EXHIBIT 10.21
AMENDMENT NO. 3 TO MASTER AGREEMENT TO LEASE
This Amendment No. 3 (hereinafter "Amendment 3") is made to that certain
Master Agreement to Lease between National Health Investors, Inc. ("Landlord")
and National HealthCare L.P. ("Tenant") dated October 17, 1991, (hereinafter
"Master Lease"), and is entered into effective this 22nd day of July, 1997.
WHEREAS, pursuant to the terms of the Master Lease, National HealthCare
L.P. ("NHC") has heretofore agreed to lease certain licensed nursing homes or
retirement centers in 43 locations as identified on Exhibit A to said Master
Lease; and
WHEREAS, NHC has obtained a Certificate of Need to expand the number of
licensed beds or has constructed ancillary space in fourteen of said projects,
namely eight licensed nursing homes in Tennessee -- Athens, Xxxxx, Colonial Hill
Retirement, Milan, Nashville, Pulaski, Sequatchie, Smithville, two in Missouri
-- Joplin and St. Xxxxxxx, two in South Carolina -- Laurens and Xxxxxxxx,
Xxxxxxx Island in Florida and Glasgow in Kentucky; and
WHEREAS, pursuant to Board resolution of today's date, the Board of
National Health Investors, Inc. ("NHI") has agreed to finance said expansions
and NHC has agreed to pay an increased lease rate thereon, all on the following
terms and conditions; and
NOW, THEREFORE, IN CONSIDERATION OF THE PREMISES, the parties do hereby
amend the Master Lease by the addition of the following as paragraph 2.07:
2.07: Expanded Projects. Landlord and Tenant hereby agree that Tenant is
granted the right to increase the licensed bed capacity and/or create
revenue producing ancillary space at the Leased Property located in
Athens, NHC/Xxxxx in Lawrenceburg, Colonial Hill Retirement in
Chattanooga, Milan, Nashville, Pulaski, Sequatchie, and Smithville,
Tennessee; Glasgow, Kentucky; Joplin and St. Xxxxxxx, Missouri, Laurens
and Anderson, South Carolina; and Merritt Island, Florida, so long as its
expansions are either exempt from or authorized with a certificate of need
from the appropriate governmental authority and are constructed in a
substantially similar manner as the existing Leased Property. Landlord
agrees at the request of Tenant from time to time to reimburse Tenant for
such hard costs, including land, construction, landscaping, fixtures or
appurtenances, as Tenant may have incurred in the expansion of the
Project. At such time as this reimbursement is sought by Tenant, Tenant
agrees to amend the individual lease for that Leased Property, and to
increase the base rent thereon by an annual factor equal to 9.5% times the
expenses reimbursed by Landlord.
The parties further agree that the Additional Rent provided for in
paragraph 2.02 above shall commence on that part of the Leased Property
expanded pursuant to the terms of this paragraph 2.07 effective the first
day of January of 1999, with 1998 as the Base Year.
All the rest and residue of the Master Lease and the individual lease on
the Leased Properties located in Athens, NHC/Xxxxx in Lawrenceburg, Colonial
Hill Retirement in Chattanooga, Milan, Nashville, Pulaski, Sequatchie, and
Smithville, Tennessee; Glasgow, Kentucky; Joplin and St. Xxxxxxx, Missouri,
Laurens and Anderson, South Carolina; and Merritt Island, Florida, are hereby
ratified and affirmed. Executed effective this 22nd day of July, 1997.
NATIONAL HEALTH INVESTORS, INC.
/s/ Xxxxxxx X. XxXxxxx, Xx.
Xxxxxxx X. XxXxxxx, Xx., Vice President
NATIONAL HEALTHCARE L.P.
/s/ Xxxxxx X. Xxxxx
Xxxxxx X. Xxxxx, Senior Vice President
