OPERATIONS TRANSFER AGREEMENTOperations Transfer Agreement • June 1st, 2012 • Senior Housing Properties Trust • Real estate investment trusts • New York
THIS OPERATIONS TRANSFER AGREEMENT (this “Agreement”) is made and entered into as of the 29th day of May, 2012 (the “Execution Date”) by and among Sunrise Senior Living Services, Inc., a Delaware corporation formerly known as Marriott Senior Living Services, Inc. (“SSLS”), and Sunrise Continuing Care, LLC, a Delaware limited liability company formerly known as Marriott Continuing Care, LLC (“SCC”; SSLS and SCC are referred to herein, each as a “Tenant” and, collectively, as the “Tenants”), SPTMRT Properties Trust, a Maryland real estate investment trust (“Landlord”), SNH SE Tenant TRS, Inc., a Maryland corporation (together with its affiliates, “TRS”), and FVE Managers, Inc., a Maryland corporation (“Five Star”; Landlord, TRS and Five Star are referred to herein, each as a “Transferee Party” and, collectively, as the “Transferee Parties”). The Tenants and the Transferee Parties may also sometimes be referred to herein collectively, as the “Parties,” and individually, as a “Party.”
