Exhibit








Exhibit 10.3


Information identified by "[***]" has been excluded from this exhibit pursuant to Item 601(b)(10) of Regulation S-K because it is both not material would likely cause competitive harm to the registrant if publicly disclosed.


AMENDMENT NO. 4 TO MASTER LEASE AND SECURITY AGREEMENT
(Update of Amendment No. 2 to Master Lease and Security Agreement)




THIS AMENDMENT NO. 4 TO MASTER LEASE AND SECURITY AGREEMENT (hereinafter, this “Amendment”) is to be effective as of September 26, 2019 (the “Amendment Date”), by and between each of the signatories hereto identified as Landlord (individually and collectively, “Landlord”), and each of the signatories hereto identified as Tenant (individually and collectively, “Tenant”).
RECITALS
A.Landlord and Tenant are parties to that certain Master Lease and Security Agreement dated as of April 26, 2018, as amended by that certain Amendment No. 1 to Master Lease and Security Agreement effective as of September 1, 2018, that certain Amendment No. 2 to Master Lease and Security Agreement dated as of April 22, 2019 (“Amendment No. 2”) and that certain Amendment No. 3 to Master Lease and Security Agreement dated as of May 1, 2019 (as the same has been amended and as it may be hereafter amended, amended and restated, supplemented, replaced or extended from time to time, the “Master Lease”); and


B.Landlord and Tenant wish to amend the Master Lease by amending and restating Exhibit A to Amendment No. 2 as set forth herein.  


      NOW, THEREFORE, in consideration of the foregoing Recitals, which by this reference are incorporated herein, and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Landlord and Tenant agree as follows:
1.Capitalized Terms.  All capitalized terms used herein and not defined herein shall have the meanings ascribed thereto in the Master Lease. 


2.Amendments to Amendment No. 2.  Exhibit A to Amendment No. 2 is hereby amended and restated by replacing such Exhibit with Exhibit A attached hereto.


3.Miscellaneous.


3.1.    Integrated Agreement; Modifications; Waivers.  This Amendment, and the Master Lease as amended hereby, constitute the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes any and all prior representations, understandings and agreements, whether written or oral, with respect to such subject matter.  Each of the parties hereto acknowledges that it has not relied upon, in entering into this Amendment, any representation, warranty, promise or condition not specifically set forth in this Amendment.  


3.2.    Sealed Writing.  The parties acknowledge and agree that the Master Lease, as amended by this Amendment, is intended to be a sealed instrument and to comply with Virginia Code Sections 











55-2 and 11-3, and shall be interpreted as if the words “this deed of Lease” were included in the body of the Master Lease.


3.3.    Effect of Amendment.  Except as expressly modified in this Amendment, the Master Lease shall remain in full force and effect and is expressly ratified and confirmed by the parties hereto, and Tenant shall lease the Facilities (as modified by this Amendment) from Landlord on the terms set forth in the Master Lease (as modified by this Amendment).  In the event of any inconsistencies between the terms of this Amendment and any terms of the Master Lease with respect to the subject matter hereof, the terms of this Amendment shall control.


3.4.    Counterparts.  This Amendment may be executed and delivered (including by facsimile or Portable Document Format (pdf) transmission) in counterparts, all of which executed counterparts shall together constitute a single document. Signature pages may be detached from the counterparts and attached to a single copy of this document to physically form one document. Any such facsimile documents and signatures shall have the same force and effect as manually-signed originals and shall be binding on the parties hereto.


[Signature Pages to Follow]














IN WITNESS WHEREOF, this Amendment has been executed by Landlord and Tenant as of the date first written above.
	
	
	TENANT:

	BLC-THE HALLMARK, LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



	BLC-KENWOOD OF LAKE VIEW, LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



	BROOKDALE SENIOR LIVING COMMUNITIES, INC. a Delaware corporation (f/k/a Alterra Healthcare Corporation and Alternative Living Services, Inc.)


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              






ACKNOWLEDGEMENT


STATE OF WISCONSIN        )
)  :ss.:
COUNTY OF MILWAUKEE        )


Before me, the undersigned, a Notary Public in and for said County and State, personally appeared Brookdale Senior Living Communities, Inc., a Delaware corporation (“Company”), by Eric Hoaglund, its V.P., which Company executed the foregoing instrument, who acknowledged that she/he did sign the foregoing instrument for and on behalf of the Company, being thereunto duly authorized and that the same is her/his free act and deed individually and in said capacity and the free and deed of the Company.


IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal at Milwaukee, WIS, this 26th day of SEPT, 2019. 




(SEAL)                        /s/ Tara L. Fox                    
Notary Public


Print Name:    Tara L. Fox            
My commission expires: 11/6/2020        
Acting in the County of: Milwaukee        















	
	
	BLC-GABLES AT FARMINGTON, LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



	BLC-DEVONSHIRE OF HOFFMAN ESTATES, LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



	BLC-SPRINGS AT EAST MESA, LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



	BLC-RIVER BAY CLUB, LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



	BLC-WOODSIDE TERRACE, L.P., a Delaware limited partnership


By: BLC-Woodside Terrace, LLC, a Delaware limited liability company, its general partner


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              


BLC-ATRIUM AT SAN JOSE, L.P., a Delaware limited partnership


By:       BLC-Atrium at San Jose, LLC, a Delaware
limited liability company, its general partner


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



















	
	
	BLC-BROOKDALE PLACE OF SAN MARCOS, L.P., a Delaware limited partnership


By:       BLC-Brookdale Place of San Marcos, LLC, a
Delaware limited liability company, its general
partner


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



	BLC-PONCE DE LEON, LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



	BLC-PARK PLACE, LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



	BLC-HAWTHORNE LAKES, LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



	BLC-THE WILLOWS, LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



	



BLC-BRENDENWOOD, LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              

















	
	
	BLC-CHATFIELD, LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



	BROOKDALE LIVING COMMUNITIES OF FLORIDA, INC. a Delaware corporation 


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



	BROOKDALE LIVING COMMUNITIES OF ILLINOIS-DNC, LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



	BROOKDALE LIVING COMMUNITIES OF ILLINOIS-GV, LLC, a Delaware limited liability company
By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



	SW ASSISTED LIVING, LLC, a Delaware limited liability company
By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



	SUMMERVILLE AT FAIRWOOD MANOR, LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



	SUMMERVILLE AT HERITAGE PLACE, LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



	SUMMERVILLE 5 LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              

















	
	
	SUMMERVILLE 4 LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



	SUMMERVILLE 14 LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              


SUMMERVILLE 15 LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              


SUMMERVILLE 16 LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              


SUMMERVILLE 17 LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              


SUMMERVILLE AT RIDGEWOOD GARDENS LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



















	
	
	ALS PROPERTIES TENANT I, LLC, 
a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              






ACKNOWLEDGEMENT


STATE OF WISCONSIN        )
)  :ss.:
COUNTY OF MILWAUKEE        )


Before me, the undersigned, a Notary Public in and for said County and State, personally appeared ALS Properties Tenant I, LLC, a Delaware corporation (“Company”), by Eric Hoaglund, its V.P., which Company executed the foregoing instrument, who acknowledged that she/he did sign the foregoing instrument for and on behalf of the Company, being thereunto duly authorized and that the same is her/his free act and deed individually and in said capacity and the free and deed of the Company.


IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal at Milwaukee, WIS, this 26th day of SEPT, 2019. 




(SEAL)                        /s/ Tara L. Fox                    
Notary Public


Print Name:    Tara L. Fox            
My commission expires: 11/6/2020        
Acting in the County of: Milwaukee        
	
	
	ALS PROPERTIES TENANT II, LLC, a Delaware limited liability company


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              



	ALS LEASING, INC., a Delaware corporation 


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              






ACKNOWLEDGEMENT


STATE OF WISCONSIN        )
)  :ss.:
COUNTY OF MILWAUKEE        )


Before me, the undersigned, a Notary Public in and for said County and State, personally appeared ALS Leasing, Inc., a Delaware corporation (“Company”), by Eric Hoaglund, its V.P., which Company 











executed the foregoing instrument, who acknowledged that she/he did sign the foregoing instrument for and on behalf of the Company, being thereunto duly authorized and that the same is her/his free act and deed individually and in said capacity and the free and deed of the Company.


IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal at Milwaukee, WIS, this 26th day of SEPT, 2019. 




