EXHIBIT 10.41.4
THIRD AMENDMENT TO AMENDED AND RESTATED
MASTER LEASE AGREEMENT
THIS THIRD AMENDMENT TO AMENDED AND RESTATED MASTER LEASE AGREEMENT
("Third Amendment") is dated as of March 19, 2002 (the "Third Amendment
Effective Date") among HEALTH CARE REIT, INC., a corporation organized under the
laws of the State of Delaware ("HCRI" and a "Landlord"), HCRI INDIANA
PROPERTIES, LLC, a limited liability company organized under the laws of the
State of Indiana ("HCRI-IN" and a "Landlord"), HCRI NORTH CAROLINA PROPERTIES,
LLC, a limited liability company organized under the laws of the State of
Delaware ("HCRI-NC" and a "Landlord"), HCRI TENNESSEE PROPERTIES, INC., a
corporation organized under the laws of the State of Delaware ("HCRI-TN" and a
"Landlord"), HCRI TEXAS PROPERTIES, LTD., a limited partnership organized under
the laws of the State of Texas ("HCRI-TX" and a "Landlord"), and HCRI WISCONSIN
PROPERTIES, LLC, a limited liability company organized under the laws of the
State of Wisconsin ("HCRI-WI" and a "Landlord"), each Landlord having its
principal office located at Xxx XxxXxxx, Xxxxx 0000, X.X. Xxx 0000, Xxxxxx, Xxxx
00000-0000, and ALTERRA HEALTHCARE CORPORATION, a corporation organized under
the laws of the State of Delaware ("Tenant"), having its chief executive office
located at 00000 Xxxxxxxxxx Xxxxx, Xxxxxxxxx, Xxxxxxxxx 00000.
R E C I T A L S
A. HCRI, HCRI-NC, HCRI-TN and HCRI-TX, as Landlord, and Tenant
entered into an Amended and Restated Master Lease Agreement dated effective as
of July 1, 2001 ("Master Lease") as amended pursuant to a certain First
Amendment to Amended and Restated Master Lease Agreement dated as of July 16,
2001 ("First Amendment") as further amended pursuant to a certain Second
Amendment to Amended and Restated Master Lease Agreement dated as of December
21, 2001 ("Second Amendment") (the Master Lease together with the First
Amendment, Second Amendment and Third Amendment hereinafter referred to as
"Lease").
B. Landlord and Tenant desire to further amend the Lease to include
three additional Facilities located in Highlands Ranch, Colorado; Cape Coral,
Florida; Florence, New Jersey; and as otherwise set forth herein.
NOW, THEREFORE, in consideration of the foregoing recitals and for
other good and valuable consideration, the receipt and sufficiency of which are
hereby acknowledged, the parties hereto agree as follows.
1. Capitalized Terms. Any capitalized terms not defined in this
Third Amendment shall have the meaning set forth in the Lease.
2. Amended Commencement Date. The definition of Amended Commencement
Date in Section 1.4 of the Lease is hereby amended to read in its entirety as
follows:
"Amended Commencement Date" means the Commencement Date as amended
pursuant to the most recent amendment of this Lease in
effect at such time. As of the Third Amendment Effective Date, the
Amended Commencement Date shall be March ___, 2002 and the Initial
Term is hereby extended to reflect such Amended Commencement Date as
provided in Section 1.3[ii] of the Lease.
3. Lease Advance. The definition of Lease Advance in Section 1.4 of
the Lease is hereby amended to read in its entirety as follows:
"Lease Advance" means [i] the Initial Lease Advance; [ii] the Lease
Advance by Landlord to Tenant of $12,750,000.00 pursuant to the
First Amendment; [iii] the advance (if any) of the Earnout Amount
made pursuant to Section 2.8; [iv] the Lease Advance by Landlord to
Tenant of $13,708,200.00 pursuant to the Second Amendment; [v] the
advance (if any) of the Manlius Earnout Amount made pursuant to
Section 2.9; [vi] the Lease Advance by Landlord to Tenant of
$11,750,000.00 of even date herewith; and [vii] any other advance of
funds by Landlord to Tenant pursuant to the term of this Lease.
4. Rent Adjustment Date. The definition of "Rent Adjustment Date"
means, for all Facilities, July 1, 2002 and each July 1 thereafter.
5. Representations and Warranties. Article 22 of the Lease is hereby
amended to make all representations and warranties effective as of the Effective
Date.
6. Legal Description. Exhibit A of the Lease is hereby amended by
the addition of Exhibit A-43 through Exhibit A-45 hereto.
7. Permitted Exceptions. Exhibit B of the Lease is hereby amended by
the addition of Exhibit B-43 through Exhibit B-45 hereto.
8. Facility Information. Exhibit C of the Lease is hereby amended to
read in its entirety as set forth on Exhibit C hereto.
