EXHIBIT 10.19
AMENDMENT NO. 1 TO MASTER AGREEMENT TO LEASE
This Amendment No. 1 (hereinafter "Amendment") is made to that certain
Master Agreement to Lease between National Health Investors, Inc. (Landlord) and
National HealthCorp L.P. ("Tenant") dated October 17, 1991, (hereinafter "Master
Lease"), and is entered into effective this 2nd day of June, 1993.
WHEREAS, pursuant to the terms of the Master Lease, National HealthCorp
L.P. ("NHC") has heretofore agreed to lease certain licensed nursing homes or
retirement centers in 40 geographical locations as identified on Exhibit A to
said Master Lease; and
WHEREAS, NHC has obtained Certificates of Need to expand the number of
licensed beds in three of said projects, namely the licensed nursing homes in
Xxxxxx and Plant City, Florida, and in Anniston, Alabama; 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 at the Leased
Property located in Xxxxxx and Plant City, Florida, and Anniston, Alabama,
so long as its expansions are 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, and after the issuance of a certificate
of occupancy on the Expanded Project) 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 10% 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 the calendar year commencing no sooner than six months
after the date of the commencement of Tenant's lease obligation on the
expanded property.
All the rest and residue of the Master Lease and the individual leases on
the Leased Properties located in Xxxxxx and Plant City, Florida, and Anniston,
Alabama, are hereby ratified and affirmed. Executed this the 2nd day of June,
1993.
NATIONAL HEALTH INVESTORS, INC.
/s/ Xxxxxxx X. XxXxxxx, Xx.
Xxxxxxx X. XxXxxxx, Xx., Vice President
NATIONAL HEALTHCORP L.P.
/s/ Xxxxxx X. Xxxxx
Xxxxxx X. Xxxxx, Senior Vice President