(SEAL)                        /s/ Tara L. Fox                    
Notary Public


Print Name:    Tara L. Fox            
My commission expires: 11/6/2020        
Acting in the County of: Milwaukee        













	
	
	ASSISTED LIVING PROPERTIES, INC., a Kansas corporation 


By: /s/ Eric W. Hoaglund                      
Name: Eric W. Hoaglund                      
Title: Vice President                              




















	
	
	LANDLORD:

	VENTAS REALTY, LIMITED PARTNERSHIP, a Delaware limited partnership


By: Ventas, Inc., a Delaware corporation, its general partner


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Senior Vice President and Chief Tax Officer








	
	
	PSLT-ALS PROPERTIES I, LLC, a Delaware limited liability company 
By: PSLT-ALS Properties Holdings, LLC, its sole member
By: PSLT OP, L.P., its sole member
By: PSLT GP, LLC, its general partner
By: Ventas Provident, LLC, its sole member


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           






ACKNOWLEDGEMENT


STATE OF Kentucky            )
)  :ss.:
COUNTY OF Jefferson            )


Before me, the undersigned, a Notary Public in and for said County and State, personally appeared Ventas Provident, LLC, a Delaware limited liability company (“Company”), the sole member of PSLT GP, LLC, the general partner of PSLT OP, L.P., the sole member of PSLT-ALS Properties Holdings, LLC, the sole member of PSLT-ALS Properties I, LLC, by Brian K. Wood, its Vice President & Treasurer, which Company executed the foregoing instrument, who acknowledged that she/he did sign the foregoing instrument for and on behalf of the Company, being thereunto duly authorized and that the same is her/his free act and deed individually and in said capacity and the free and deed of the Company.


IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal at Louisville, Kentucky, this 25 day of September, 2019. 




(SEAL)                        /s/ Adrienne Riley                
Notary Public


Print Name:    Adrienne Riley            
My commission expires: 01/17/2021        
Acting in the County of: Jefferson        






























	
	
	PSLT-ALS PROPERTIES II, LLC, a Delaware limited liability company
By: PSLT-ALS Properties Holdings, LLC, its sole member
By: PSLT OP, L.P., its sole member
By: PSLT GP, LLC, its general partner
By: Ventas Provident, LLC, its sole member


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	PSLT-ALS PROPERTIES IV, LLC, a Delaware limited liability company


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	PSLT-ALS PROPERTIES III, LLC, a Delaware limited liability company


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



















ACKNOWLEDGEMENT


STATE OF Kentucky            )
)  :ss.:
COUNTY OF Jefferson            )


Before me, the undersigned, a Notary Public in and for said County and State, personally appeared PSLT-ALS PROPERTIES III, LLC, a Delaware limited liability company (“Company”), which Company executed the foregoing instrument, who acknowledged that she/he did sign the foregoing instrument for and on behalf of the Company, being thereunto duly authorized and that the same is her/his free act and deed individually and in said capacity and the free and deed of the Company.


IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal at Louisville, Kentucky, this 25 day of September, 2019. 




(SEAL)                        /s/ Adrienne Riley                
Notary Public


Print Name:    Adrienne Riley            
My commission expires: 01/17/2021        
Acting in the County of: Jefferson        


	
	
	BROOKDALE LIVING COMMUNITIES OF ILLINOIS-2960, LLC, a Delaware limited liability company
By: PSLT-BLC Properties Holdings, LLC, its sole member
By: PSLT OP, L.P., its sole member
By: PSLT GP, LLC, its general partner
By: Ventas Provident, LLC, its sole member


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	BROOKDALE LIVING COMMUNITIES OF ILLINOIS-HV, LLC, a Delaware limited liability company


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Manager                                        

















	
	
	RIVER OAKS PARTNERS, an Illinois general partnership
By: Brookdale Holdings, LLC, its managing partner
By: PSLT-BLC Properties Holdings, LLC, its sole member
By: PSLT OP, L.P., its sole member
By: PSLT GP, LLC, its general partner
By: Ventas Provident, LLC, its sole member


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	BROOKDALE LIVING COMMUNITIES OF MINNESOTA, LLC, a Delaware limited liability company
By: PSLT-BLC Properties Holdings, LLC, its sole member
By: PSLT OP, L.P., its sole member
By: PSLT GP, LLC, its general partner
By: Ventas Provident, LLC, its sole member  


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	BROOKDALE LIVING COMMUNITIES OF CONNECTICUT, LLC, a Delaware limited liability company


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	PSLT-BLC PROPERTIES HOLDINGS, LLC, a Delaware limited liability company
By: PSLT OP, L.P., its sole member 
By: PSLT GP, LLC, its general partner
By: Ventas Provident, LLC, its sole member


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	 















	
	
	THE PONDS OF PEMBROKE LIMITED PARTNERSHIP, an Illinois general partnership
By: Brookdale Holdings, LLC, its general partner
By: PSLT-BLC Properties Holdings, LLC, its sole member
By: PSLT OP, L.P., its sole member
By: PSLT GP, LLC, its general partner
By: Ventas Provident, LLC, its sole member


