March 6, 1997
Kapson Senior Quarters Corp.
000 Xxxxxxxxx Xxxx Xxxx
Xxxxxxxx, Xxx Xxxx 00000
Via Fax 0-000-000-0000
Attention: Xxxxxxx X. XxxXxxxxx
Chief Financial Officer
Dear Xx. XxxXxxxxx:
Each Guaranty made by Kapson Senior Quarters Corp. (the "Company") in favor
of Health Care REIT, Inc. ("HCN") includes a mininium net worth requirement of
$13,000,000. You have advised us that, as of December 31, 1996, the Company had
a net worth of $12,291,196 and you have requested a waiver of this default.
Additionally, you have advised us that the net worth of the Company will remain
below $13,000,000 during 1997.
HCN waives the existing default and the continuing default throughout 1997
of the Company under the specified net worth requirement; provided, however, the
net worth of the Company must be at least $11,000,000 throughout 1997. The
original net worth requirement of $13,000,000 must be complied with as of
January 1, 1998 and thereafter.
This waiver is given on an independent one-time basis. This waiver does not
establish a course of dealing upon which the Company may rely in the future.
Except for the default and
continuing default throughout 1997 specifically waived herein, this waiver does
not affect HCN's right to excercise its rights and remedies upon any default by
the Company or any affiliate of the Company.
Sincerely yours,
Health Care REIT, Inc.
By: /s/ Xxxxxx X. Xxxxx, Xx.
---------------------------
Xxxxxx X. Xxxxx, Xx.
Chief Financial Officer
EFL/scp
cc: Xxxxxx X. Xxxxxxx
Xxxx X. Xxxxx
Xxxxx X. Xxxxx
