0000950123-10-056652 Sample Contracts

HEALTH CARE REIT, INC. UNDERWRITING AGREEMENT
Health Care • June 8th, 2010 • Health Care Reit Inc /De/ • Real estate investment trusts • New York

Banc of America Securities LLC Deutsche Bank Securities Inc. Barclays Capital Inc. Credit Agricole Securities (USA) Inc. As Representatives of the Several Underwriters

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AMENDMENT NO. 1 TO SUPPLEMENTAL INDENTURE NO. 2 by and between HEALTH CARE REIT, INC. and THE BANK OF NEW YORK TRUST COMPANY, N. A. As of June 8, 2010 SUPPLEMENTAL TO THE INDENTURE DATED AS OF MARCH 15, 2010 HEALTH CARE REIT, INC.
Supplemental Indenture • June 8th, 2010 • Health Care Reit Inc /De/ • Real estate investment trusts

This AMENDMENT NO. 1 TO SUPPLEMENTAL INDENTURE NO. 2 (this “Amendment No. 1”) is made and entered into as of June 8, 2010 by and between HEALTH CARE REIT, INC., a Delaware real estate investment trust (the “Company”), and THE BANK OF NEW YORK TRUST COMPANY, N. A., a national banking association and successor to Fifth Third Bank, as Trustee (the “Trustee”).

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