9. Landlord's Personal Property. All references to Exhibit D in the
Lease are hereby deleted.
10. Government Authorizations; Zoning Permits. Exhibit G of the
Lease is hereby amended by the addition of those items set forth on Exhibit G
hereto.
11. Affirmation. Except as specifically modified by this Third
Amendment, the terms and provisions of the Lease are hereby affirmed and shall
remain in full force and effect.
12. Binding Effect. This Third Amendment will be binding upon and
inure to the benefit of the successors and permitted assigns of Landlord and
Tenant.
13. Further Modification. The Lease may be further modified only by
writing signed by Landlord and Tenant.
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14. Counterparts. This Third Amendment may be executed in multiple
counterparts, each of which shall be deemed an original hereof, but all of which
will constitute one and the same document.
15. Subtenant. Manlius Clare Bridge Operator, Inc. is signing this
Third Amendment for the sole purpose of consenting to the terms and conditions
set forth herein.
[THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK]
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IN WITNESS WHEREOF, Landlord and Tenant have executed this Third
Amendment as of the date first set forth above.
Signed and acknowledged in the presence of: HEALTH CARE REIT, INC.
Signature /s/ Xxxx X. Xxxxx By: /s/ Xxxx X. Xxxxx
__________________________________ ____________________________
Print Name Xxxx X. Xxxxx
_________________________________
Title: VP & Corp. Secretary
_____________________
Signature /s/ Xxxxxxxx X. Xxxxxxxx
__________________________________
Print Name Xxxxxxxx X. Xxxxxxxx
_________________________________
Signed and acknowledged in the presence of: HCRI INDIANA PROPERTIES, LLC
By: Health Care REIT, Inc.
Member
By: /s/ Xxxx X. Xxxxx
________________________
Signature /s/ Xxxx X. Xxxxx
__________________________________
Print Name Xxxx X. Xxxxx
_________________________________ Title: VP & Corp. Secretary
_____________________
Signature /s/ Xxxxxxxx X. Xxxxxxxx
__________________________________
Print Name Xxxxxxxx X. Xxxxxxxx
_________________________________
Signed and acknowledged in the presence of: HCRI NORTH CAROLINA PROPERTIES,
LLC
By: Health Care REIT, Inc.
Member
By: /s/ Xxxx X. Xxxxx
________________________
Signature /s/ Xxxx X. Xxxxx
__________________________________
Print Name Xxxx X. Xxxxx
_________________________________ Title: VP & Corp. Secretary
_____________________
Signature /s/ Xxxxxxxx X. Xxxxxxxx
__________________________________
Print Name Xxxxxxxx X. Xxxxxxxx
_________________________________
Signed and acknowledged in the presence of: HCRI TENNESSEE PROPERTIES, INC.
Signature /s/ Xxxx X. Xxxxx By: /s/ Xxxx X. Xxxxx
__________________________________ ____________________________
Print Name Xxxx X. Xxxxx
_________________________________
Title: VP & Corp. Secretary
_____________________
Signature /s/ Xxxxxxxx X. Xxxxxxxx
__________________________________
Print Name Xxxxxxxx X. Xxxxxxxx
_________________________________
S-1
Signed and acknowledged in the presence of: HCRI TEXAS PROPERTIES, LTD.
By: Health Care REIT, Inc.
General Partner
Signature /s/ Xxxx X. Xxxxx By: /s/ Xxxx X. Xxxxx
__________________________________ ________________________
Print Name Xxxx X. Xxxxx
_________________________________
Title: VP & Corp. Secretary
_____________________
Signature /s/ Xxxxxxxx X. Xxxxxxxx
__________________________________
Print Name Xxxxxxxx X. Xxxxxxxx
_________________________________
Signed and acknowledged in the presence of: HCRI WISCONSIN PROPERTIES, LLC
By: Health Care REIT, Inc.
Member
Signature /s/ Xxxx X. Xxxxx By: /s/ Xxxx X. Xxxxx
__________________________________ ________________________
Print Name Xxxx X. Xxxxx
_________________________________
Title: VP & Corp. Secretary
_____________________
Signature /s/ Xxxxxxxx X. Xxxxxxxx
__________________________________
Print Name Xxxxxxxx X. Xxxxxxxx
_________________________________
Signed and acknowledged in the presence of: ALTERRA HEALTHCARE CORPORATION
Signature /s/ Xxxxx Wits By: /s/ Xxxxxxx X. Xxxxx
__________________________________ ____________________________
Print Name Xxxxx Wits
_________________________________
Title: VP
_____________________
Signature /s/ Xxxxxxxxx Xxxxxxxxx
__________________________________
Print Name Xxxxxxxxx Xxxxxxxxx
_________________________________
Tax I.D. No.: 00-0000000
__________________
Signed and acknowledged in the presence of: MANLIUS CLARE BRIDGE OPERATOR,
INC.
