0000908737-06-000759 Sample Contracts

Five Star Quality Care, Inc. Registration Rights Agreement
Registration Rights Agreement • October 24th, 2006 • Five Star Quality Care Inc • Services-skilled nursing care facilities • New York

This Registration Rights Agreement (the “Agreement”) is made and entered into as of October 18, 2006, by and among Five Star Quality Care, Inc., a Maryland corporation (the “Company”), each of the entities listed on Schedule A hereto (each a “Guarantor,” and, collectively, the “Guarantors”) and UBS Securities LLC and the other Initial Purchasers named in the Purchase Agreement referred to below (collectively, (the “Initial Purchasers”) pursuant to that certain Purchase Agreement, dated October 12, 2006 (the “Purchase Agreement”), among the Company, the Guarantors and the Initial Purchasers.

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FIVE STAR QUALITY CARE, INC. and EACH OF THE GUARANTORS NAMED HEREIN and U.S. BANK NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of October 18, 2006 $126,500,000 Principal Amount 3.75% Convertible Senior Notes due 2026
Indenture • October 24th, 2006 • Five Star Quality Care Inc • Services-skilled nursing care facilities • New York

INDENTURE, dated as of October 18, 2006, among Five Star Quality Care, Inc., a Maryland corporation (the “Company”), each of the Guarantors named in Schedule 1 hereto and U.S. Bank National Association, as trustee (the “Trustee”).

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