
December 28, 1990, as amended (as amended, and as such
document may be further amended, amended and restated,
supplemented or modified from time to time, the "Master
Lease") among Tenant, as tenant, and the Landlord, as
landlord.
B. Landlord has, as of the Commencement Date referenced below,
acquired the property identified in Paragraph 3 below (the
"Leased Property") and the other Exchange Properties from
Tenant in accordance with the terms of the Exchange Agreement.
NOW THEREFORE, in consideration of the foregoing, and for other good
and valuable consideration, the receipt and adequacy of which is hereby
acknowledged, the parties agree as follows:
1. Purchase Price. The Purchase Price for the Leased Property, for the
purposes of the Master Lease and this Lease shall be deemed to be
$4,345,000.00 (the "Purchase Price").
2. Incorporation of Master Lease. The Master Lease is hereby incorporated
herein in its entirety as though each and every part thereof were set
forth in full herein.
3. Description of Leased Property. The Leased Property demised pursuant to
Article 2 of the Master Lease is that property located at the following
street address:
River Hills West Health Care Center
000 Xxxxxxxxx Xxxxx
Xxxxxxxx, Xxxxxxxxx 00000
The Land referred to in the Master Lease is more particularly described
in Schedule A hereto.
4. Fixed Term. The Fixed Term of this Lease shall commence on June 29,
1998 (the "Commencement Date"), and shall end on January 31, 2013.
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5. Extended Terms. Subject to the provisions of Section 2.4 of the Master
Lease, Tenant is hereby granted the right to renew the Lease for two
(2) 10-year consecutive optional renewal terms for a maximum term if
all such options are exercised of twenty (20) years after the
expiration of the Fixed Term.
6. Rental. The initial Minimum Rent payable during the Fixed Term pursuant
to Section 3.1.1(a) of the Master Lease is the annual sum of $585,812
payable in equal monthly installments of $48,817.66. The Minimum Rent
for each Extended Term shall be at the rental provided for in Section
3.1.1(e) of the Master Lease. During the Term, Minimum Rent shall be
subject to adjustment as provided in paragraphs (b) and (f) of Section
3.1.1 of the Master Lease. Landlord will credit against installments of
Minimum Rent the amounts determined in accordance with Section 3.1.1(g)
of the Master Lease. Tenant shall also pay Additional Rent pursuant to
Section 3.1.2 of the Master Lease.
7. Collective Leased Properties. The Leased Property shall be deemed to be
a "Collective Leased Property" for all purposes under the Master Lease.
8. NONLIABILITY OF TRUSTEES. THE DECLARATION OF TRUST ESTABLISHING
LANDLORD, DATED OCTOBER 9, 1986, A COPY OF WHICH, TOGETHER WITH ALL
AMENDMENTS THERETO (THE "DECLARATION"), IS DULY FILED WITH THE
DEPARTMENT OF ASSESSMENTS AND TAXATION OF THE STATE OF MARYLAND,
PROVIDES THAT THE NAME "HEALTH AND RETIREMENT PROPERTIES TRUST" REFERS
TO THE TRUSTEES UNDER THE DECLARATION COLLECTIVELY AS TRUSTEES, BUT NOT
INDIVIDUALLY OR PERSONALLY. NO TRUSTEE, OFFICER, SHAREHOLDER, EMPLOYEE
OR AGENT OF LANDLORD SHALL BE HELD TO ANY PERSONAL LIABILITY, JOINTLY
OR SEVERALLY, FOR ANY OBLIGATION OF, OR CLAIM AGAINST, LANDLORD. ALL
PERSONS DEALING WITH LANDLORD IN ANY WAY SHALL LOOK ONLY TO THE ASSETS
OF LANDLORD FOR THE PAYMENT OF ANY SUM OR THE PERFORMANCE OF ANY
OBLIGATION.
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IN WITNESS WHEREOF, the parties have executed this Lease by their duly
authorized officers as of the date first above written.
LANDLORD: HEALTH AND RETIREMENT PROPERTIES
TRUST (known in Wisconsin as "Health
and Retirement Properties REIT"),
a Maryland real estate investment trust
By: /s/
Name:
Title:
TENANT: AMS PROPERTIES, INC.,
a Delaware corporation
By: /s/
Name:
Title:
SCHEDULE TO EXHIBIT 10.24
Pursuant to Instruction 2 to Item 601 of Regulation S-K, the following
Leases, which are substantially identical in all material respects to the Lease
for property located at River Hills West Health Care Center, 000 Xxxxxxxxx
Xxxxx, Xxxxxxxx, Xxxxxxxxx 00000, are omitted. The following list sets forth the
material differences in the street address of the leased property, the purchase
price, and the annual rent from the lease filed herewith:
Street Address of Property Purchase Price Annual Rent
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Northwest Health Care Center $2,215,000.00 $274,504
0000 Xxxx Xxxx xx Xxx Xxxxxx
Xxxxxxxxx, Xxxxxxxxx 00000
Xxxxx Centers-Wilson $2,680,000.00 $408,922
0000 Xxxxxxx Xx. Xxxxxxxxx
Xxxxxx, XX 00000
Brain Centers-Carbarrus $2,840,000.00 $377,213
000 Xxxxxx Xxxx
Xxxxxxx, XX 00000
Xxxxx Centers-Winston-Salem $2,280,000.00 $301,377
0000 Xxxxx Xxxxxx Xxxx
Xxxxxxx-Xxxxx, XX 00000