Signature /s/ Xxxx Xxxxxx By: /s/ Xxxxxxx Xxxxxxx
__________________________________ ____________________________
Print Name Xxxx Xxxxxx
_________________________________
Title: President
_____________________
Signature /s/ Xxxx X. Xxxxx
__________________________________
Print Name Xxxx X. Xxxxx
_________________________________ Tax I.D. No.: 00-0000000
__________________
S-2
STATE OF OHIO )
)SS:
COUNTY OF XXXXX )
The foregoing instrument was acknowledged before me this 27 day of
March, 2002 by Xxxx X. Xxxxx, the VP & Corp. Secretary of Health Care REIT,
Inc., a Delaware corporation, on behalf of the corporation.
/s/ Xxxx X. Xxxxx
------------------------------
Notary Public
My Commission Expires: 8/26/05 [SEAL]
------------
STATE OF OHIO )
)SS:
COUNTY OF XXXXX )
The foregoing instrument was acknowledged before me this 27 day of
March, 2002 by Xxxx X. Xxxxx, the VP & Corp. Secretary of Health Care REIT,
Inc., a Delaware corporation and the sole member of HCRI Indiana Properties,
LLC, a limited liability company organized under the laws of the State of
Indiana on behalf of the limited liability company.
/s/ Xxxx X. Xxxxx
-------------------------------
Notary Public
My Commission Expires: 8/26/05 [SEAL]
------------
STATE OF OHIO )
)SS:
COUNTY OF XXXXX )
The foregoing instrument was acknowledged before me this 27 day of
March, 2002 by Xxxx X. Xxxxx, the VP & Corp. Secretary of Health Care REIT,
Inc., a Delaware corporation and the sole member of HCRI North Carolina
Properties, LLC, a limited liability company organized under the laws of the
State of Delaware on behalf of the limited liability company.
/s/ Xxxx X. Xxxxx
-------------------------------
Notary Public
My Commission Expires: 8/26/05 [SEAL]
------------
S-3
STATE OF OHIO )
)SS:
COUNTY OF XXXXX )
The foregoing instrument was acknowledged before me this 27 day of
March, 2002 by Xxxx X. Xxxxx, the VP & Corp. Secretary of HCRI Tennessee
Properties, Inc., a corporation organized under the laws of the State of
Delaware on behalf of the corporation.
/s/ Xxxx X. Xxxxx
-------------------------------
Notary Public
My Commission Expires: 8/26/05 [SEAL]
-------------
STATE OF OHIO )
)SS:
COUNTY OF XXXXX )
The foregoing instrument was acknowledged before me this 27 day of
March, 2002 by Xxxx X. Xxxxx, the VP & Corp. Secretary of Health Care REIT,
Inc., a Delaware corporation and the general partner of HCRI Texas Properties,
Ltd., a limited liability partnership organized under the laws of the State of
Texas on behalf of the limited partnership.
/s/ Xxxx X. Xxxxx
-------------------------------
Notary Public
My Commission Expires: 8/26/05 [SEAL]
-------------
STATE OF OHIO )
)SS:
COUNTY OF XXXXX )
The foregoing instrument was acknowledged before me this 27 day of
March, 2002 by Xxxx X. Xxxxx, the VP & Corp. Secretary of Health Care REIT,
Inc., a Delaware corporation and the sole member of HCRI Wisconsin Properties,
LLC, a limited liability company organized under the laws of the State of
Delaware on behalf of the limited liability company.
/s/ Xxxx X. Xxxxx
-------------------------------
Notary Public
My Commission Expires: 8/26/05 [SEAL]
-------------
S-4
STATE OF Wisconsin )
)SS:
COUNTY OF Milwaukee )
The foregoing instrument was acknowledged before me this 12 day of
March, 2002 by Xxxxxxx X. Xxxxx, the VP of Alterra Healthcare Corporation, a
Delaware corporation, on behalf of the corporation.
/s/ XX Xxxxxx
------------------------------
Notary Public
My Commission Expires: 5/26/02 [SEAL]
STATE OF Wisconsin )
)SS:
COUNTY OF Milwaukee )
The foregoing instrument was acknowledged before me this 13 day of
March, 2002 by Xxxxxxx Xxxxxxx, the President of Manlius Clare Bridge Operator,
Inc., a New York corporation, on behalf of the corporation.
/s/ XX Xxxxxx
-------------------------------
Notary Public
My Commission Expires: 5/26/02 [SEAL]
THIS INSTRUMENT PREPARED BY:
XXXXXX X. XXXX, ESQ.
XXXXXXXX, LOOP & XXXXXXXX, LLP
0000 XXXXXXX
XXXXXX, XXXX 00000
S-5
EXHIBIT A-43: LEGAL DESCRIPTION
Clare Bridge of Highlands Ranch
Lot A, Highlands Ranch Filing Xx. 000-X,
Xxxxxx xx Xxxxxxx,
Xxxxx xx Xxxxxxxx.