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	BROOKDALE LIVING COMMUNITIES OF ARIZONA-EM, LLC, a Delaware limited liability company
By: PSLT-BLC Properties Holdings, LLC, its sole member 
By: PSLT OP, L.P., its sole member
By: PSLT GP, LLC, its general partner
By: Ventas Provident, LLC, its sole member


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	BROOKDALE LIVING COMMUNITIES OF MASSACHUSETTS-RB, LLC, a Delaware limited liability company
By: PSLT-BLC Properties Holdings, LLC, its sole member
By: PSLT OP, L.P., its sole member
By: PSLT GP, LLC, its general partner
By: Ventas Provident, LLC, its sole member


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	 















	
	
	BROOKDALE LIVING COMMUNITIES OF CALIFORNIA-RC, LLC, a Delaware limited liability company
By: PSLT-BLC Properties Holdings, LLC, its sole member 
By: PSLT OP, L.P., its sole member
By: PSLT GP, LLC, its general partner
By: Ventas Provident, LLC, its sole member


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	BROOKDALE LIVING COMMUNITIES OF CALIFORNIA, LLC, a Delaware limited liability company
By: PSLT-BLC Properties Holdings, LLC, its sole member
By: PSLT OP, L.P., its sole member
By: PSLT GP, LLC, its general partner
By: Ventas Provident, LLC, its sole member


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	BLC OF CALIFORNIA-SAN MARCOS, L.P., a Delaware limited partnership
By: Brookdale Living Communities of California-San Marcos, LLC, its general partner
By: PSLT-BLC Properties Holdings, LLC, its sole member
By: PSLT OP, L.P., its sole member
By: PSLT GP, LLC, its general partner
By: Ventas Provident, LLC, its sole member


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	 















	
	
	BROOKDALE LIVING COMMUNITIES OF WASHINGTON-PP, LLC, a Delaware limited liability company
By: PSLT-BLC Properties Holdings, LLC, its sole member
By: PSLT OP, L.P., its sole member
By: PSLT GP, LLC, its general partner
By: Ventas Provident, LLC, its sole member


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	BROOKDALE LIVING COMMUNITIES OF ILLINOIS-II, LLC, a Delaware limited liability company
By: PSLT-BLC Properties Holdings, LLC, its sole member
By: PSLT OP, L.P., its sole member
By: PSLT GP, LLC, its general partner
By: Ventas Provident, LLC, its sole member


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	BROOKDALE LIVING COMMUNITIES OF NEW JERSEY, LLC, a Delaware limited liability company
By: PSLT-BLC Properties Holdings, LLC, its sole member
By: PSLT OP, L.P., its sole member
By: PSLT GP, LLC, its general partner
By: Ventas Provident, LLC, its sole member


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	BROOKDALE LIVING COMMUNITIES OF FLORIDA-CL, LLC, a Delaware limited liability company
By: PSLT-BLC Properties Holdings, LLC, its sole member
By: PSLT OP, L.P., its sole member
By: PSLT GP, LLC, its general partner
By: Ventas Provident, LLC, its sole member


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



















	
	
	NATIONWIDE HEALTH PROPERTIES, LLC, a Delaware limited liability company


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           






ACKNOWLEDGEMENT


STATE OF Kentucky            )
)  :ss.:
COUNTY OF Jefferson            )


Before me, the undersigned, a Notary Public in and for said County and State, personally appeared Nationwide Health Properties, LLC, a Delaware limited liability company (“Company”), by Brian K. Wood, its Vice President & Treasurer, which Company executed the foregoing instrument, who acknowledged that she/he did sign the foregoing instrument for and on behalf of the Company, being thereunto duly authorized and that the same is her/his free act and deed individually and in said capacity and the free and deed of the Company.


IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal at Louisville, Kentucky, this 25 day of September, 2019. 




(SEAL)                        /s/ Adrienne Riley                
Notary Public


Print Name:    Adrienne Riley            
My commission expires: 01/17/2021        
Acting in the County of: Jefferson        













	
	
	2010 UNION LIMITED PARTNERSHIP, a Washington limited partnership
By: Nationwide Health Properties, LLC, its general partner


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	NH TEXAS PROPERTIES LIMITED PARTNERSHIP, a Texas limited partnership
By: MLD Texas Corporation, its general partner


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	MLD PROPERTIES, INC., a Delaware corporation


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	JER/NHP SENIOR LIVING ACQUISITION, LLC, a Delaware limited liability company


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



















ACKNOWLEDGEMENT


STATE OF Kentucky            )
)  :ss.:
COUNTY OF Jefferson            )


Before me, the undersigned, a Notary Public in and for said County and State, personally appeared JER/NHP Senior Living Acquisition, LLC, a Delaware limited liability company (“Company”), by Brian K. Wood, its Vice President & Treasurer, which Company executed the foregoing instrument, who acknowledged that she/he did sign the foregoing instrument for and on behalf of the Company, being thereunto duly authorized and that the same is her/his free act and deed individually and in said capacity and the free and deed of the Company.


IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal at Louisville, Kentucky, this 25 day of September, 2019. 




(SEAL)                        /s/ Adrienne Riley                
Notary Public


Print Name:    Adrienne Riley            
My commission expires: 01/17/2021        
Acting in the County of: Jefferson        








	
	
	JER/NHP SENIOR LIVING KANSAS, INC., a Kansas corporation


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	JER/NHP SENIOR LIVING TEXAS, L.P., a Texas limited partnership
By: JER/NHP Management Texas, LLC, its general partner


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	MLD PROPERTIES LIMITED PARTNERSHIP, a Delaware limited partnership
By: MLD Properties II, Inc., its general partner


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           

















	
	
	NHP MCCLAIN, LLC, a Delaware limited liability company


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           






ACKNOWLEDGEMENT


STATE OF Kentucky            )
)  :ss.:
COUNTY OF Jefferson            )


Before me, the undersigned, a Notary Public in and for said County and State, personally appeared NHP MCCLAIN, LLC, a Delaware limited liability company (“Company”), by Brian K. Wood, its Vice President & Treasurer, which Company executed the foregoing instrument, who acknowledged that she/he did sign the foregoing instrument for and on behalf of the Company, being thereunto duly authorized and that the same is her/his free act and deed individually and in said capacity and the free and deed of the Company.


IN TESTIMONY WHEREOF, I have hereunto set my hand and official seal at Louisville, Kentucky, this 25 day of September, 2019. 




(SEAL)                        /s/ Adrienne Riley                
Notary Public


Print Name:    Adrienne Riley            
My commission expires: 01/17/2021        
Acting in the County of: Jefferson        













	
	
	VENTAS FAIRWOOD, LLC, a Delaware limited liability company


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	VENTAS FRAMINGHAM, LLC, a Delaware limited liability company


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	VENTAS WHITEHALL ESTATES, LLC, a Delaware limited liability company


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           



	VTR-EMRTS HOLDINGS, LLC, a Delaware limited liability company


By: /s/ Brian K. Wood                            
Name: Brian K. Wood                            
Title: Vice President & Treasurer           






















CONSENT AND REAFFIRMATION OF GUARANTOR 
THIS CONSENT AND REAFFIRMATION OF GUARANTOR (this “Reaffirmation”) is entered into concurrently with and is attached to and hereby made a part of Amendment No. 4 to Lease dated as of September 26, 2019 (the “Lease Amendment”) between Landlord and Tenant (both, as defined therein).
BROOKDALE SENIOR LIVING INC., a Delaware corporation (“Guarantor”) executed and delivered that certain Guaranty dated as of April 26, 2018 (the “Guaranty”), pursuant to which Guarantor guarantied for the benefit of Landlord, the obligations of Tenant under the Lease.
FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Guarantor hereby acknowledges, reaffirms and agrees:
1.Capitalized terms used but not defined in this Reaffirmation shall have the same meanings for purposes of this Reaffirmation as provided in or for purposes of the Lease Amendment.


2.Guarantor hereby (i) acknowledges and consents to the Lease Amendment, (ii) reaffirms its obligations under the Guaranty with respect to the Lease as amended by the Lease Amendment, and (iii) confirms that the Guaranty remains in full force and effect. 


3.Although Guarantor has been informed of the terms of the Lease Amendment, Guarantor understands and agrees that Landlord has no duty to so notify it or to seek this or any future acknowledgment, consent or reaffirmation, and nothing contained herein shall create or imply any such duty as to any transactions, past or future.


Guarantor has executed this Consent and Reaffirmation of Guarantor effective as of the Amendment Date.
GUARANTOR:
BROOKDALE SENIOR LIVING INC.,
a Delaware corporation


By:    /s/ Eric W. Hoaglund            
Name:    Eric W. Hoaglund            
Title:    Vice President            














Exhibit A


Requested Landlord Funded Upgrade Expenditures (Subject Properties)


[***]