EXHIBIT 1
ARV Assisted Living, Inc.
000 Xxxxxxx Xxxxxx, X-0
Xxxxx Xxxx, XX 00000
October 7, 2002
Atria, Inc.
Kapson Senior Quarters Corp.
000 Xxxxx Xxxxxx Xxxxxx
Xxxxx 000
Xxxxxxxxxx, Xxxxxxxx 00000
Re: Confidentiality/Non-Disclosure Agreement (Reciprocal)
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Gentlemen:
Reference is hereby made to the letter agreement dated November 15,
2001 (the "Confidentiality Agreement") between Atria, Inc., Kapson Senior
Quarters Corp. and ARV Assisted Living, Inc. ("ARV"), a copy of which is
attached hereto.
Atria, Inc., Kapson Senior Quarters Corp. and ARV hereby agree that
the Confidentiality Agreement shall not terminate on November 15, 2002 as
currently contemplated thereby, and hereby amend the Confidentiality
Agreement in order to extend the term of the Confidentiality Agreement
until March 31, 2003. Atria, Kapson Senior Quarters Corp. and ARV hereby
further amend the Confidentiality Agreement by replacing the second
reference to "Board of Directors" in the second sentence of the ninth
paragraph thereof of the Confidentiality Agreement with "Board of Directors
or any special committee thereof."
Very Truly Yours,
/s/ Xxxxxxx XxXxxx
-----------------------------------
Xxxxxxx XxXxxx
Chairman of the Special Committee
of the Board of Directors of ARV
Assisted Living, Inc.
CONFIRMED AND AGREED
Atria, Inc.
By: /s/ Xxxx X. Xxxxxx
-------------------
Name: Xxxx X. Xxxxxx
Title: Chief Financial Officer
Kapson Senior Quarters Corp.
By: /s/ Xxxx X. Xxxxxx
-------------------
Name: Xxxx X. Xxxxxx
Title: Chief Financial Officer