EXHIBIT A-44: LEGAL DESCRIPTION
Clare Bridge of Cape Coral
The North 1/2 of the South 1/2 of the West 1/2 of the Northwest 1/4 of the
Northwest 1/4 of Section 24, Township 44 South, Range 23 East, Xxx County,
Florida, LESS the West 50 feet thereof for road right-of-way.
The above-described property is also described as follows:
Commencing at the intersection of centerline of Middlecoff Drive (50 foot wide
right-of-way) (also known as SE 10th Terrace) and Santa Xxxxxxx Drive (100 foot
wide Right-of-Way) (also known as Santa Xxxxxxx Boulevard), per Cape Coral Unit
24, Plat Book 14, Page 67, Public Records of Xxx County, Florida; Thence along
the centerline of said Santa Xxxxxxx Drive, N 00 degrees 25'03" W, a distance of
483.70 feet; thence along the South line of the North half (N 1/2) of the South
half (S 1/2) of the West half (W 1/2) of the Northwest Quarter (NW 1/4) of the
Northwest Quarter (NW 1/4) of said section 24 S 89 degrees 38'07", E, a distance
of 50.00 feet to the point of beginning of the parcel herein described; thence
along the East Right-of-Way line of Santa Xxxxxxx Boulevard N 00 degrees 25'03"
W a distance of 333.72 feet; thence along North line of the North half (N 1/2)
of the South half (S 1/2) of the West half (W 1/2) of the Northwest quarter (NW
1/4) of the Northwest quarter (NW 1/4) of said section 24, S 89 degrees 40'57" E
a distance of 618.61 feet; thence along the East line of the West half (W 1/2)
of the Northwest quarter (NW 1/4) of the Northwest quarter (NW 1/4) of said
section 24, and along the west line of block 1055, Cape Coral unit 24 according
to the plat thereof as recorded in plat book 14, pages 63 through 77, public
records of Xxx County, Florida, S 00 degrees 17'32" E a distance of 334.33 feet
(334.22 feet per plat); thence along the South line of the North half (N 1/2) of
the South half (S 1/2) of the West half (W 1/2) of the Northwest quarter (NW
1/4) of the Northwest quarter (NW 1/4) of said section 24, N 89 degrees 38'07" W
a distance of 617.89 feet to the point of beginning of the parcel herein
described.
EXHIBIT A-45: LEGAL DESCRIPTION
Sterling House of Florence
All the real property located in the Township of Xxxxxxxx, County of Burlington,
State of New Jersey and more particularly described as follows:
BEGINNING at an iron bar with cap on the Northwesterly sideline of Broad Street
(Variable Width R.O.W.), said point being 250.00 feet southerly as measured
along the westerly sideline of Broad Street from an iron bar with cap found at
the Northeasterly most corner of lands remaining to Lot 54.02, Block 155.49 and
from said beginning point running; thence
1. Along the westerly sideline of Broad Street and the common dividing line
between Lot 54.05, Xxx 00, Xxx 00 xxx Xxx 00, Xxxxx 155.49, South 23
degrees 19 minutes 29 seconds west, a distance of 811.24 feet to a
concrete monument found on the northerly sideline of the Pennsylvania
Extension of the New Jersey Turnpike (A.K.A. Interstate Route 276,
Variable width (R.O.W.); thence
2. Along the northerly sideline of the Pennsylvania Extension the New Jersey
Turnpike, North 74 degrees 48 minutes 50 seconds West, a distance of
268.44 feet to a point; thence the following four (4) courses along the
dividing line between Lot 54.05 and Lot 54.02, Block 155.49;
3. North 04 degrees 11 minutes 41 seconds West, a distance of 684.25 feet to
an iron bar with cap; thence
4. North 72 degrees 42 minutes 00 seconds East, a distance of 224.25 feet to
an iron bar with cap at the point of curvature; thence
5. Along a curve to the right having a radius of 400.00 feet, turning a
central angle of 40 degrees 37 minutes 29 seconds with an arc length of
283.61 feet, the chord of which bears South 86 degrees 59 minutes 16
seconds East, a chord distance of 277.71 feet to an iron bar with cap at
the point of tangency; thence
6. South 66 degrees 40 minutes 31 seconds East, a distance of 151.25 feet to
the point and place of BEGINNING.
This Property is benefited by rights to an access and utility easement more
particularly described as follows:
Commencing at the above described point of beginning for the entire tract and
running thence;
1. Along the dividing line between lots 54.05 and 54.02, Block 155.49 North
66 degrees 40'31" West, a distance of 151.25 feet to a point, thence, the
following two (2) courses along a line passing through lot 54.02 block
155.49;
2. North 23 degrees 19'29" East, a distance of 60.00 feet to a point, thence;
3. South 66 degrees 40'31" East, a distance of 151.25 feet to a point, thence
4. Along the westerly sideline of Xxxxx Xxxxxx, Xxxxx 00 degrees 19'29" West,
a distance of 60.00 feet to the point and place of beginning.
