0000888491-10-000035 Sample Contracts

FIRST AMENDMENT TO CASABLANCA OPTION AGREEMENT
Casablanca Option Agreement • August 6th, 2010 • Omega Healthcare Investors Inc • Real estate investment trusts

THIS FIRST AMENDMENT TO CASABLANCA OPTION AGREEMENT (this “Amendment”) is dated as of June 9, 2010 (the “Amendment Date”), and is made by and between CapitalSource Inc., a Delaware corporation (“CapitalSource), CSE SLB LLC, a Delaware limited liability company (“CSE SLB” and together with CapitalSource, the “Sellers”) and Omega Healthcare Investors, Inc., a Maryland corporation (“Buyer”). Reference is made to that certain Casablanca Option Agreement dated as of December 22, 2009, by and among Buyer and the Sellers (the “Original Option Agreement”). Capitalized terms used but not defined herein shall have the respective meanings ascribed thereto in the Original Option Agreement.

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FIRST AMENDMENT TO SECOND CONSOLIDATED AMENDED AND RESTATED MASTER LEASE Multiple Facilities
Master Lease • August 6th, 2010 • Omega Healthcare Investors Inc • Real estate investment trusts

THIS FIRST AMENDMENT TO SECOND CONSOLIDATED AMENDED AND RESTATED MASTER LEASE (“Lease”) is executed and delivered as of this 31st day of July, 2009 and is entered into by OHI ASSET III (PA) TRUST, a Maryland business trust (“Lessor”), the successor by merger to OHI Asset II (OH), LLC, a Delaware limited liability company, and Ohio Lessor – Waterford & Crestwood, Inc., a Maryland corporation, the address of which is 200 International Circle, Suite 3500, Hunt Valley, MD 21030, OMG MSTR LSCO, LLC, an Ohio limited liability company (“Lessee One”), the successor by merger to CSC MSTR LSCO, LLC, and OMG LS LEASING CO., LLC, an Ohio limited liability company (“Lessee Two”, and collectively with Lessee One, “Lessee”), the address of which is 4700 Ashwood Drive, Suite 200, Cincinnati, OH 45241.

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