NOTE FOR INFORMATION: The land is commonly known as Lot(s) 54.05 in Block 155.49
on the Tax Map of the Township of Xxxxxxxx, County of Burlington.
- 2 -
EXHIBIT B-43: PERMITTED EXCEPTIONS
Clare Bridge of Highlands Ranch
1. Taxes and assessments for the year 2001 and subsequent years, a lien but
not yet due or payable.
2. Exception of water rights and ground water granted to Highlands Ranch
Development Corporation by Mission Viejo Company in Quit Claim Deed and
Assignment dated September 26, 1980, recorded October 20, 1980, in Book
396 at Page 520 and in Quit Claim Deed, Assignment and Xxxx of Sale dated
December 27, 1988, recorded December 27, 1988 in Book 834 at Page 63, and
in Quit Claim Deed and Assignment dated February 17, 1989 and recorded
March 14, 1989, in Book 844 at Page 1139 and in Quit Claim Deed and
Assignment dated April 11, 1990, recorded April 25, 1990 in Book 908 at
Page 1205, a portion of which water rights and ground water were granted
to Centennial Water and Sanitation District by Highlands Ranch Development
Corporation in Special Warranty Deed, Assignment and Xxxx of Sale dated
December 27, 1988, recorded December 27, 1988, in Book 834 at Page 84.
Special Warranty Deed and Assignment dated February 17, 1989 and recorded
March 14, 1989 in Book 844 at Page 1142, and Special Warranty Deed and
Assignment dated April 11, 1990, recorded April 25, 1990 in Book 908 at
Page 1196, and re-recorded May 18, 1990, in Book 912 at Page 613, and
subject to relinquishment of surface rights dated December 20, 1988, by
Centennial Water and Sanitation District, recorded December 27, 1988 in
Book 834 at Page 119. Relinquishment of Surface Rights recorded May 28,
1998 in Book 1554 at Page 432.
3. Minerals and Mineral Rights granted to Highlands Ranch Development
Corporation by Mission Viejo Company in Mineral Deed dated September 26,
1980, and recorded October 20, 1980 in Book 396 at Page 514 and mineral
substances in the "Full Mineral Rights Land" and coal in the "Coal Lands"
as granted to Highlands Ranch Development Corporation by Union Pacific
Land Resources Corporation in Mineral Deed dated May 1, 1981, recorded May
20, 1981, in Book 412 at Page 465, reserving to Union Pacific Land
Resources Corporation a 25 percent nonexecutory interest in and to such
mineral substances and coal. Relinquishment of surface rights recorded May
28, 1998 in Book 1554 at page 321.
4. The Planned Community District Development Guide for the New Town of
Highlands Ranch, as adopted by the board of County Commissioners of
Xxxxxxx County, Colorado, on September 17, 1979, recorded October 25, 1979
in Book 373 at Page 187 as the same has been or May be amended from time
to time.
5. Community Declaration for Highlands Ranch Community Association, Inc.,
dated September 1, 1981 and recorded September 17, 1981, in Book 421 at
Page 924 and Supplemental Declaration for annexed property No. 201A4 dated
May 11, 1998, and recorded May 28, 1998 in Book 1554 at Page 390.
6. Specific purpose easements with Lots and Tracts as shown on recorded plat
Filing No. 100-I recorded October 12, 1993 under Reception No. 9348153,
including, but not limited to, specific purpose easements to Public
Service Company of Colorado for gas and electric service purposes, subject
to the conditions and obligations contained in the utility easement
recorded February 10, 1982 in Book 434 at Page 186 of Xxxxxxx County,
Colorado records, as if such conditions and obligations were set forth on
the plat; to U.S. West Communications for telephone and telegraph service
purposes subject to the conditions and obligations contained in the right
of way easement recorded February 26, 1982 in Book 435 at Page 378 of
Xxxxxxx County, Colorado Records, as if such conditions and obligations
were set forth on the plat; and to American Television and Communication
Corporation for cable communication service, subject to the conditions and
obligations contained in the easement recorded April 15, 1982 in Book 439
at Page 295 of the Xxxxxxx County, Colorado Records, as if such conditions
and obligations were set forth on the plat; to Highlands Ranch
Xxxxxxxxxxxx Xxxxxxxx Xx. 0 subject to the conditions and obligations
contained in the grant of easement recorded March 21, 1984 in Book 512 at
Page 916 of the Xxxxxxx County, Colorado Records, as if such conditions
and obligations were set forth on the plat.
7. Any tax, lien, fee, or assessment by reason of inclusion of subject
property in the Highlands Ranch Metropolitan District No. 4 as evidenced
by instrument recorded January 13, 1994 in Book 1174 at page 1668.
8. Thirty foot Centennial Water & Sanitation District Easement along North
lot line as shown on recorded plat and as recorded June 17, 1985 in Book
584 at Page 627.
9. The following items disclosed on J. R. Engineering, Ltd., Survey Job No.
3897.00 dated November 13, 1997:
1. 8" ductile iron pipe water main with no apparent easement.
2. Brick fence column encroaches onto neighboring property.
3. Curb and sidewalk encroaching onto subject property.
4. Fence line does not lie on property line.
10. Restrictions as set forth in Deed recorded May 28, 1998 in Book 1554 at
Page 411.
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EXHIBIT B-44: PERMITTED EXCEPTIONS
Clare Bridge of Cape Coral
1. Taxes and assessments for the year 2001 and that are not yet due and
payable.
2. Any homestead rights of any spouse of owner.
3. Ordinance 76-98 adopted by the City Council of the City of Cape Coral on
November 30, 1998 and recorded December 17, 1998 in Official Records Book
3051, Page 1422, Public Records of Xxx County, Florida.
4. Easement in favor of Xxx County Electric Cooperative, Inc., dated March
___, 2002 and recorded March ___, 2002 in O. R. Volume _____ at Page _____
in the Office of the Xxx County Recorder.
EXHIBIT B-45: PERMITTED EXCEPTIONS
Sterling House of Xxxxxxxx
1. Easements, encroachments, overlaps, boundary line disputes or other
matters affecting title which a survey would disclose, and which are not
shown by the public record.
2. Subsurface conditions and/or encroachments not disclosed by an instrument
of record.
3. Possible additional taxes assessed and/or levied under N.J.S.A. 54:4-63.1,
et seq.
4. Lien for taxes not yet due and payable.
5. Servitude to the public in and to so much of the subject lands that lie
within the documented right of way of the public road known as Xxxxx
Xxxxxx, Xxxxxxxxxx Xxxxxxx Xxxxx 000, a/k/a Pennsylvania Extension of New
Jersey Turnpike.
6. Thirty foot wide permanent sewer easement affecting that part of premises
in question bounding or abutting Pennsylvania Extension of New Jersey
Turnpike (a/k/a Interstate Route 276) as contained in Deed Book 4398 page
185 and also including a 20 foot wide temporary construction easement.
7. Grant of Easement as contained in Deed Book 5614 page 142.
8. Plan entitled "Major Subdivision Plan XxXxxx Enterprises, Inc., C.C.C.I."
duly filed in the Burlington County Clerk's Office on October 12, 1998 as
Map 3234944 shows the following:
(a) 50 feet wide front yard building setback line
(b) 50 feet wide rear yard building setback line
(c) 50 foot wide building setback line affecting that part of premises
in question bounding or abutting Pennsylvania Extension of New
Jersey Turnpike (a.k.a Interstate Route 276)
(d) 30 foot wide side yard building setback line
(e) beneficial access and utility easement benefiting premises in
question and located on Lot 54.02 Block 155.49.
9. Rights of tenants in possession, as tenants only, if any.
10. Subject to terms and conditions as contained in Access, Utilities and
Temporary Construction Easements Agreement as contained in Deed Book 5642
page 813, same as above.
11. Subject to the rights of the State of New Jersey under the State Highway
Access Management Act. (N.J.S.A. 27:7-89, et seq.)
12. No direct means of ingress, egress or regress to and from Pennsylvania
Extension of New Jersey Turnpike (a/k/a Interstate Route 276).
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EXHIBIT C: FACILITY INFORMATION
ALLOCATED LEASE FACILITY TYPE (PER LICENSE)
FACILITY NAME/ADDRESS AMOUNT BEDS/UNITS
---------------------------------------------- --------------- ---------------------------
1. Clare Bridge of Asheville $ 3,692,675 Assisted Living
0 Xxxxxx Xxxxx Xxxxx 00 beds
Xxxxxxxxx, XX 00000 34 units
Buncombe County
2. Sterling House of Bartlesville $ 1,480,000 Assisted Living
0000 X.X. Xxxxx Xxxx. 39 beds
Xxxxxxxxxxxx, XX 00000 39 units
Washington County
3. Clare Bridge of Bradenton $ 3,550,000 Assisted Living
0000 Xxxxxx X Xxxx. 00 xxxx
Xxxxxxxxx, XX 00000 34 units
Manatee County
4. Sterling House of Canton $ 2,398,100 Assisted Living
0000 Xxxxx Xxxxx X.X. 00 xxxx
Xxxxxx, XX 00000 42 units
Xxxxx County
5. Clare Bridge of Cape Coral $ 3,811,200 Assisted Living
911 Santa Xxxxxxx Boulevard 40 beds
Xxxx Xxxxx, XX 00000-0000 38 units
Xxx County
6. Sterling House of Cedar Hill $ 1,661,000 Assisted Living
000 X. Xxxxxxxx Xxxx 60 beds
Xxxxx Xxxx, XX 00000 50 units
Dallas County
7. Sterling House of Chickasha $ 1,480,000 Assisted Living
000 Xxxxxxx Xxxx Xxxx 39 beds
Xxxxxxxxx, XX 00000 39 units
Xxxxx County
8. Sterling House of Claremore $ 1,582,500 Assisted Living
0000 X. Xxxxxxx 00 43 beds
Xxxxxxxxx, XX 00000 43 units
Xxxxxx County
9. Sterling House of Clarksville $ 2,622,279 Assisted Living
0000 Xxxxxxxx Xxxxx 00 xxxx
Xxxxxxxxxxx, XX 00000 49 units
Xxxxxxxxxx County
10. Sterling House of Columbia $ 2,635,620 Assisted Living
0000 Xxxxxxxx Xxxxxx 00 xxxx
Xxxxxxxx, XX 00000 49 units
Maury County
11. Sterling House of Desoto $ 1,595,000 Assisted Living
000 X. Xxxxxxxx Xxx 60 beds
Xxxxxx, XX 00000 50 units
Dallas County
12. Sterling House of Xxxxxx $ 1,450,000 Assisted Living
000 Xxxxx Xxxx 00 beds
Xxxxxx, XX 00000 39 units
Xxxxxxxx County
ALLOCATED LEASE FACILITY TYPE (PER LICENSE)
FACILITY NAME/ADDRESS AMOUNT BEDS/UNITS
---------------------------------------------- --------------- ------------------------------
13. Sterling House of Edmond $ 1,739,000 Assisted Living
000 X. Xxxxxxxx Xxxx 43 beds
Xxxxxx, XX 00000 43 units
Oklahoma County
14. Sterling House of Enid $ 1,480,000 Assisted Living
0000 X. Xxxxxx Xxxx 00 xxxx
Xxxx, XX 00000 39 units
Garfield County
15. Clare Bridge of Everett $ 6,876,202 Assisted Living
0000 Xxxx Xxxxxxx Xxxxx 52 beds
Xxxxxxx, XX 00000 46 units
Snohomish County
16. Clare Bridge of Manlius $ 4,372,100 Private Proprietary Adult Home
0000 Xxxxxxxxxx Xxxxxx 52 beds
Xxxxxxxxxxxx, XX 00000 46 units
Onondaga County
17. Sterling House of Findlay $ 2,000,000 Assisted Living
000 Xxx Xxx Xxxx 37 beds
Xxxxxxx, XX 00000 37 units
Xxxxxxx County
18. Sterling House of Florence $ 3,277,700 Assisted Living
000 Xxxxx Xxxxxx 00 xxxx
Xxxxxxxx, XX 00000 46 units
Burlington County
19. Sterling House of Georgetown $ 2,300,000 Assisted Living
0000 Xxxxxxxxxx Xxxxx X 54 beds
Xxxxxxxxxx, XX 00000 54 units
Xxxxxxxxxx County
20. Clare Bridge of Xxxxxxxx $ 4,909,400 Assisted Living
0000 Xxxxxxxxxx-Xxxxxxxxxxx Xxxx 50 beds
Xxxxxxxx Xxxxxxxx, XX 00000 44 units
Xxxxxx County
21. Clare Bridge of Highlands Ranch $ 4,661,100 Personal Care Boarding Home
0000 X. Xxxxxxxxxx Xxxxxxxxx 52 beds
Xxxxxxxxx Xxxxx, XX 00000 46 units
Xxxxxxx County
22. Sterling House of Lawton $ 1,600,000 Assisted Living
0000 X. Xxx Xxxx 42 beds
Xxxxxx, XX 00000 42 units
Comanchie County
23. Clare Bridge of Middleton $ 4,426,700 Community Based Residential
0000 Xxxxxxxxxx Xxxx 28 beds
Xxxxxxxxx, XX 00000 28 units
Dane County
24. Sterling House of Midwest City $ 1,480,000 Assisted Living
000 X. Xxxx Xxxxx Xxxxx 39 beds
Xxxxxxx Xxxx, XX 00000 39 units
Oklahoma County
25. Sterling House of Muskogee $ 1,582,500 Assisted Living
0000 X. Xxxxxxxx Xxxx 43 beds
Xxxxxxxx, XX 00000 43 units
Muskogee County
- 2 -
ALLOCATED LEASE FACILITY TYPE (PER LICENSE)
FACILITY NAME/ADDRESS AMOUNT BEDS/UNITS
---------------------------------------------- --------------- ------------------------------
26. Sterling House of Norman $ 1,539,000 Assisted Living
0000 Xxxxxxx Xxxxxx 00 xxxx
Xxxxxx, XX 00000 39 units
Cleveland County
27. Sterling House of N. Augusta $ 2,890,000 Assisted Living
000 X. Xxxxx Xxxxx 00 xxxx
X. Xxxxxxx, XX 00000 52 units
Aiken County
28. Sterling House of N. Oklahoma City $ 1,595,000 Assisted Living
0000 X.X. 000xx Xxxxxx 43 beds
N. Xxxxxxxx Xxxx, XX 00000 43 units
Oklahoma County
29. Clare Bridge of Oklahoma City $ 3,200,000 Assisted Living
00000 Xxxxxx Xxxxx 38 beds
Xxxxxxxx Xxxx, XX 00000 34 units
Oklahoma County
(Still in retainage)
30. Sterling House of Oklahoma City $ 1,480,000 Assisted Living
0000 X.X. 00xx Xxxxxx 39 beds
Xxxxxxxx Xxxx, XX 00000 39 units
Oklahoma County
31. Sterling House of Owasso $ 1,595,000 Assisted Living
00000 X. 00xx Xxxxx X. 00 beds
Xxxxxx, XX 00000 43 units
Tulsa County
32. Sterling House of Palestine $ 1,582,500 Assisted Living
000 Xxxxxxx Xxxxx 00 xxxx
Xxxxxxxxx, XX 00000 43 units
Xxxxxxxx County
33. Sterling House of Piqua $ 2,120,000 Assisted Living
0000 X. Xxxx Xxxxxx 00 xxxx
Xxxxx, XX 00000 37 units
Miami County
34. Sterling House of Ponca City $ 1,650,000 Assisted Living
0000 X. Xxxxxxx Xxxxxx 39 beds
Xxxxx Xxxx, XX 00000 39 units
Xxx County
35. Clare Bridge of Salem $ 5,620,298 Assisted Living
0000 Xxxxx Xxxx S.E. 60 beds
Xxxxx, XX 00000 60 units
Xxxxxx County
36. Clare Bridge of Sarasota $ 3,650,000 Assisted Living
0000 XxXxxxxx Xxxx 38 beds
Xxxxxxxx, XX 00000 34 units
Sarasota County
37. Sterling House of Shawnee $ 1,480,000 Assisted Living
3947 Kickapoo 39 beds
Xxxxxxx, XX 00000 39 units
Pottowatomie County
38. Sterling House of Stillwater $ 1,480,000 Assisted Living
0000 XxXxxxx Xxxx 39 beds
Xxxxxxxxxx, XX 00000 39 units
Xxxxx County
- 3 -
ALLOCATED LEASE FACILITY TYPE (PER LICENSE)
FACILITY NAME/ADDRESS AMOUNT BEDS/UNITS
---------------------------------------------- --------------- ------------------------------
39. Sterling House of Texarkana $ 1,595,000 Assisted Living
0000 Xxxxxx Xxxx 00 xxxx
Xxxxxxxxx, XX 00000 50 units
Bowie County
40. Sterling House of Troy $ 2,200,000 Assisted Living
00 X. Xxxxxxxxx Xxxx 00 beds
Xxxx, XX 00000 37 units
Miami County
41. Alterra Clare Bridge Cottage of Valparaiso $ 3,070,000 Residential Care
0000 Xxxxxxxxxx Xx. 36 beds
Xxxxxxxxxx, XX 00000 32 units
Xxxxxx County
42. Alterra Sterling House of Valparaiso $ 2,670,000 Residential Care
0000 Xxxxxxxxxx Xx. 42 beds
Xxxxxxxxxx, XX 00000 42 units
Xxxxxx County
43. Alterra Clare Bridge Cottage of Vero Beach $ 3,450,000 Residential Care
000 0xx Xxxxx 36 beds
Xxxx Xxxxx, XX 00000 32 units
Indian River County
44. Alterra Sterling House of Vero Beach $ 3,560,000 Residential Care
000 0xx Xxxxx 42 beds
Xxxx Xxxxx, XX 00000 42 units
Indian River County
45. Sterling House of Waxahachie $ 1,582,500 Assisted Living
0000 Xxxxx Xxxxxx 60 beds
Xxxxxxxxxx, XX 00000 50 units
Xxxxx County
46. Clare Bridge of Wilmington $ 3,200,939 Assited Living
0000 Xxxxxxxx Xxxxx 38 beds
Xxxxxxxxxx, XX 00000 34 units
New Hanover County
-------------
TOTAL $ 119,873,313
=============
- 4 -
EXHIBIT G: GOVERNMENT AUTHORIZATIONS
TO BE OBTAINED; ZONING PERMITS
Government Authorizations:
Zoning:
