Exhibit 10.1





Exhibit 10.1




MASTER LEASE AGREEMENT




(MASTER LEASE #2)




BETWEEN




HCRI TEXAS PROPERTIES, LTD.,




402 SOUTH COLONIAL DRIVE, LLC,




311 E. HAWKINS PARKWAY, LLC,




2281 COUNTRY CLUB DRIVE, LLC,




5902 NORTH STREET, LLC,




750 NORTH COLLEGIATE DRIVE, LLC,




1011 E. PECAN GROVE ROAD, LLC,




5550 OLD JACKSONVILLE HIGHWAY, LLC,




1329 BROWN STREET, LLC AND




1818 MARTIN DRIVE, LLC




AND




CAPITAL TEXAS S, LLC




September 10, 2010




 


 









 







TABLE OF CONTENTS




	 	 	 	 	 
	SECTION	 	PAGE	 
	 
	 	 	 	 
	ARTICLE 1: LEASED PROPERTY, TERM AND DEFINITIONS
	 	 	1	 
	1.1 Leased Property
	 	 	1	 
	1.2 Indivisible Lease
	 	 	1	 
	1.3 Term
	 	 	2	 
	1.4 Definitions
	 	 	2	 
	1.5 Landlord as Agent
	 	 	14	 
	 
	 	 	 	 
	ARTICLE 2: RENT
	 	 	15	 
	2.1 Base Rent
	 	 	15	 
	2.2 Base Rent Adjustments
	 	 	15	 
	2.2.1 Annual Increase of Base Rent
	 	 	15	 
	2.2.2 Additional Landlord Payments
	 	 	15	 
	2.3 Additional Charges
	 	 	15	 
	2.4 Place of Payment of Rent
	 	 	16	 
	2.5 Net Lease
	 	 	16	 
	2.6 No Termination, Abatement, Etc.
	 	 	16	 
	 
	 	 	 	 
	ARTICLE 3: IMPOSITIONS AND UTILITIES
	 	 	16	 
	3.1 Payment of Impositions
	 	 	16	 
	3.2 Definition of Impositions
	 	 	17	 
	3.3 Escrow of Impositions
	 	 	18	 
	3.4 Utilities
	 	 	18	 
	3.5 Discontinuance of Utilities
	 	 	18	 
	3.6 Business Expenses
	 	 	19	 
	3.7 Permitted Contests
	 	 	19	 
	 
	 	 	 	 
	ARTICLE 4: INSURANCE
	 	 	19	 
	4.1 Property Insurance
	 	 	19	 
	4.2 Liability Insurance
	 	 	20	 
	4.3 Builder’s Risk Insurance
	 	 	21	 
	4.4 Insurance Requirements
	 	 	21	 
	4.5 Replacement Value
	 	 	22	 
	4.6 Blanket Policy
	 	 	22	 
	4.7 No Separate Insurance
	 	 	22	 
	4.8 Waiver of Subrogation
	 	 	22	 
	4.9 Mortgages
	 	 	23	 
	4.10 Escrows
	 	 	23	 
	 
	 	 	 	 
	ARTICLE 5: INDEMNITY
	 	 	23	 
	5.1 Tenant’s Indemnification
	 	 	23	 
	5.1.1 Notice of Claim
	 	 	23	 
	5.1.2 Survival of Covenants
	 	 	24	 
	5.1.3 Reimbursement of Expenses
	 	 	24	 





 


(i)









 





	 	 	 	 	 
	SECTION	 	PAGE	 
	 
	 	 	 	 
	5.2 Environmental Indemnity; Audits
	 	 	24	 
	5.3 Limitation of Landlord’s Liability
	 	 	24	 
	 
	 	 	 	 
	ARTICLE 6: USE AND ACCEPTANCE OF PREMISES
	 	 	25	 
	6.1 Use of Leased Property
	 	 	25	 
	6.2 Acceptance of Leased Property
	 	 	25	 
	6.3 Conditions of Use and Occupancy
	 	 	25	 
	6.4 Prohibited Activities or Conditions
	 	 	25	 
	 
	 	 	 	 
	ARTICLE 7: MAINTENANCE AND MECHANICS’ LIENS
	 	 	26	 
	7.1 Maintenance
	 	 	26	 
	7.2 Required Alterations
	 	 	27	 
	7.3 Mechanic’s Liens
	 	 	27	 
	7.4 Replacements of Fixtures and Landlord’s Personal Property
	 	 	27	 
	7.5 Mold
	 	 	28	 
	7.6 Hazardous Materials Operations and Maintenance Program
	 	 	28	 
	 
	 	 	 	 
	ARTICLE 8: DEFAULTS AND REMEDIES
	 	 	29	 
	8.1 Events of Default
	 	 	29	 
	8.2 Remedies
	 	 	30	 
	8.3 Right of Setoff
	 	 	33	 
	8.4 Performance of Tenant’s Covenants
	 	 	33	 
	8.5 Late Payment Charge
	 	 	34	 
	8.6 Default Rent
	 	 	34	 
	8.7 Attorneys’ Fees
	 	 	34	 
	8.8 Escrows and Application of Payments
	 	 	34	 
	8.9 Remedies Cumulative
	 	 	34	 
	8.10 Waivers
	 	 	35	 
	8.11 Obligations Under the Bankruptcy Code
	 	 	35	 
	 
	 	 	 	 
	ARTICLE 9: DAMAGE AND DESTRUCTION
	 	 	35	 
	9.1 Notice of Casualty
	 	 	35	 
	9.2 Substantial Destruction
	 	 	36	 
	9.3 Partial Destruction
	 	 	37	 
	9.4 Restoration
	 	 	37	 
	9.5 Insufficient Proceeds
	 	 	37	 
	9.6 Not Trust Funds
	 	 	38	 
	9.7 Landlord’s Inspection
	 	 	38	 
	9.8 Landlord’s Costs
	 	 	38	 
	9.9 No Rent Abatement
	 	 	38	 
	 
	 	 	 	 
	ARTICLE 10: CONDEMNATION
	 	 	38	 
	10.1 Total Taking
	 	 	38	 
	10.2 Partial Taking
	 	 	39	 
	10.3 Condemnation Proceeds Not Trust Funds
	 	 	39	 





 


(ii)









 





	 	 	 	 	 
	SECTION	 	PAGE	 
	 
	 	 	 	 
	ARTICLE 11: TENANT’S PROPERTY
	 	 	40	 
	11.1 Tenant’s Property
	 	 	40	 
	11.2 Requirements for Tenant’s Property
	 	 	40	 
	 
	 	 	 	 
	ARTICLE 12: RENEWAL OPTIONS
	 	 	41	 
	12.1 Renewal Options
	 	 	41	 
	12.2 Effect of Renewal
	 	 	41	 
	12.3 Note Maturity
	 	 	42	 
	 
	 	 	 	 
	ARTICLE 13: OPTION TO PURCHASE
	 	 	42	 
	13.1 Option to Purchase
	 	 	42	 
	13.2 Option Price
	 	 	42	 
	13.3 Fair Market Value
	 	 	43	 
	13.4 Closing
	 	 	44	 
	13.5 Failure to Close Option
	 	 	44	 
	13.6 Failure to Exercise Option to Purchase and Renewal Option
	 	 	44	 
	13.7 Obligor Group Obligations Satisfaction
	 	 	45	 
	 
	 	 	 	 
	ARTICLE 14: NEGATIVE COVENANTS
	 	 	45	 
	14.1 No Debt
	 	 	45	 
	14.2 No Liens
	 	 	45	 
	14.3 No Guaranties
	 	 	45	 
	14.4 No Transfer
	 	 	45	 
	14.5 No Dissolution
	 	 	45	 
	14.6 No Change in Management or Operation
	 	 	45	 
	14.7 No Investments
	 	 	46	 
	14.8 Material Contracts
	 	 	46	 
	14.9 Subordination of Payments to Affiliates
	 	 	46	 
	14.10 Change of Location or Name
	 	 	46	 
	14.11 Anti-Terrorism Laws
	 	 	46	 
	14.12 Restrictions on Use of Units and Beds
	 	 	46	 
	14.13 Medicare and Medicaid
	 	 	47	 
	14.14 Government Authorizations
	 	 	47	 
	 
	 	 	 	 
	ARTICLE 15: AFFIRMATIVE COVENANTS
	 	 	47	 
	15.1 Perform Obligations
	 	 	47	 
	15.2 Proceedings to Enjoin or Prevent Construction
	 	 	47	 
	15.3 Documents and Information
	 	 	47	 
	15.3.1 Furnish Documents
	 	 	47	 
	15.3.2 Furnish Information
	 	 	48	 
	15.3.3 Further Assurances and Information
	 	 	48	 
	15.3.4 Material Communications
	 	 	48	 
	15.3.5 Requirements for Financial Statements
	 	 	48	 
	15.4 Compliance With Laws
	 	 	49	 
	15.5 Broker’s Commission
	 	 	49	 
	15.6 Existence and Change in Ownership
	 	 	49	 
	15.7 Financial Covenants
	 	 	49	 





 


(iii)









 





	 	 	 	 	 
	SECTION	 	PAGE	 
	 
	 	 	 	 
	15.7.1 Definitions
	 	 	49	 
	15.7.2 Coverage Ratio
	 	 	50	 
	15.7.3 Net Worth
	 	 	50	 
	15.8 Facility Licensure and Certification
	 	 	50	 
	15.9 Transfer of License and Facility Operations
	 	 	50	 
	15.9.1 Licensure
	 	 	50	 
	15.9.2 Facility Operations
	 	 	51	 
	15.10 Bed Operating Rights
	 	 	51	 
	15.11 Power of Attorney
	 	 	51	 
	15.12 Information and Images
	 	 	52	 
	15.13 Compliance with Anti-Terrorism Laws
	 	 	52	 
	15.14 Contracts; Agreements
	 	 	52	 
	 
	 	 	 	 
	ARTICLE 16: ALTERATIONS, CAPITAL IMPROVEMENTS, AND SIGNS
	 	 	53	 
	16.1 Prohibition on Alterations and Improvements
	 	 	53	 
	16.2 Approval of Alterations
	 	 	53	 
	16.3 Permitted Alterations
	 	 	53	 
	16.4 Requirements for Permitted Alterations
	 	 	53	 
	16.5 Ownership and Removal of Permitted Alterations
	 	 	54	 
	16.6 Minimum Qualified Capital Expenditures
	 	 	54	 
	16.7 Signs
	 	 	54	 
	 
	 	 	 	 
	ARTICLE 17: RESERVED
	 	 	55	 
	 
	 	 	 	 
	ARTICLE 18: ASSIGNMENT AND SALE OF LEASED PROPERTY
	 	 	55	 
	18.1 Prohibition on Assignment and Subletting
	 	 	55	 
	18.2 Requests for Landlord’s Consent to Assignment, Sublease
or Management
Agreement
	 	 	55	 
	18.3 Agreements with Residents
	 	 	56	 
	18.4 Sale of Leased Property
	 	 	56	 
	18.5 Assignment by Landlord
	 	 	57	 
	 
	 	 	 	 
	ARTICLE 19: HOLDOVER AND SURRENDER
	 	 	57	 
	19.1 Holding Over
	 	 	57	 
	19.2 Surrender
	 	 	57	 
	19.3 Indemnity
	 	 	57	 
	 
	 	 	 	 
	ARTICLE 20: LETTER OF CREDIT
	 	 	58	 
	20.1 Terms of Letter of Credit
	 	 	58	 
	20.2 Replacement Letter of Credit
	 	 	58	 
	20.3 Draws
	 	 	58	 
	20.4 Partial Draws
	 	 	59	 
	20.5 Substitute Letter of Credit
	 	 	59	 
	20.6 Retention of Letter of Credit
	 	 	59	 





 


(iv)









 





	 	 	 	 	 
	SECTION	 	PAGE	 
	 
	 	 	 	 
	ARTICLE 21: QUIET ENJOYMENT, SUBORDINATION, ATTORNMENT AND ESTOPPEL CERTIFICATES
	 	 	59	 
	21.1 Quiet Enjoyment
	 	 	59	 
	21.2 Subordination
	 	 	59	 
	21.3 Attornment
	 	 	60	 
	21.4 Estoppel Certificates
	 	 	60	 
	21.5 Subordination; Non-Disturbance, and Attornment Agreement
	 	 	61	 
	21.6 Right to Use Trade Name
	 	 	61	 
	 
	 	 	 	 
	ARTICLE 22: CONTINGENT PAYMENTS
	 	 	61	 
	22.1 Contingent Payments
	 	 	61	 
	22.2 Contingent Payments for Capital Expenditures
	 	 	61	 
	22.2.1 Conditions
	 	 	61	 
	22.2.2 No Commitment
	 	 	62	 
	22.3 Contingent Payments for Project Improvements
	 	 	62	 
	22.3.1 Conditions
	 	 	62	 
	22.3.2 No Commitment
	 	 	62	 
	 
	 	 	 	 
	ARTICLE 23: SECURITY INTEREST
	 	 	62	 
	23.1 Collateral
	 	 	62	 
	23.2 Additional Documents
	 	 	63	 
	23.3 Notice of Sale
	 	 	63	 
	23.4 Recharacterization
	 	 	63	 
	23.5 Deposit Accounts
	 	 	63	 
	 
	 	 	 	 
	ARTICLE 24: MISCELLANEOUS
	 	 	64	 
	24.1 Notices
	 	 	64	 
	24.2 Advertisement of Leased Property
	 	 	64	 
	24.3 Entire Agreement
	 	 	64	 
	24.4 Severability
	 	 	64	 
	24.5 Captions and Headings
	 	 	64	 
	24.6 Governing Law
	 	 	64	 
	24.7 Memorandum of Lease
	 	 	64	 
	24.8 Waiver
	 	 	64	 
	24.9 Binding Effect
	 	 	65	 
	24.10 No Offer
	 	 	65	 
	24.11 Modification
	 	 	65	 
	24.12 Landlord’s Modification
	 	 	65	 
	24.13 No Merger
	 	 	65	 
	24.14 Laches
	 	 	65	 
	24.15 Limitation on Tenant’s Recourse
	 	 	66	 
	24.16 Construction of Lease
	 	 	66	 
	24.17 Counterparts
	 	 	66	 
	24.18 Landlord’s Consent
	 	 	66	 
	24.19 Custody of Escrow Funds
	 	 	66	 
	24.20 Landlord’s Status as a REIT
	 	 	66	 
	24.21 Exhibits
	 	 	66	 





 


(v)









 





	 	 	 	 	 
	SECTION	 	PAGE	 
	 
	 	 	 	 
	24.22 Waiver of Jury Trial
	 	 	66	 
	24.23 Consent to Jurisdiction
	 	 	67	 
	24.24 Attorney’s Fees and Expenses
	 	 	67	 
	24.25 Survival
	 	 	67	 
	24.26 Time
	 	 	67	 
	24.27 Subtenant
	 	 	67	 






	 	 	 
	SCHEDULE 1:
	 	INITIAL RENT SCHEDULE
	 
	 	 
	EXHIBIT A:
	 	LEGAL DESCRIPTIONS
	 
	 	 
	EXHIBIT B:
	 	PERMITTED EXCEPTIONS
	 
	 	 
	EXHIBIT C:
	 	FACILITY INFORMATION
	 
	 	 
	EXHIBIT D:
	 	LANDLORD’S PERSONAL PROPERTY
	 
	 	 
	EXHIBIT E:
	 	DOCUMENTS TO BE DELIVERED
	 
	 	 
	EXHIBIT F:
	 	FINANCIAL CERTIFICATION
	 
	 	 
	EXHIBIT G:
	 	ANNUAL CAPITAL EXPENDITURE CERTIFICATE
	 
	 	 
	EXHIBIT H:
	 	WIRE TRANSFER INSTRUCTIONS
	 
	 	 
	EXHIBIT I:
	 	CONTINGENT PAYMENT REQUEST
	 
	 	 
	EXHIBIT J:
	 	[RESERVED]
	 
	 	 
	EXHIBIT K:
	 	SNDA FORM
	 
	 	 
	EXHIBIT L:
	 	FORM FOR QUALIFIED CAPITAL EXPENDITURES REPORTING






 


(vi)









 







MASTER LEASE AGREEMENT




(MASTER LEASE #2)




THIS MASTER LEASE AGREEMENT (“Lease”) is made effective as of September 10, 2010 (the
“Effective Date”) between HCRI TEXAS PROPERTIES, LTD., a limited partnership organized under the
laws of the State of Texas (“HCN-Texas” and a “Landlord” as further defined in §1.4 below), 402
SOUTH COLONIAL DRIVE, LLC (“HCN-Colonial” and a “Landlord”), 311 E. HAWKINS PARKWAY, LLC
(“HCN-Hawkins” and a “Landlord”), 2281 COUNTRY CLUB DRIVE, LLC (“HCN-Country Club” and a
“Landlord”), 5902 NORTH STREET, LLC (“HCN-North” and a “Landlord”), 750 NORTH COLLEGIATE DRIVE, LLC
(“HCN-Collegiate” and a “Landlord”), 1011 E. PECAN GROVE ROAD, LLC (“HCN-Pecan” and a “Landlord”),
5550 OLD JACKSONVILLE HIGHWAY, LLC (“HCN-Jacksonville” and a “Landlord”), 1329 BROWN STREET, LLC
(“HCN-Brown” and a “Landlord”) and 1818 MARTIN DRIVE, LLC (“HCN-Martin” and a “Landlord”), each a
limited liability company organized under the laws of the State of Delaware, and each having its
principal office located at 4500 Dorr Street, Toledo, Ohio 43615-4040, and CAPITAL TEXAS S, LLC, a
limited liability company organized under the laws of the State of Delaware (“Tenant”), having its
chief executive office located at 14160 Dallas Parkway, Suite 300, Dallas, Texas 75254.



R E C I T A L S





A. Landlord has previously acquired the Leased Property (defined below).



B. As of the date hereof, Tenant is acquiring the right to operate the Facilities (defined
below) located on the Leased Property from the prior operator thereof.



C. Landlord desires to lease the Leased Property to Tenant and Tenant desires to lease the
Leased Property from Landlord upon the terms set forth in this Lease.




NOW, THEREFORE, Landlord and Tenant agree as follows:



ARTICLE 1: LEASED PROPERTY, TERM AND DEFINITIONS




1.1 Leased Property. Landlord hereby leases to Tenant and Tenant hereby leases from
Landlord the Leased Property, subject, however, to the Permitted Exceptions and subject to the
terms and conditions of this Lease.



1.2 Indivisible Lease. This Lease constitutes one indivisible lease of the entire
Leased Property. The Leased Property constitutes one economic unit and the Base Rent and all other
provisions have been negotiated and agreed to based on a lease of all of the Leased Property as a
single, composite, inseparable transaction. This Lease would not have been made on these terms if
it was not a single indivisible lease. Except as expressly provided herein for specific, isolated
purposes (and then only to the extent expressly otherwise stated), all provisions of this Lease
shall apply equally and uniformly to all the Leased Property as


 


 









 






one unit and any Event of Default
under this Lease is an Event of Default as to the entire Leased Property. The parties intend that the provisions of this Lease shall at all times be construed, interpreted
and applied so as to carry out their mutual objective to create a single indivisible lease of all
the Leased Property and, in particular but without limitation, that for purposes of any assumption,
rejection or assignment of this Lease under the Bankruptcy Code, this is one indivisible and
nonseverable lease and executory contract dealing with one legal and economic unit which must be
assumed, rejected or assigned as a whole with respect to all (and only all) the Leased Property
covered hereby. The parties agree that the existence of more than one Landlord under this Lease
does not affect the indivisible, nonseverable nature of this Lease. The parties may amend this
Lease from time to time to include one or more additional Facility Properties as part of the Leased
Property and such future addition to the Leased Property shall not in any way change the
indivisible and nonseverable nature of this Lease and all of the foregoing provisions shall
continue to apply in full force. Notwithstanding the foregoing, from time to time, at the request
of Tenant, Landlord shall consider in good faith any reasonable request of Tenant to release one or
more Facilities from this Lease; provided, however, that the final decision as to any such release
shall be in the sole discretion of Landlord.



1.3 Term. The initial term (“Initial Term”) of this Lease commences on the Effective
Date and expires at 12:00 Midnight Eastern Time on the day before the fifteenth anniversary of the
Commencement Date (the “Expiration Date”); provided, however, that [i] Tenant has one or more
options to renew the Lease pursuant to Article 12, and [ii] that any addition of a new Facility to
the Leased Property pursuant to amendment of this Lease shall extend the Initial Term so that the
Initial Term shall expire on the day before the fifteenth anniversary of the Amendment Commencement
Date as set forth in such amendment.



1.4 Definitions. Except as otherwise expressly provided, [i] the terms defined in
this section have the meanings assigned to them in this section and include the plural as well as
the singular; [ii] all accounting terms not otherwise defined herein have the meanings assigned to
them in accordance with generally accepted accounting principles as of the time applicable; and
[iii] the words “herein”, “hereof” and “hereunder” and similar words refer to this Lease as a whole
and not to any particular section.



“Acquisition Payment” means any payment by Landlord to acquire Leased Property. The initial
Acquisition Payment is reflected on Schedule 1 hereto.



“Actual Rate of Return” means, as of any Rent Adjustment Date, the Initial Rate of Return plus
the sum of the annual Increaser Rates before that Rent Adjustment Date.



“ADA” means the federal statute entitled Americans with Disabilities Act, 42 U.S.C. §12101, et
seq.




“Additional Charges” has the meaning set forth in §2.3.



“Adjusted Allocated Base Year Resident Revenues” means, for a particular Facility, the
Allocated Base Year Resident Revenues for such Facility, adjusted as described in the definition of
“Adjusted Base Year Resident Revenues” for closures, removals, deletions and/or reductions in
licensed units.


 


2









 





“Adjusted Base Year Resident Revenues’’ means the Base Year Resident Revenues from the Leased
Property, adjusted as follows. Without limitation of any other provision of this Lease, [i] if a
particular Facility or Facilities included in the Leased Property, for any period after the
Commencement Date, is closed for any reason, or is removed or deleted from this Lease, the Base
Year Resident Revenues that correspond to any such closed, removed or deleted Facility or
Facilities (and, in the case of a partial period closure or a mid-period removal or deletion, the
Base Year Resident Revenues that correspond to any such closed, removed or deleted Facility or
Facilities for the days or months such Facility or Facilities were closed, removed or deleted)
shall be excluded from Base Year Resident Revenues (and, correspondingly, from the Allocated Base
Year Resident Revenues relative to the affected Facility(ies)) in order to arrive at “Adjusted Base
Year Resident Revenues”, (and, correspondingly, “Adjusted Allocated Base Year Resident Revenues”
relative to the affected Facility(ies)) and [ii] if the number of licensed units at any Facility is
reduced at any time from and after the Commencement Date, the Base Year Resident Revenues (and the
Allocated Base Year Resident Revenues for the applicable Facility) shall be reduced proportionally
(and, in the case of a mid-period reduction in the number of licensed units, on a prorated basis)
to reflect such reduction in the number of licensed units as if such licensed units had not been
part of the Facility for the first Lease Year (or a portion of such Lease Year, in the case of a
mid-period reduction in the number of licensed units).



“Affiliate” means any person, corporation, partnership, limited liability company, trust, or
other legal entity that, directly or indirectly, controls, or is controlled by, or is under common
control with Tenant or Guarantor. “Control” (and the correlative meanings of the terms “controlled
by” and “under common control with”) means the possession, directly or indirectly, of the power to
direct or cause the direction of the management and policies of such entity. “Affiliate” includes,
without limitation, each Guarantor.



“Allocated Base Year Resident Revenues” means, for the Leased Property, the Base Year Resident
Revenues for the Leased Property as forth on Exhibit C to the Lease.



“Amendment Commencement Date” means the Amendment Effective Date if such date is the first day
of a month, and if it is not, the first day of the first month following the Amendment Effective
Date.



“Amendment Effective Date” means the Amendment Effective Date set forth in the introductory
paragraph of an amendment to this Lease.



“Annual Facility Budget” means Tenant’s projection of the Facility Financial Statement for the
next fiscal year (or the 12-month rolling forward period, if applicable).



“Annual Financial Statements” means [i] for Tenant and Subtenant, an unaudited balance sheet,
statement of income and statement of cash flows for the most recent fiscal year on an individual
facility and consolidated basis; [ii] for each Facility, an unaudited Facility Financial Statement
for the most recent fiscal year; and [iii] for each Guarantor, an unaudited balance sheet and
statement of income for the most recent fiscal year.


 


3









 





“Annual Rent Increase” means, as of any Rent Adjustment Date, the product of [i] the
Investment Amount as of the Rent Adjustment Date times [ii] the applicable Increaser Rate. In no
event will the Annual Rent Increase be negative.



“Anti-Terrorism Laws” means any laws or regulations relating to terrorism, money laundering or
similar activities, including, without limitation, Executive Order 13224, the U.S. Patriot Act, the
laws comprising the Bank Secrecy Act, or the laws administered by OFAC.



“Appreciation” means the difference between the Fair Market Value at the time of the exercise
of the Option to Purchase and the Investment Amount at such time.




“Article 9” means Article 9 of the Uniform Commercial Code as adopted in the State of Ohio.



“Bankruptcy Code” means the United States Bankruptcy Code set forth in 11 U.S.C. §101, et
seq., as amended from time to time.



“Base Rent” has the meaning set forth in §2.1, as increased from time to time pursuant to
§2.2.



“Base Year Resident Revenues” for any Facility means Resident Revenues from such Facility for
a recent twelve month period as of the Effective Date, as set forth on Exhibit C hereto.



“Blocked Person” means a person or entity with whom Landlord is restricted by the
Anti-Terrorism Laws or by reason of inclusion on the OFAC Lists from transacting business of the
type contemplated by this Lease.




“Business Day” means any day other than a Saturday, Sunday, or national holiday.



“CERCLA” means the Comprehensive Environmental Response, Compensation and Liability Act of
1980, as amended from time to time.




“Closing” means the closing of the lease of the Leased Property to Tenant.



“CMS” means the federal agency known as the Centers for Medicare & Medicaid Services within
the U.S. Department of Health & Human Services.




“Collateral” has the meaning set forth in §23.1.



“Commencement Date” means the Effective Date if such date is the first day of a month, and if
it is not, the first day of the first month following the Effective Date.




“Commitment” means the Term Sheet for the Lease dated April 30, 2010.



“Company” means Capital Senior Living Corporation, a corporation organized under the laws of
the State of Delaware.


 


4









 





“Contingent Payment Request” means Tenant’s written request for a Contingent Payment on the
form attached as Exhibit I.



“Contingent Payment” means any payment by Landlord pursuant to the terms of this Lease
excluding Acquisition Payments.




“Default Rent” has the meaning set forth in §8.6.



“Disbursing Agreement” means any Disbursing Agreement between Landlord and Tenant setting
forth the terms and conditions pursuant to which Landlord shall make Contingent Payments to Tenant
for certain Project Improvements and any amendments thereto or substitutions and replacements
therefor.




“Effective Date” means the date of this Lease.



“Environmental Laws” means all federal, state, and local laws, ordinances and regulations and
standards, rules, policies and other governmental requirements, administrative rulings and court
judgments and decrees in effect now or in the future and including all amendments, that relate to
Hazardous Materials or the protection of human health and the environment, including, but not
limited to, [i] CERCLA; [ii] the Resource Conservation and Recovery Act; [iii] the Hazardous
Materials Transportation Act; [iv] the Clean Air Act; [v] the Clean Water Act; [vi] the Toxic
Substances Control Act; [vii] the Occupational Safety and Health Act; [viii] the Safe Drinking
Water Act; and [ix] analogous state laws and regulations.



“Environmental Permit” means any permit, license or other authorization issued under any
Hazardous Materials Law with respect to any activities or businesses conducted on or in relation to
the Leased Property.




“Event of Default” has the meaning set forth in §8.1.




“Expiration Date” has the meaning set forth in §1.3.



“Facility” means each facility located on a portion of the Land, including the Facility
Property associated with such Facility. References in this Lease to “the Facility” shall mean each
Facility individually unless expressly stated otherwise.



“Facility Financial Statement” means a financial statement for each Facility which shall
include the balance sheet, statement of income, statement of cash flows, occupancy census data
(including payor mix), statement of capital expenditures and a detailed listing of Qualified
Capital Expenditures in the form attached hereto as Exhibit L. Statement of income shall be in
substantially the form utilized as of the Effective Date and shall include [i] a comparison of
actual and budgeted revenues and expenses for the current period, year-to-date and year over year;
and [ii] a breakdown of patient and other revenues itemized by payor type.



“Facility Name” means the name under which a Facility has done business during the Term. The
Facility Name in use by each Facility on the Effective Date is set forth on the attached Exhibit C.


 


5









 





“Facility Property” means the portion of the Land on which a Facility is located, the legal
description of which is set forth beneath the applicable Facility Name on Exhibit A, the
Improvements on such portion of the Land, the Related Rights with respect to such portion of the
Land, and Landlord’s Personal Property with respect to such Facility.




“Facility State” means the State in which a respective Facility is located.




“Facility States” means, collectively, the States in which the Leased Property is located.



“Facility Uses” means the uses relating to the operation of a Facility as a facility of the
type, and operating the total number of beds and units, and having the Unit Allocation set forth on
Exhibit C with respect to such Facility.




“Fair Market Value” has the meaning set forth in §13.3.



“Fixtures” means all permanently affixed equipment, machinery, fixtures and other items of
real and/or personal property (excluding Landlord’s Personal Property), including all components
thereof, now and hereafter located in, on or used in connection with, and permanently affixed to or
incorporated into the Improvements, including, without limitation, all furnaces, boilers, heaters,
electrical equipment, heating, plumbing, lighting, ventilating, refrigerating, incineration, air
and water pollution control, waste disposal, air-cooling and air-conditioning systems and
apparatus, sprinkler systems and fire and theft protection equipment, built-in oxygen and vacuum
systems, towers and other devices for the transmission of radio, television and other signals, all
of which, to the greatest extent permitted by law, are hereby deemed by the parties hereto to
constitute real estate, together with all replacements, modifications, alterations and additions
thereto.



“Government Authorizations” means all permits, licenses, approvals, consents, and
authorizations required to comply with all Legal Requirements, including, but not limited to, [i]
zoning permits, variances, exceptions, special use permits, conditional use permits, and consents;
[ii] the permits, licenses, provider agreements and approvals required for licensure and operation
of each Facility in accordance with its respective Facility Uses and certified as a provider under
the federal Medicare and state Medicaid programs, as applicable; [iii] environmental, ecological,
coastal, wetlands, air, and water permits, licenses, and consents; [iv] curb cut, subdivision, land
use, and planning permits, licenses, approvals and consents; [v] building, sign, fire, health, and
safety permits, licenses, approvals, and consents; and [vi] architectural reviews, approvals, and
consents required under restrictive covenants.



“Guaranteed Return” means, at any time, an amount calculated to result in receipt by Landlord
and HCN of an unlevered Internal Rate of Return of 11.0% per year on the sum of the Investment
Amount plus the principal amount of the Loan.




“Guarantor” means Indemnitor and Subtenant, individually and collectively.



“Guaranty” means each Unconditional and Continuing Lease Guaranty entered into by a Guarantor
to guarantee payment and performance of the Obligor Group Obligations and any amendments thereto or
substitutions or replacements therefor.


 


6









 





“Hazardous Materials” means any substance [i] the presence of which poses a hazard to the
health or safety of persons on or about the Land, including, but not limited to, asbestos
containing materials; [ii] which requires removal or remediation under any Environmental Law,
including, without limitation, any substance which is toxic, explosive, flammable, radioactive, or
otherwise hazardous; or [iii] which is regulated under or classified under any Environmental Law as
hazardous or toxic, including, but not limited to, any substance within the meaning of “hazardous
substance”, “hazardous material”, “hazardous waste”, “toxic substance”, “regulated substance”,
“solid waste” or “pollutant” as defined in any Environmental Law.



“HCN” means Health Care REIT, Inc., a corporation organized under the laws of the State of
Delaware.



“HCN-Brown” means 1329 Brown Street, LLC, a limited liability company organized under the laws
of the State of Delaware.



“HCN-Collegiate” means 750 North Collegiate Drive, LLC, a limited liability company organized
under the laws of the State of Delaware.



“HCN-Colonial” means 402 South Colonial Drive, LLC, a limited liability company organized
under the laws of the State of Delaware.



“HCN-Country Club” means 2281 Country Club Drive, LLC, a limited liability company organized
under the laws of the State of Delaware.



“HCN-Hawkins” means 311 E. Hawkins Parkway, LLC, a limited liability company organized under
the laws of the State of Delaware.



“HCN-Jacksonville” means 5550 Old Jacksonville Highway, LLC, a limited liability company
organized under the laws of the State of Delaware.



“HCN-Martin” means 1818 Martin Drove, LLC, a limited liability company organized under the
laws of the State of Delaware.



“HCN-North” means 5902 North Street, LLC, a limited liability company organized under the laws
of the State of Delaware.



“HCN-Pecan” means 1011 E. Pecan Grove Road, LLC, a limited liability company organized under
the laws of the State of Delaware.



“HCN-Texas” means HCRI Texas Properties, LTD., a limited partnership organized under the laws
of the State of Texas.



“HIPDB” means the Healthcare Integrity and Protection Data Bank maintained by the Department
of Health and Human Services.



“Impositions” has the meaning set forth in §3.2.


 


7









 





“Improvements” means all buildings, structures, Fixtures and other improvements of every kind
on any portion of the Land, including, but not limited to, alleys, sidewalks, utility pipes,
conduits and lines (on-site and off-site), parking areas and roadways appurtenant to such buildings
and structures, now or hereafter situated upon any portion of the Land.



“Increaser Rate” means, as of any Rent Adjustment Date, three percent of the then applicable
Actual Rate of Return.



“Indemnitor” means Capital Senior Living Properties, Inc., a corporation organized under the
laws of the State of Texas.



“Initial Rate of Return” means Landlord’s rate of return for the first Lease Year as set forth
on the Rent Schedule.




“Initial Term” has the meaning set forth in §1.3.



“Internal Rate of Return” means the annualized discount rate that results in a net present
value of zero, calculated and compounded on a monthly basis (using the XIRR function that is part
of the Excel software program or equivalent financial software program).



“Investment Amount” is an aggregate concept and means the sum of all Landlord Payments
outstanding at the applicable time.



“Issuer” means a financial institution satisfactory to Landlord issuing the Letter of Credit
and such Issuer’s successors and assigns. Any “Issuer” shall have a Lace Financial Service Rating
of “C+” or higher at all times throughout the Term.




“Land” means the real property described in Exhibit A attached hereto.



“Landlord Affiliate” means any person, corporation, partnership, limited liability company,
trust, or other legal entity that, directly or indirectly, controls, or is controlled by, or is
under common control with Landlord. “Control” (and the correlative meanings of the terms
“controlled by” and “under common control with”) means the possession, directly or indirectly, of
the power to direct or cause the direction of the management and policies of such entity.




“Landlord Payment” means any Acquisition Payment or Contingent Payment.



“Landlord’s Personal Property” means all Personal Property owned by Landlord on the Effective
Date and located at the Facility, including, without limitation, all personal property listed on
the attached Exhibit D, together with any and all replacements thereof, and all Personal Property
that pursuant to the terms of this Lease becomes the property of Landlord during the Term.
Notwithstanding the foregoing, “Landlord’s Personal Property” shall not include policy and
procedural manuals and materials of Manager.



“Landlord” means HCN-Brown, HCN-Collegiate, HCN-Colonial, HCN-Country Club, HCN-Hawkins,
HCN-Jacksonville, HCN-Martin, HCN-North, HCN-Pecan and HCN-Texas, individually and collectively.


 


8









 






“LC Proceeds” has the meaning set forth in §20.3.




“Lease” means this Master Lease Agreement, as amended from time to time.



“Lease Documents” means this Lease and all documents executed by Landlord and Tenant relating
to this Lease or the Facility.



“Lease Payments” means the sum of the Base Rent payments (as increased from time to time) for
the applicable period.



“Lease Year” means each consecutive period of 365 or 366 days throughout the Term. The first
Lease Year commences on the Commencement Date and expires on the day before the first anniversary
of the Commencement Date.



“Leased Property” means all of the Land, Improvements, Related Rights and Landlord’s Personal
Property.



“Legal Requirements” means all laws, regulations, rules, orders, writs, injunctions, decrees,
certificates, requirements, agreements, conditions of participation and standards of any federal,
state, county, municipal or other governmental entity, administrative agency, insurance
underwriting board, architectural control board, private third-party payor, accreditation
organization, or any restrictive covenants applicable to the development, construction, condition
and operation of the Facility by Tenant, including, but not limited to, [i] zoning, building, fire,
health, safety, sign, and subdivision regulations and codes; [ii] certificate of need laws (if
applicable); [iii] licensure to operate as each Facility in accordance with its respective Facility
Uses; [iv] Medicare and Medicaid certification requirements (if applicable); [v] the ADA; [vi] any
Environmental Laws; and [vii] requirements, conditions and standards for participation in
third-party payor insurance programs.



“Letter of Credit” means an irrevocable and transferable Letter of Credit in an amount equal
to 25% of the Base Rent payable during the first Lease Year, issued by Issuer in favor of Landlord
as security for the Lease and in form acceptable to Landlord, and any amendments thereto or
replacements or substitutions therefor.



“Loan” means that certain loan from HCN to Tenant in an amount not to exceed $25,750,000.00
evidenced by a Loan Agreement of even date herewith between HCN and Tenant.



“Manager” means Capital Senior Management S, Inc., a corporation organized under the laws of
the State of Texas.



“Master Lease #1” means that certain First Amended and Restated Master Lease Agreement, dated
effective April 30, 2010, among Midwest Miracle Hills, LLC, Midwest Woodbridge, LLC, Midwest Ames,
LLC, Midwest Prestwick, LLC, Midwest Village of Columbus, LLC, and Midwest Windermere, LLC, each a
Landlord Affiliate, and Capital Midwest, LLC, an Affiliate of Tenant, as amended.


 


9









 





“Material Contract” means any contract relating to the operation or management of the Facility
[i] for preparing or serving food the average annual consideration of which, directly or
indirectly, is at least $50,000.00; [ii] for medical services or healthcare provider agreements the
average annual consideration of which, directly or indirectly, is at least $50,000.00; [iii] any
other contract the average annual consideration of which, directly or indirectly, is at least
$50,000.00; or [iv] that is of a type which Landlord has notified Tenant is hereafter designated or
classified by a lender of Landlord as material to the operation of the Facility. Material
Contracts do not include food supply contracts.



“Material Obligation” means [i] any indebtedness secured by a security interest in the
accounts receivable of Tenant or Subtenant or in Tenant’s or Subtenant’s interest in any Personal
Property; [ii] any indebtedness or lease of Tenant or Subtenant or of any other party that has been
guaranteed by Tenant or Subtenant that has an outstanding principal balance or obligation in an
amount not less than $500,000.00; [iii] any obligation to or agreement with the Issuer relating to
the Letter of Credit; and [iv] any sublease of the Leased Property.



“Minimum Capital Expenditures Amount” means [i] $500.00 per unit (as referenced on Exhibit C
hereto) annually for each of the first through the fifth Lease Year; [ii] $550.00 per unit annually
for each of the sixth through the tenth Lease Year; and [iii] $600.00 per unit annually for each of
the eleventh and following Lease Years.



“MMP” means a moisture management plan to control water intrusion and prevent the development
of Mold or moisture at the Leased Property. At a minimum, the MMP must contain a provision for [i]
staff training; [ii] documentation of the plan; [iii] the appropriate protocol for incident
response and remediation; and [iv] routine, scheduled inspections of common space and unit
interiors.




“Mold” means mold, fungus, microbial contamination or pathogenic organisms.



“Net Operating Income” means the pre-tax net income of Tenant or Subtenant plus [i] the amount
of the provision for depreciation and amortization; plus [ii] the amount of the provision for
interest and lease payments, if any; plus [iii] the amount of the provision for Rent payments; plus
[iv] the amount of the provision for management fees.




“Net Worth” has the meaning set forth in §15.7.1.



“O&M Program” means any written operations and maintenance program established for the Leased
Property and approved by Landlord, as such may be modified from time to time.



“Obligor Group Obligations” means all payment and performance obligations of Tenant and
Subtenant to Landlord or any Landlord Affiliate, including, but not limited to, all obligations
under [i] this Lease, [ii] any loans extended to Tenant or Subtenant by Landlord or any Landlord
Affiliate and [iii] all documents executed by Tenant or Subtenant in connection with this Lease or
any such loans. Notwithstanding the foregoing, “Obligor Group Obligations” shall not include any
obligations arising under Master Lease #1, the Roxbury Lease or the Van Dorn Lease or any related
agreements, including without limitation any guaranties of any such leases.


 


10









 






“OFAC” means the Office of Foreign Assets Control, Department of the Treasury.



“OFAC Lists” means lists of known or suspected terrorists or terrorist organizations published
by OFAC.




“Option Price” has the meaning set forth in §13.2.




“Option to Purchase” has the meaning set forth in §13.1.




“Organization State” means the State in which an entity is organized.



“Organizational Documents” means [i] for a corporation, its Articles of Incorporation
certified by the Secretary of State of the Organization State, as amended to date, and its Bylaws
certified by such entity, as amended to date; [ii] for a partnership, its Partnership Agreement
certified by such entity, as amended to date, and the Partnership Certificate, certified by the
appropriate authority, as amended to date; and [iii] for a limited liability company, its
Certificate of Formation certified by the Secretary of State of the Organization State, as amended
to date, and its Operating Agreement certified by such entity, as amended to date.



“Payment Amount” means the amount of any Landlord Payment. The first Landlord Payment is the
Acquisition Payment reflected on Schedule 1 hereto.




“Payment Date” means the date on which Landlord makes a Landlord Payment.



“Periodic Financial Statements” means [i] for Tenant and Subtenant, an unaudited balance
sheet, statement of income and statement of cash flows for the most recent quarter; [ii] for the
Facility, an unaudited Facility Financial Statement for the most recent month; and [iii] for each
Guarantor, an unaudited balance sheet and statement of income of Guarantor for the most recent
quarter. Statement of income shall be in substantially the form utilized as of the Effective Date
and, for Subtenant only, shall include [a] a comparison of actual and budgeted revenues and
expenses for the current period, year-to-date and year over year; and [b] a breakdown of patient
and other revenues itemized by payor type.



“Permitted Exceptions” means all easements, liens, encumbrances, restrictions, agreements and
other title matters existing as of the Effective Date, including, without limitation, the
exceptions to title set forth on Exhibit B attached hereto, and any sublease of any portion of the
Leased Property made in complete accordance with Article 18.



“Permitted Liens” means [i] liens granted to Landlord; [ii] liens customarily incurred by
Tenant or Subtenant in the ordinary course of business for items not delinquent, including
mechanic’s liens and deposits and charges under workers’ compensation laws; [iii] liens for taxes
and assessments not yet due and payable; [iv] any lien, charge, or encumbrance which is being
contested in good faith pursuant to this Lease; [v] the Permitted Exceptions; and [vi] purchase
money financing and capitalized equipment leases for the acquisition of personal property provided,
however, that Landlord obtains a nondisturbance agreement from the purchase money lender or
equipment lessor in form and substance as may be reasonably
satisfactory to Landlord if the original cost of the equipment exceeds $100,000.00 with
respect to any Facility.


 


11









 





“Personal Property” means all machinery, equipment, furniture, furnishings, movable walls or
partitions, computers (and all associated software), trade fixtures and other personal property
(but excluding consumable inventory and supplies owned by Tenant) used in connection with the
Leased Property, together with all replacements and alterations thereof and additions thereto,
except items, if any, included within the definition of Fixtures or Improvements.




“Portfolio Cash Flow” has the meaning set forth in §15.7.1.




“Portfolio Coverage Ratio” has the meaning set forth in §15.7.1.



“Prior Period Resident Revenues” means, with respect to any Lease Year, the Resident Revenues
for all of the Leased Property (as of the commencement of such Lease Year) for the period
commencing two months prior to the commencement of the preceding Lease Year and ending 12 months
later. By way of illustration only, if the Prior Period Resident Revenues were being determined
with respect to the Lease Year commencing as of January 1, 2011 and expiring December 31, 2011, the
Prior Period Resident Revenues applicable to such Lease Year would be determined on the basis of
the Resident Revenues for all of the Leased Property (as of January 1, 2011) for the period
commencing as of November 1, 2009 and ending October 31, 2010.




“Prohibited Activities or Conditions” has the meaning set forth in §6.4.



“Project Improvements” means any addition to or major renovation of a Facility for which
Contingent Payments are made by Landlord pursuant to §22.3.




“Purchase Notice” has the meaning set forth in §13.1.



“Qualified Capital Expenditures” means the expenditures capitalized on the books of Tenant or
Subtenant, including without limitation expenditures for any of the following: replacement of
furniture, fixtures and equipment, including refrigerators, ranges, major appliances, bathroom
fixtures, doors (exterior and interior), central air conditioning and heating systems (including
cooling towers, water chilling units, furnaces, boilers and fuel storage tanks) and major
replacement of siding; major roof replacements, including major replacements of gutters,
downspouts, eaves and soffits; major repairs and replacements of plumbing and sanitary systems;
overhaul of elevator systems; major repaving, resurfacing and sealcoating of sidewalks, parking
lots and driveways; repainting of building exterior; but excluding major alterations, additions and
normal maintenance and repairs.



“Receivables” means [i] all of Tenant’s or Subtenant’s rights to receive payment for providing
resident care and services as set forth in any accounts, contract rights, and instruments, and [ii]
those documents, chattel paper, inventory proceeds, provider agreements, participation agreements,
ledger sheets, files, records, computer programs, tapes, and agreements relating to Tenant’s or
Subtenant’s rights to receive payment for providing resident care services.


 


12









 





“Related Rights” means all easements, rights (including bed operating rights) and
appurtenances relating to the Land and the Improvements.




“Renewal Date” means the first day of each Renewal Term.




“Renewal Option” has the meaning set forth in §12.1.




“Renewal Term” has the meaning set forth in §12.1.




“Rent” means Base Rent, Additional Charges and Default Rent.



“Rent Adjustment Date” means each anniversary of the Commencement Date; provided, however,
upon the addition of a Facility to the Leased Property after the Commencement Date, this date will
be adjusted by Landlord to take into account the Amendment Commencement Date for the added Facility
and provide for one Rent Adjustment Date that is applicable for all Facilities during the Term.



“Rent Schedule” means the schedule issued by Landlord to Tenant showing the Base Rent to be
paid by Tenant pursuant to the terms of this Lease, as such schedule is amended from time to time
by Landlord. The initial Rent Schedule is attached to this Lease as Schedule 1 or will be attached
following Closing if the Rent Schedule cannot be determined until the day of Closing.



“Rent Escalation Condition” means, as to any Lease Year, that the Prior Period Resident
Revenues determined with respect to such Lease Year for all of the Leased Property (immediately
prior to the commencement of such Lease Year) equal or exceed 90% of the Adjusted Base Year
Resident Revenues for such Leased Property. By way of illustration only, for purposes of
determining whether the Rent Escalation Condition has been satisfied for the Lease Year commencing
as of January 1, 2011 and expiring as of December 31, 2011, the Resident Revenues for the period
commencing as of November 1, 2009 and ending as of October 31, 2010 would be compared to the
Adjusted Base Year Resident Revenues, in each case determined on the basis of that portion of the
Leased Property that is subject to this Lease immediately prior to January 1, 2010, to determine
whether the Prior Period Resident Revenues equal or exceed 90% of the Adjusted Base Year Resident
Revenues.



“Resident Revenues” means revenues generated from the sale of goods or services at or through
the Facilities, whether by Tenant, Subtenant or any subtenant or licensee of Tenant or Subtenant,
or any other party, which revenues are primarily derived from services provided to residents
(including, without limitation, revenues received or receivable for the use of or otherwise by
reason of all rooms, units and other facilities provided, meals served, services performed or goods
sold at the Facilities, but excluding revenues received by Tenant as rent or other consideration
from the sublease of the Facilities to Subtenant), and which revenues shall be measured and
computed using substantially the same methodology as during the period commencing on January 1,
2009 and ending on December 31, 2009 and net of contractual adjustments of governmental and other
third party payors as shown on Exhibit C hereto.



“Replacement Operator” has the meaning set forth in §15.9.1.


 


13









 





“Roxbury Lease” means that certain Lease Agreement, dated effective as of April 16, 2010,
between Midwest 108th & Q, LLC, a Landlord Affiliate, and CSL 108th & Q, LLC,
an Affiliate of Tenant, as amended.




“Secured Party” has the meaning set forth in §23.1.



“Special Focus Facility” means a skilled nursing facility that is included on the current
Special Focus Facility List that is maintained by CMS and posted on the CMS website
(www.cms.hhs.gov).



“Subtenant” means each Subtenant of a Facility as identified on Exhibit C hereto, individually
and collectively. Each Subtenant will be the licensed operator of its respective Facility as shown
on Exhibit C. References in this Lease to “Subtenant” shall mean each Subtenant individually and
shall relate to such Subtenant’s respective Facility unless expressly stated otherwise.




“Tenant” has the meaning set forth in the introductory paragraph of this Lease.




“Tenant’s Property” has the meaning set forth in §11.1.




“Term” means the Initial Term and each Renewal Term.



“Unit Allocation” means the allocation of residential units at each Facility for use as
assisted living and independent living units.



“U.S. Publicly-Traded Entity” means a person (other than an individual) whose securities are
listed on a national securities exchange, or quoted on an automated quotation system, in the United
States, or a wholly-owned subsidiary of such a person.



“Van Dorn Lease” means that certain Lease Agreement, dated effective as of April 16, 2010,
between Midwest Van Dorn, LLC, a Landlord Affiliate, and CSL Van Dorn, LLC, an Affiliate of Tenant,
as amended.



1.5 HCN as Agent. Each Landlord appoints HCN as the agent and lawful
attorney-in-fact of such Landlord to act for such Landlord for all purposes and actions of Landlord
under this Lease and the other Lease Documents. All notices, consents, waivers and all other
documents and instruments executed by HCN pursuant to the Lease Documents from time to time and all
other actions of HCN as Landlord under the Lease Documents shall be binding upon such Landlord.
All Rent payable under this Lease shall be paid to HCN. Secured Party appoints HCN as its agent
and representative and lawful attorney-in-fact to act for Secured Party for all purposes and
actions related to the security interest granted under Article 23 including, but not limited to,
the filing of financing statements.


 


14









 





ARTICLE 2: RENT




2.1 Base Rent. Tenant shall pay Landlord base rent (“Base Rent”) in advance in
consecutive monthly installments payable on the first Business Day of each month during the Term
commencing on the Commencement Date. If the Effective Date is not the first day of a
month, Tenant shall pay Landlord Base Rent on the Effective Date for the partial month, i.e.,
for the period commencing on the Effective Date and ending on the day before the Commencement Date.
The Base Rent payable for the first Lease Year is as shown on the Rent Schedule, subject to
adjustment pursuant to §2.2.2 if applicable. For the second and each subsequent Lease Year of the
Initial Term, the Base Rent shall be paid in accordance with the most recent revised Rent Schedule
provided by Landlord pursuant to §2.2, as applicable. The Base Rent for each Renewal Term will be
determined in accordance with §12.2.




2.2 Base Rent Adjustments.



2.2.1 Annual Increase of Base Rent. Commencing on the first Rent Adjustment Date and
on each Rent Adjustment Date thereafter, provided that, as of such Rent Adjustment Date, the Rent
Escalation Condition has been met for the just ending Lease Year, the annual Base Rent shall
increase by the Annual Rent Increase for the Lease Year then just beginning. If, as of any Rent
Adjustment Date, the Rent Escalation Condition has not been so met for the just ending Lease Year,
then no Base Rent increase shall occur for the Lease Year then just beginning. However, if the
Rent Escalation Condition has not been met for one or more Lease Years, the Base Rent for the next
Lease Year with respect to which the Rent Escalation Condition is satisfied shall be determined as
if the Rent Escalation Condition had been satisfied for all previous Lease Years and the Base Rent
had escalated pursuant to, and in accordance with, this §2.2.1 for all prior Lease Years. As of
each Rent Adjustment Date, Landlord shall calculate the Annual Rent Increase and shall deliver the
revised Rent Schedule to Tenant no later than 30 days after the Rent Adjustment Date. Until the
revised Rent Schedule is delivered to Tenant, Tenant shall pay the monthly Base Rent with the
Annual Rent Increase (paid in equal monthly installments) calculated based upon an Increaser Rate
of three percent of the Actual Rate of Return for the prior Lease Year. After the revised Rent
Schedule is delivered to Tenant, if the actual monthly Base Rent is more or less than the monthly
Base Rent paid pursuant to the preceding sentence, the difference shall be added to or deducted
from (as applicable) the monthly Base Rent payment made for the following month. Thereafter,
Tenant shall make monthly Base Rent payments in accordance with the revised Rent Schedule.



2.2.2 Additional Landlord Payments. If Landlord makes a Landlord Payment other than
the initial Acquisition Payment, the Base Rent will be increased effective on the Payment Date
based upon the applicable rate of return to Landlord as set forth in the Commitment applied to such
Landlord Payment. Until Tenant receives a revised Rent Schedule from Landlord, Tenant shall for
each month [i] continue to make installments of Base Rent according to the Rent Schedule in effect
on the day before the Payment Date; and [ii] within 10 days following Landlord’s issuance of an
invoice, pay the difference between the installment of Base Rent that Tenant paid to Landlord for
such month and the installment of Base Rent actually due to Landlord for such month as a result of
the Landlord Payment. On the first day of the month following receipt of the revised Rent
Schedule, Tenant shall pay the monthly installment of Base Rent specified in the revised Rent
Schedule.



2.3 Additional Charges. In addition to Base Rent, Tenant shall pay all other
amounts, liabilities, obligations and Impositions which Tenant assumes or agrees to pay under this
Lease including any fine, penalty, interest, charge and cost which may be added for nonpayment or
late payment of such items (collectively the “Additional Charges”).


 


15









 





2.4 Place of Payment of Rent. Tenant shall make all payments of Rent to Landlord by
electronic wire transfer in accordance with the wiring instructions set forth in Exhibit H attached
hereto, subject to change in accordance with other written instructions provided by Landlord from
time to time.



2.5 Net Lease. This Lease shall be deemed and construed to be an “absolute net
lease”, and Tenant shall pay all Rent and other charges and expenses in connection with the Leased
Property throughout the Term, without abatement, deduction, recoupment or setoff. Landlord shall
have all legal, equitable and contractual rights, powers and remedies provided either in this Lease
or by statute or otherwise in the case of nonpayment of the Rent.



2.6 No Termination, Abatement, Etc. Except as otherwise specifically provided in
this Lease, Tenant shall remain bound by this Lease in accordance with its terms. Tenant shall
not, without the consent of Landlord, modify, surrender or terminate the Lease, nor seek nor be
entitled to any abatement, deduction, deferment or reduction of Rent, or setoff or recoupment
against the Rent. Except as expressly provided in this Lease, the obligations of Landlord and
Tenant shall not be affected by reason of [i] any damage to, or destruction of, the Leased Property
or any part thereof from whatever cause or any Taking (as hereinafter defined) of the Leased
Property or any part thereof; [ii] the lawful or unlawful prohibition of, or restriction upon,
Tenant’s use of the Leased Property, or any part thereof, the interference with such use by any
person, corporation, partnership or other entity; [iii] except for Landlord’s breach of §21.1, any
claim which Tenant has or might have against Landlord or by reason of any default or breach of any
warranty by Landlord under this Lease or any other agreement between Landlord and Tenant, or to
which Landlord and Tenant are parties; [iv] any bankruptcy, insolvency, reorganization,
composition, readjustment, liquidation, dissolution, winding up or other proceeding affecting
Landlord or any assignee or transferee of Landlord; or [v] any other cause, whether similar or
dissimilar to any of the foregoing, other than a discharge of Tenant from any such obligations as a
matter of law. Except as otherwise specifically provided in this Lease, Tenant hereby specifically
waives all rights, arising from any occurrence whatsoever, which may now or hereafter be conferred
upon it by law [a] to modify, surrender or terminate this Lease or quit or surrender the Leased
Property or any portion thereof; or [b] entitling Tenant to any abatement, reduction, suspension or
deferment of the Rent or other sums payable by Tenant hereunder. The obligations of Landlord and
Tenant hereunder shall be separate and independent covenants and agreements and the Rent and all
other sums payable by Tenant hereunder shall continue to be payable in all events unless the
obligations to pay the same shall be terminated pursuant to the express provisions of this Lease or
by termination of this Lease other than by reason of an Event of Default.



ARTICLE 3: IMPOSITIONS AND UTILITIES




3.1 Payment of Impositions. Tenant shall pay, as Additional Charges, all Impositions
that may be levied or become a lien on the Leased Property or any part thereof at any time (whether
prior to or during the Term), without regard to prior ownership of said Leased Property, before any
fine, penalty, interest, or cost is incurred; provided, however, Tenant may contest any Imposition
in accordance with §3.7. Tenant shall deliver to Landlord [i] not more than 30 days after the due
date of each Imposition, copies of the invoice for such Imposition and the check delivered for
payment thereof; and [ii] not more than 60 days


 


16









 






after the due date of each Imposition, a copy of the official receipt evidencing such payment or other proof of payment
satisfactory to Landlord. Tenant’s obligation to pay such Impositions shall be deemed absolutely
fixed upon the date such Impositions become a lien upon the Leased Property or any part thereof.
Tenant, at its expense, shall prepare and file all tax returns and reports in respect of any
Imposition as may be required by governmental authorities. Tenant shall be entitled to any refund
due from any taxing authority if no Event of Default shall have occurred hereunder and be
continuing and if Tenant shall have paid all Impositions due and payable as of the date of the
refund. Landlord shall be entitled to any refund from any taxing authority if an Event of Default
has occurred and is continuing. Any refunds retained by Landlord due to an Event of Default shall
be applied as provided in §8.8. Landlord and Tenant shall, upon request of the other, provide such
data as is maintained by the party to whom the request is made with respect to the Leased Property
as may be necessary to prepare any required returns and reports. In the event governmental
authorities classify any property covered by this Lease as personal property, Tenant shall file all
personal property tax returns in such jurisdictions where it may legally so file. Landlord, to the
extent it possesses the same, and Tenant, to the extent it possesses the same, will provide the
other party, upon request, with cost and depreciation records necessary for filing returns for any
property so classified as personal property. Where Landlord is legally required to file personal
property tax returns, Tenant will be provided with copies of assessment notices indicating a value
in excess of the reported value in sufficient time for Tenant to file a protest. Tenant may, upon
notice to Landlord, at Tenant’s option and at Tenant’s sole cost and expense, protest, appeal, or
institute such other proceedings as Tenant may deem appropriate to effect a reduction of real
estate or personal property assessments and Landlord, at Tenant’s expense as aforesaid, shall fully
cooperate with Tenant in such protest, appeal, or other action. Tenant shall reimburse Landlord
for all personal property taxes paid by Landlord within 30 days after receipt of billings
accompanied by copies of a bill therefor and payments thereof which identify the personal property
with respect to which such payments are made. Impositions imposed in respect to the tax-fiscal
period during which the Term terminates shall be adjusted and prorated between Landlord and Tenant,
whether or not such Imposition is imposed before or after such termination, and Tenant’s obligation
to pay its prorated share thereof shall survive such termination.



3.2 Definition of Impositions. “Impositions” means, collectively, [i] taxes
(including, without limitation, all capital stock and franchise taxes of Landlord imposed by the
Facility State or any governmental entity in the Facility State due to this lease transaction or
Landlord’s ownership of the Leased Property and the income arising therefrom, or due to Landlord
being considered as doing business in the Facility State because of Landlord’s ownership of the
Leased Property or lease thereof to Tenant), all real estate and personal property ad valorem,
sales and use, business or occupation, single business, gross receipts, transaction privilege, rent
or similar taxes; [ii] assessments (including, without limitation, all assessments for public
improvements or benefits, whether or not commenced or completed prior to the date hereof and
whether or not to be completed within the Term); [iii] ground rents, water, sewer or other rents
and charges, excises, tax levies, and fees (including, without limitation, license, permit,
inspection, authorization and similar fees); [iv] all taxes imposed on Tenant’s operations of the
Leased Property, including, without limitation, employee withholding taxes, income taxes and
intangible taxes; [v] all taxes imposed by the Facility State or any governmental entity in the
Facility State with respect to the conveyance of the Leased Property by


 


17









 






Landlord to Tenant or
Tenant’s designee, including, without limitation, conveyance taxes and capital gains taxes; and [vi] all other governmental charges, in each case whether general or
special, ordinary or extraordinary, or foreseen or unforeseen, of every character in respect of the
Leased Property or any part thereof and/or the Rent (including all interest and penalties thereon
due to any failure in payment by Tenant), which at any time prior to, during or in respect of the
Term hereof may be assessed or imposed on or in respect of or be a lien upon [a] Landlord or
Landlord’s interest in the Leased Property or any part thereof; [b] the Leased Property or any part
thereof or any rent therefrom or any estate, right, title or interest therein; or [c] any
occupancy, operation, use or possession of, or sales from, or activity conducted on, or in
connection with the Leased Property or the leasing or use of the Leased Property or any part
thereof. Tenant shall not, however, be required to pay any Federal or state tax based on gross or
net income imposed on Landlord by any governmental entity other than the capital stock and
franchise taxes described in clause [i] above, nor shall Tenant be required to pay Landlord’s Texas
Margin Tax.



3.3 Escrow of Impositions. Tenant shall deposit with Landlord on the first day of
each month a sum equal to 1/12th of the Impositions assessed against the Leased Property for the
preceding tax year for real estate taxes, which sums shall be used by Landlord toward payment of
such Impositions. In addition, if an Event of Default occurs and while it remains uncured, Tenant
shall, at Landlord’s election, deposit with Landlord on the first day of each month a sum equal to
1/12th of the Impositions assessed against the Leased Property for the preceding tax year other
than for real estate taxes, which sums shall be used by Landlord toward payment of such
Impositions. Tenant, on demand, shall pay to Landlord any additional funds necessary to pay and
discharge the obligations of Tenant pursuant to the provisions of this section. The receipt by
Landlord of the payment of such Impositions by and from Tenant shall only be as an accommodation to
Tenant, the mortgagees, and the taxing authorities, and shall not be construed as rent or income to
Landlord, Landlord serving, if at all, only as a conduit for delivery purposes.



3.4 Utilities. Tenant shall pay, as Additional Charges, all taxes, assessments,
charges, deposits, and bills for utilities, including, without limitation, charges for water, gas,
oil, sanitary and storm sewer, electricity, telephone service, and trash collection, which may be
charged against the occupant of the Improvements during the Term. If an Event of Default occurs
and while it remains uncured, Tenant shall, at Landlord’s election, deposit with Landlord on the
first day of each month a sum equal to 1/12th of the amount of the annual utility expenses for the
preceding Lease Year, which sums shall be used by Landlord to pay such utilities. Tenant shall, on
demand, pay to Landlord any additional amount needed to pay such utilities. Landlord’s receipt of
such payments shall only be an accommodation to Tenant and the utility companies and shall not
constitute rent or income to Landlord. Tenant shall use its best efforts to ensure against the
freezing of water lines. Tenant hereby agrees to indemnify and hold Landlord harmless from and
against any liability or damages to the utility systems and the Leased Property that may result
from Tenant’s failure to maintain sufficient heat in the Improvements.



3.5 Discontinuance of Utilities. Landlord will not be liable for damages to person
or property or for injury to, or interruption of, business for any discontinuance of utilities nor
will such discontinuance in any way be construed as an eviction of Tenant or cause an abatement of
rent or operate to release Tenant from any of Tenant’s obligations under this Lease.


 


18









 





3.6 Business Expenses. Tenant acknowledges that it is solely responsible for all
expenses and costs incurred in connection with the operation of the Facility on the Leased
Property, including, without limitation, employee benefits, employee vacation and sick pay,
consulting fees, and expenses for inventory and supplies.



3.7 Permitted Contests. Tenant, on its own or on Landlord’s behalf (or in Landlord’s
name), but at Tenant’s expense, may contest, by appropriate legal proceedings conducted in good
faith and with due diligence, the amount or validity or application, in whole or in part, of any
Imposition or any Legal Requirement or insurance requirement or any lien, attachment, levy,
encumbrance, charge or claim provided that [i] in the case of an unpaid Imposition, lien,
attachment, levy, encumbrance, charge or claim, the commencement and continuation of such
proceedings shall suspend the collection thereof from Landlord and from the Leased Property; [ii]
neither the Leased Property nor any Rent therefrom nor any part thereof or interest therein would
be in any immediate danger of being sold, forfeited, attached or lost; [iii] in the case of a Legal
Requirement, Landlord would not be in any immediate danger of civil or criminal liability for
failure to comply therewith pending the outcome of such proceedings; [iv] in the event that any
such contest shall involve a sum of money or potential loss in excess of $50,000.00, Tenant shall
deliver to Landlord and its counsel an opinion of Tenant’s counsel to the effect set forth in
clauses [i], [ii] and [iii], to the extent applicable; [v] in the case of a Legal Requirement
and/or an Imposition, lien, encumbrance or charge, Tenant shall give such reasonable security as
may be demanded by Landlord to insure ultimate payment of the same and to prevent any sale or
forfeiture of the affected Leased Property or the Rent by reason of such nonpayment or
noncompliance; provided, however, the provisions of this section shall not be construed to permit
Tenant to contest the payment of Rent (except as to contests concerning the method of computation
or the basis of levy of any Imposition or the basis for the assertion of any other claim) or any
other sums payable by Tenant to Landlord hereunder; [vi] in the case of an insurance requirement,
the coverage required by Article 4 shall be maintained; and [vii] if such contest be finally
resolved against Landlord or Tenant, Tenant shall, as Additional Charges due hereunder, promptly
pay the amount required to be paid, together with all interest and penalties accrued thereon, or
comply with the applicable Legal Requirement or insurance requirement. Landlord, at Tenant’s
expense, shall execute and deliver to Tenant such authorizations and other documents as may be
reasonably required in any such contest, and, if reasonably requested by Tenant or if Landlord so
desires, Landlord shall join as a party therein. Tenant hereby agrees to indemnify and save
Landlord harmless from and against any liability, cost or expense of any kind that may be imposed
upon Landlord in connection with any such contest and any loss resulting therefrom.



ARTICLE 4: INSURANCE




4.1 Property Insurance. At Tenant’s expense, Tenant shall maintain in full force and
effect a property insurance policy or policies insuring the Leased Property against the following:



(a) Loss or damage commonly covered by a “Special Form” policy insuring against physical loss
or damage to the Improvements and Personal Property, including, but not limited to, risk of loss
from fire, windstorm and other hazards, collapse, transit coverage, vandalism, malicious mischief,
theft, earthquake (if the Leased Property is in a higher risk
earthquake zone as determined by Landlord) and sinkholes (if usually recommended in the area
of the Leased Property). The policy shall be in the amount of the full replacement value (as
defined in §4.5) of the Improvements and Personal Property and shall contain a deductible amount
reasonably acceptable to Landlord. Landlord shall be named as an additional insured. The policy
shall include a stipulated value endorsement or agreed amount endorsement and endorsements for
ordinance or law including demolition costs and increased cost of construction.


 


19









 





(b) If applicable, loss or damage by explosion of steam boilers, pressure vessels, or similar
apparatus, now or hereafter installed on the Leased Property, in commercially reasonable amounts
acceptable to Landlord.



(c) Consequential loss of rents and income coverage insuring against all “Special Form” risk
of physical loss or damage with limits and deductible amounts reasonably acceptable to Landlord
covering risk of loss during the first nine months of reconstruction, and containing an endorsement
for extended period of indemnity of at least six months, and shall be written with a stipulated
amount of coverage if available at a reasonable premium.



(d) If the Leased Property is located, in whole or in part, in a federally designated 100-year
flood plain area, flood insurance for the Improvements in an amount equal to the lesser of [i] the
full replacement value of the Improvements; or [ii] the maximum amount of insurance available for
the Improvements under all federal and private flood insurance programs.



(e) Loss or damage caused by the breakage of plate glass, if applicable, in commercially
reasonable amounts reasonably acceptable to Landlord.



(f) Loss or damage commonly covered by blanket crime insurance, including employee dishonesty,
loss of money orders or paper currency, depositor’s forgery, and loss of property of patients
accepted by Tenant for safekeeping, in commercially reasonable amounts acceptable to Landlord.



4.2 Liability Insurance. At Tenant’s expense, Tenant shall maintain liability
insurance against the following:



(a) Claims for personal injury or property damage commonly covered by comprehensive general
liability insurance with endorsements for incidental malpractice, contractual, personal injury,
voluntary medical payments, products and completed operations, broad form property damage, and
extended bodily injury, with commercially reasonable amounts for bodily injury, property damage,
and voluntary medical payments acceptable to Landlord, but with a combined single limit of not less
than $5,000,000.00 per occurrence.



(b) Claims for personal injury and property damage commonly covered by comprehensive
automobile liability insurance, covering all owned and non-owned automobiles, with commercially
reasonable amounts for bodily injury, property damage, and for automobile medical payments
acceptable to Landlord, but with a combined single limit of not less than $5,000,000.00 per
occurrence.


 


20









 





(c) Claims for personal injury commonly covered by medical malpractice and professional
liability insurance in commercially reasonable amounts acceptable to Landlord.



(d) Claims commonly covered by workers’ compensation insurance for all persons employed by
Tenant on the Leased Property. Such workers’ compensation insurance shall be in accordance with
the requirements of all applicable local, state, and federal law.



4.3 Builder’s Risk Insurance. In connection with any construction, Tenant shall
maintain in full force and effect a builder’s completed value risk policy (“Builder’s Risk Policy”)
of insurance in a nonreporting form insuring against all “Special Form” risk of physical loss or
damage to the Improvements, including, but not limited to, risk of loss from fire, windstorm and
other hazards, collapse, transit coverage, vandalism, malicious mischief, theft, earthquake (if
Leased Property is in a higher risk earthquake zone as determined by Landlord) and sinkholes (if
usually recommended in the area of the Leased Property). The Builder’s Risk Policy shall include
endorsements providing coverage for building materials and supplies and temporary premises. The
Builder’s Risk Policy shall be in the amount of the full replacement value of the Improvements and
shall contain a deductible amount acceptable to Landlord. Landlord shall be named as an additional
insured. The Builder’s Risk Policy shall include an endorsement permitting initial occupancy.



4.4 Insurance Requirements. The following provisions shall apply to all insurance
coverages required hereunder:



(a) The form and substance of all policies shall be subject to the approval of Landlord, which
approval will not be unreasonably withheld.



(b) The carriers of all policies shall have a Best’s Rating of “A-” or better and a Best’s
Financial Category of VII or higher and shall be authorized to do insurance business in the
Facility State.



(c) Tenant shall be the “named insured” and Landlord shall be an “additional insured” on each
policy.



(d) Tenant shall deliver to Landlord certificates or policies showing the required coverages
and endorsements. The policies of insurance shall provide that the policy may not be canceled or
not renewed, and no material change or reduction in coverage may be made, without at least 30 days’
prior written notice to Landlord.



(e) The policies shall contain a severability of interest and/or cross-liability endorsement,
provide that the acts or omissions of Tenant or Landlord will not invalidate the coverage of the
other party, and provide that Landlord shall not be responsible for payment of premiums.



(f) All loss adjustment shall require the written consent of Landlord and Tenant, as their
interests may appear.


 


21









 





(g) At least 30 days prior to the expiration of each insurance policy, Tenant shall deliver to
Landlord a certificate showing renewal of such policy and payment of the annual premium therefor
and a current Certificate of Compliance (in the form delivered at the time of Closing) completed
and signed by Tenant’s insurance agent.



4.5 Replacement Value. The term “full replacement value” means the actual
replacement cost thereof from time to time, including increased cost of construction endorsement,
with no reductions or deductions. Tenant shall, in connection with each annual policy renewal,
deliver to Landlord a redetermination of the full replacement value by the insurer or an
endorsement indicating that the Leased Property is insured for its full replacement value. If
Tenant makes any Permitted Alterations (as hereinafter defined) to the Leased Property, Landlord
may have such full replacement value redetermined at any time after such Permitted Alterations are
made, regardless of when the full replacement value was last determined.



4.6 Blanket Policy. Notwithstanding anything to the contrary contained in this
Article 4, Tenant may carry the insurance required by this Article under a blanket policy of
insurance, provided that the coverage afforded Tenant will not be reduced or diminished or
otherwise be different from that which would exist under a separate policy meeting all of the
requirements of this Lease.



4.7 No Separate Insurance. Tenant shall not take out separate insurance concurrent
in form or contributing in the event of loss with that required in this Article, or increase the
amounts of any then existing insurance, by securing an additional policy or additional policies,
unless all parties having an insurable interest in the subject matter of the insurance, including
Landlord and any mortgagees, are included therein as additional insureds or loss payees, the loss
is payable under said insurance in the same manner as losses are payable under this Lease, and such
additional insurance is not prohibited by the existing policies of insurance. Tenant shall
immediately notify Landlord of the taking out of such separate insurance or the increasing of any
of the amounts of the existing insurance by securing an additional policy or additional policies.



4.8 Waiver of Subrogation. Each party hereto hereby waives any and every claim which
arises or may arise in its favor and against the other party hereto during the Term for any and all
loss of, or damage to, any of its property located within or upon, or constituting a part of, the
Leased Property, which loss or damage is covered by valid and collectible insurance policies, to
the extent that such loss or damage is recoverable under such policies. Said mutual waiver shall
be in addition to, and not in limitation or derogation of, any other waiver or release contained in
this Lease with respect to any loss or damage to property of the parties hereto. Inasmuch as the
said waivers will preclude the assignment of any aforesaid claim by way of subrogation (or
otherwise) to an insurance company (or any other person), each party hereto agrees immediately to
give each insurance company which has issued to it policies of insurance, written notice of the
terms of said mutual waivers, and to have such insurance policies properly endorsed, if necessary,
to prevent the invalidation of said insurance coverage by reason of said waivers, so long as such
endorsement is available at a reasonable cost.


 


22









 





4.9 Mortgages. The following provisions shall apply if Landlord now or hereafter
places a mortgage on the Leased Property or any part thereof: [i] Tenant shall obtain a
standard form of lender’s loss payable clause insuring the interest of the mortgagee; [ii]
Tenant shall deliver evidence of insurance to such mortgagee; [iii] loss adjustment shall require
the consent of the mortgagee; and [iv] Tenant shall provide such other information and documents as
may be required by the mortgagee.



4.10 Escrows. After an Event of Default occurs hereunder, Tenant shall make such
periodic payments of insurance premiums in accordance with Landlord’s requirements after receipt of
notice thereof from Landlord.



ARTICLE 5: INDEMNITY




5.1 Tenant’s Indemnification. Tenant hereby indemnifies and agrees to hold harmless
Landlord, any successors or assigns of Landlord, and Landlord’s and such successors or assigns
directors, officers, employees and agents from and against any and all demands, claims, causes of
action, fines, penalties, damages (including consequential damages), losses, liabilities (including
strict liability), judgments, and expenses (including, without limitation, reasonable attorneys’
fees, court costs, and the costs set forth in §8.7) incurred in connection with or arising from:
[i] the use or occupancy of the Leased Property by Tenant or any persons claiming under Tenant;
[ii] any activity, work, or thing done, or permitted or suffered by Tenant in or about the Leased
Property; [iii] any acts, omissions, or negligence of Tenant or any person claiming under Tenant,
or the contractors, agents, employees, invitees, or visitors of Tenant or any such person; [iv] any
breach, violation, or nonperformance by Tenant or any person claiming under Tenant or the
employees, agents, contractors, invitees, or visitors of Tenant or of any such person, of any term,
covenant, or provision of this Lease or any law, ordinance, or governmental requirement of any
kind, including, without limitation, any failure to comply with any applicable requirements under
the ADA; [v] any injury or damage to the person, property or business of Tenant, its employees,
agents, contractors, invitees, visitors, or any other person entering upon the Leased Property;
[vi] any construction, alterations, changes or demolition of the Facility performed by or
contracted for by Tenant or its employees, agents or contractors; and [vii] any obligations, costs
or expenses arising under any Permitted Exceptions;. If any action or proceeding is brought
against Landlord, its employees, or agents by reason of any such claim, Tenant, upon notice from
Landlord, will defend the claim at Tenant’s expense with counsel selected by Tenant and reasonably
satisfactory to Landlord. All amounts payable to Landlord under this section shall be payable on
written demand and any such amounts which are not paid within 10 days after demand therefor by
Landlord shall bear interest at Landlord’s rate of return as provided in the Commitment. In case
any action, suit or proceeding is brought against Tenant by reason of any such occurrence, Tenant
shall use its best efforts to defend such action, suit or proceeding.



5.1.1 Notice of Claim. Landlord shall notify Tenant in writing of any claim or
action brought against Landlord in which indemnity may be sought against Tenant pursuant to this
section. Such notice shall be given in sufficient time to allow Tenant to defend or participate in
such claim or action, but the failure to give such notice in sufficient time shall not constitute a
defense hereunder nor in any way impair the obligations of Tenant under this section unless the
failure to give such notice precludes Tenant’s defense of any such action.


 


23









 





5.1.2 Survival of Covenants. The covenants of Tenant contained in this section shall
remain in full force and effect after the termination of this Lease until the expiration of the
period stated in the applicable statute of limitations during which a claim or cause of action may
be brought and payment in full or the satisfaction of such claim or cause of action and of all
expenses and charges incurred by Landlord relating to the enforcement of the provisions herein
specified.



5.1.3 Reimbursement of Expenses. Unless prohibited by law, Tenant hereby agrees to
pay to Landlord all of the reasonable fees, charges and reasonable out-of-pocket expenses related
to the Facility and required hereby, or incurred by Landlord in enforcing the provisions of this
Lease.



5.2 Environmental Indemnity; Audits. Tenant hereby indemnifies and agrees to hold
harmless Landlord, any successors to Landlord’s interest in this Lease, and Landlord’s and its
successors directors, officers, employees and agents from and against any losses, claims, damages
(including consequential damages), penalties, fines, liabilities (including strict liability),
costs (including cleanup and recovery costs), and expenses (including expenses of litigation and
reasonable consultants’ and attorneys’ fees) incurred by Landlord or any other indemnitee or
assessed against any portion of the Leased Property by virtue of any claim or lien by any
governmental or quasi-governmental unit, body, or agency, or any third party, for cleanup costs or
other costs pursuant to any Environmental Law. Tenant’s indemnity shall survive the termination of
this Lease. Provided, however, Tenant shall have no indemnity obligation with respect to [i]
Hazardous Materials first introduced to the Leased Property subsequent to the date that Tenant’s
occupancy of the Leased Property shall have fully terminated; or [ii] Hazardous Materials
introduced to the Leased Property by Landlord, its agent, employees, successors or assigns. If at
any time during the Term of this Lease any governmental authority notifies Landlord or Tenant of a
violation of any Environmental Law or Landlord reasonably believes that a Facility may violate any
Environmental Law, Landlord may require one or more environmental audits of such portion of the
Leased Property, in such form, scope and substance as specified by Landlord, at Tenant’s expense.
Tenant shall, within 30 days after receipt of an invoice from Landlord, reimburse Landlord for all
costs and expenses incurred in reviewing any environmental audit, including, without limitation,
reasonable attorneys’ fees and costs.



5.3 Limitation of Landlord’s Liability. Except to the extent caused by the gross
negligence or willful misconduct of Landlord or its agents or employees, Landlord, its agents, and
employees, will not be liable for any loss, injury, death, or damage (including consequential
damages) to persons, property, or Tenant’s business occasioned by theft, act of God, public enemy,
injunction, riot, strike, insurrection, war, court order, requisition, order of governmental body
or authority, fire, explosion, falling objects, steam, water, rain or snow, leak or flow of water
(including water from the elevator system), rain or snow from the Leased Property or into the
Leased Property or from the roof, street, subsurface or from any other place, or by dampness or
from the breakage, leakage, obstruction, or other defects of the pipes, sprinklers, wires,
appliances, plumbing, air conditioning, or lighting fixtures of the Leased Property, or from
construction, repair, or alteration of the Leased Property or from any acts or omissions of any
other occupant or visitor of the Leased Property, or from any other cause beyond Landlord’s
control.


 


24









 





ARTICLE 6: USE AND ACCEPTANCE OF PREMISES




6.1 Use of Leased Property. The Leased Property shall be used exclusively for the
Facility Uses specified for each Facility and for all lawful or licensed ancillary uses, and for no
other purpose without the prior written consent of Landlord. Tenant, Subtenant or Manager shall
obtain and maintain all Government Authorizations needed to use and operate the Leased Property for
the Facility Uses herein permitted. Tenant, Subtenant or Manager shall deliver to Landlord
complete copies of surveys, examinations, certification and licensure inspections, compliance
certificates, and other similar reports issued by any governmental agency within 10 days after
receipt of each item.



6.2 Acceptance of Leased Property. Tenant acknowledges that [i] Tenant and its
agents have had an opportunity to inspect the Leased Property; [ii] Tenant has found the Leased
Property fit for Tenant’s use; [iii] Landlord will deliver the Leased Property to Tenant in “as-is”
condition; [iv] Landlord is not obligated to make any improvements or repairs to the Leased
Property; and [v] the roof, walls, foundation, heating, ventilating, air conditioning, telephone,
sewer, electrical, mechanical, elevator, utility, plumbing, and other portions of the Leased
Property are in good working order. Tenant waives any claim or action against Landlord with
respect to the condition of the Leased Property. LANDLORD MAKES NO WARRANTY OR REPRESENTATION,
EXPRESS OR IMPLIED, IN RESPECT OF THE LEASED PROPERTY OR ANY PART THEREOF, EITHER AS TO ITS FITNESS
FOR USE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE OR OTHERWISE, OR AS TO QUALITY OF
THE MATERIAL OR WORKMANSHIP THEREIN, LATENT OR PATENT, IT BEING AGREED THAT ALL SUCH RISKS ARE TO
BE BORNE BY TENANT.



6.3 Conditions of Use and Occupancy. Tenant agrees that during the Term it shall use
and keep the Leased Property in a safe and proper manner; not commit or suffer waste thereon; not
use or occupy the Leased Property for any unlawful purposes; not use or occupy the Leased Property
or permit the same to be used or occupied, for any purpose or business deemed extra-hazardous on
account of fire or otherwise; keep the Leased Property in such repair and condition as may be
required by the Board of Health, or other city, state or federal authorities, free of all cost to
Landlord; not permit any acts to be done which will cause the cancellation, invalidation, or
suspension of any insurance policy; and permit Landlord and its agents to enter upon the Leased
Property at all reasonable times to examine the condition thereof. Landlord shall have the right
to have an annual inspection of the Leased Property performed and Tenant shall pay an inspection
fee of $1,500.00 per Facility plus Landlord’s reasonable out-of-pocket expenses within 30 days
after receipt of Landlord’s invoice.



6.4 Prohibited Activities or Conditions. Tenant shall not cause or permit the
existence of any of the following on the Leased Property (“Prohibited Activities and Conditions”):



(a) the presence, use, generation, release, treatment, processing, storage (including storage
in above ground and underground storage tanks), handling, or disposal of any Hazardous Materials on
or under the Leased Property;


 


25









 






(b) the transportation of any Hazardous Materials to, from or across the Leased Property;



(c) any occurrence or condition on the Leased Property, which occurrence or condition is or
may be in violation of Hazardous Materials Laws;



(d) any violation of or noncompliance with the terms of any Environmental Permit with respect
to the Leased Property; or




(e) any violation or noncompliance with the terms of any O&M Program.



Prohibited Activities or Conditions shall not include lawful conditions permitted by an O&M Program
or the safe and lawful use and storage of quantities of [i] pre-packaged supplies, cleaning
materials and petroleum products customarily used in the operation and maintenance of comparable
multifamily properties; [ii] cleaning materials, personal grooming items and other items sold in
pre-packaged containers for consumer use and used by tenants and occupants of residential dwelling
units in the Leased Property; [iii] petroleum products used in the operation and maintenance of
motor vehicles from time to time located on the Leased Property’s parking areas; and [iv] medical
products or devices, natural gas, propane or medical wastes, biological wastes or solid wastes, so
long as all of the foregoing are used, stored, handled, transported and disposed of in compliance
with Hazardous Materials Laws.



ARTICLE 7: MAINTENANCE AND MECHANICS’ LIENS




7.1 Maintenance. Except for damages caused by a Casualty or a Taking, which shall be
subject to the provisions of Articles 9 and 10 hereof, respectively, Tenant shall maintain, repair,
and replace the Leased Property, including, without limitation, all structural and nonstructural
repairs and replacements to the roof, foundations, exterior walls, HVAC systems, equipment, parking
areas, sidewalks, water, sewer and gas connections, pipes and mains, ordinary wear and tear
excepted. Tenant shall pay, as Additional Charges, the full cost of maintenance, repairs, and
replacements. Tenant shall maintain all drives, sidewalks, parking areas, and lawns on or about
the Leased Property in a clean and orderly condition, free of accumulations of dirt, rubbish, snow
and ice. Tenant shall at all times maintain, operate and otherwise manage the Leased Property on a
basis and in a manner consistent with the standards of quality competing facilities in the market
areas served by the Leased Property. All repairs shall, to the extent reasonably achievable, be at
least equivalent in quality to the original work or the property to be repaired shall be replaced.
Tenant will not take or omit to take any action the taking or omission of which might materially
impair the value or the usefulness of the Leased Property or any parts thereof for the Facility
Uses. Tenant shall permit Landlord to inspect the Leased Property at all reasonable times, and if
Landlord gives Tenant notice of maintenance problem areas, Tenant shall deliver to Landlord a plan
of correction within 20 Business Days after receipt of the notice. Tenant shall diligently pursue
correction of all problem areas within 60 days after receipt of the notice and, upon expiration of
the 60-day period, shall deliver evidence of completion to Landlord or an interim report evidencing
Tenant’s diligent progress towards completion and, at the end of the next 60-day period, evidence
of satisfactory completion. Upon completion, Landlord shall have the right to re-inspect the
Facility and Tenant shall pay Landlord’s reasonable out-of-pocket expenses within 30 days after
receipt of
Landlord’s invoice. At each inspection of the Leased Property by Landlord, the Facility
employee in charge of maintenance shall be available to tour the Facility with Landlord and answer
questions.


 


26









 





7.2 Required Alterations. Tenant shall, at Tenant’s sole cost and expense, make any
additions, changes, improvements or alterations to the Leased Property, including structural
alterations, which may be required by any governmental authorities, including those required to
maintain licensure or certification under the Medicare and Medicaid programs (if so certified),
whether such changes are required by Tenant’s use, changes in the law, ordinances, or governmental
regulations, defects existing as of the date of this Lease, or any other cause whatsoever. All
such additions, changes, improvements or alterations shall be deemed to be Permitted Alterations
and shall comply with all laws requiring such alterations and with the provisions of §16.4.



7.3 Mechanic’s Liens. Tenant shall have no authority to permit or create a lien
against Landlord’s interest in the Leased Property, and Tenant shall post notices or file such
documents as may be required to protect Landlord’s interest in the Leased Property against liens.
Tenant hereby agrees to defend, indemnify, and hold Landlord harmless from and against any
mechanic’s liens against the Leased Property by reason of work, labor, services or materials
supplied or claimed to have been supplied on or to the Leased Property. Tenant shall remove,
bond-off, or otherwise obtain the release of any mechanic’s lien filed against the Leased Property
within 10 days after notice of the filing thereof. Tenant shall pay all expenses in connection
therewith, including, without limitation, damages, interest, court costs and reasonable attorneys’
fees.



7.4 Replacements of Fixtures and Landlord’s Personal Property. Tenant shall not
remove Fixtures and Landlord’s Personal Property from the Leased Property except to replace the
Fixtures and Landlord’s Personal Property by other similar items of equal quality and value. Items
being replaced by Tenant may be removed and shall become the property of Tenant and items replacing
the same shall be and remain the property of Landlord. Tenant shall execute, upon written request
from Landlord, any and all documents necessary to evidence Landlord’s ownership of Landlord’s
Personal Property and replacements therefor. Tenant may finance replacements for the Fixtures and
Landlord’s Personal Property by equipment lease or by a security agreement and financing statement
if [i] Landlord has consented to the terms and conditions of the equipment lease or security
agreement; and [ii] the equipment lessor or lender has entered into a nondisturbance agreement with
Landlord upon terms and conditions reasonably acceptable to Landlord, including, without
limitation, the following: [a] Landlord shall have the right (but not the obligation) to assume
such security agreement or equipment lease upon the occurrence of an Event of Default under this
Lease; [b] the equipment lessor or lender shall notify Landlord of any default by Tenant under the
equipment lease or security agreement and give Landlord a reasonable opportunity to cure such
default; and [c] Landlord shall have the right to assign its rights under the equipment lease,
security agreement, or nondisturbance agreement. Tenant shall, within 30 days after receipt of an
invoice from Landlord, reimburse Landlord for all costs and expenses incurred in reviewing and
approving the equipment lease, security agreement, and nondisturbance agreement, including, without
limitation, reasonable attorneys’ fees and costs.


 


27









 





7.5 Mold. If Landlord determines that Mold has developed as a result of a water
intrusion event or leak, Landlord, at Landlord’s discretion, may require that a professional
inspector inspect the Leased Property as frequently as Landlord determines is reasonably necessary
until any issue with Mold and its causes are resolved to Landlord’s reasonable satisfaction. Such
inspection shall be limited to a visual and olfactory inspection of the area that has experienced
the Mold, water intrusion event or leak. Tenant shall be responsible for the cost of such
professional inspection and any remediation deemed to be necessary as a result of the professional
inspection. After any issue with Mold, water intrusion or leaks is remedied to Landlord’s
reasonable satisfaction, Landlord shall not require a professional inspection any more frequently
than once every three years unless Landlord is otherwise aware of Mold as a result of a subsequent
water intrusion event or leak. If Landlord determines not to conduct an annual inspection of the
Leased Property, and, in lieu thereof, Landlord requests a certification, Tenant shall be prepared
to provide and must actually provide to Landlord a factually correct certification each year that
the annual inspection is waived to the following effect:




Tenant has not received any written complaint, notice, letter or other
written communication regarding Mold or any activity, condition, event
or omission that causes or facilitates the growth of Mold on or in any
part of the Leased Property or, if Tenant has received any such written
complaint, notice, letter or other written communication, that Tenant
has investigated and determined that no Mold activity, condition or
event exists or alternatively has fully and properly remediated such
activity, condition, event or omission in compliance with the MMP for
the Leased Property.



If Tenant is unwilling or unable to provide such certification, Landlord may require a professional
inspection of the Leased Property at Tenant’s expense. Notwithstanding any other provision hereof,
any determination or standard imposed by Landlord hereunder shall be deemed “reasonable” to the
extent that it is required to meet the requirements imposed upon Landlord by Landlord’s lender.
Landlord shall, upon request, provide Tenant with reasonable evidence of such requirements imposed
by Landlord’s lender.



7.5.1 MMP. Unless otherwise waived by Landlord in writing, Tenant must have or
must establish and must adhere to the MMP. If Tenant is required to have an MMP, Tenant must
keep all MMP documentation at the Leased Property and available for the Landlord to review
during any inspection of the Leased Property.



7.6 Hazardous Materials Operations and Maintenance Program. If required by Landlord,
Tenant shall establish a written O&M Program with respect to certain Hazardous Materials. Tenant
shall comply in a timely manner with, and cause all employees, agents, and contractors of Tenant
and any other persons present on the Leased Property to comply with each O&M Program. Tenant shall
pay all costs of performance of Tenant’s obligations under any O&M Program, and Landlord’s
out-of-pocket costs incurred in connection with the monitoring and review of each O&M Program and
Tenant’s performance shall be paid by Tenant upon demand by Landlord.


 


28









 





ARTICLE 8: DEFAULTS AND REMEDIES




8.1 Events of Default. The occurrence of any one or more of the following shall be
an event of default (“Event of Default”) hereunder without any advance notice to Tenant unless
specified herein:



(a) Tenant fails to pay in full [i] any installment of Base Rent within 10 days after such
payment is due or, [ii] any Additional Charges or any other monetary obligation payable by Tenant
under this Lease (including the Option Price) within 10 days after the time period for payment
thereof set forth in this Lease.



(b) Tenant, Subtenant or Guarantor (where applicable) fails to comply with any covenant set
forth in Article 14 (other than §14.8), §15.6, §15.7, the last sentence of §15.8 or Article 20 of
this Lease.



(c) Tenant fails to observe and perform any other covenant, condition or agreement under this
Lease to be performed by Tenant and [i] such failure continues for a period of 30 days after
written notice thereof is given to Tenant by Landlord; or [ii] if, by reason of the nature of such
default it cannot be remedied within 30 days, Tenant fails to proceed with diligence reasonably
satisfactory to Landlord after receipt of the notice to cure the default or, in any event, fails to
cure such default within 60 days after receipt of the notice. The foregoing notice and cure
provisions do not apply to any Event of Default otherwise specifically described in any other
subsection of §8.1.



(d) Tenant or Subtenant abandons or vacates any Facility Property or any material part
thereof, ceases to operate any Facility, ceases to do business or ceases to exist for any reason
for any one or more days.



(e) [i] The filing by Tenant, Subtenant or Guarantor of a petition under the Bankruptcy Code
or the commencement of a bankruptcy or similar proceeding by Tenant, Subtenant or Guarantor; [ii]
the failure by Tenant, Subtenant or Guarantor within 60 days to dismiss an involuntary bankruptcy
petition or other commencement of a bankruptcy, reorganization or similar proceeding against such
party, or to lift or stay any execution, garnishment or attachment of such consequence as will
impair its ability to carry on its operation at the Leased Property; [iii] the entry of an order
for relief under the Bankruptcy Code in respect of Tenant, Subtenant or Guarantor; [iv] any
assignment by Tenant, Subtenant or Guarantor for the benefit of its creditors; [v] the entry by
Tenant, Subtenant or Guarantor into an agreement of composition with its creditors; [vi] the
approval by a court of competent jurisdiction of a petition applicable to Tenant, Subtenant or
Guarantor in any proceeding for its reorganization instituted under the provisions of any state or
federal bankruptcy, insolvency, or similar laws; [vii] appointment by final order, judgment, or
decree of a court of competent jurisdiction of a receiver of a whole or any substantial part of the
properties of Tenant, Subtenant or Guarantor (provided such receiver shall not have been removed or
discharged within 60 days of the date of his qualification).


 


29









 





(f) [i] Any receiver, administrator, custodian or other person takes possession or control of
any of the Leased Property and continues in possession for 60 days; [ii]
any writ against any of the Leased Property is not released within 60 days; [iii] any judgment
is rendered against the Leased Property, Tenant or Subtenant of more than $200,000.00 which affect
the Leased Property or any part thereof, which is not dismissed, discharged, or bonded off within
60 days (except as otherwise provided in this section); [iv] all or a substantial part of the
assets of Tenant, Subtenant or Guarantor are attached, seized, subjected to a writ or distress
warrant, or are levied upon, or come into the possession of any receiver, trustee, custodian, or
assignee for the benefit of creditors; [v] Tenant, Subtenant or Guarantor is enjoined, restrained,
or in any way prevented by court order, or any proceeding is filed or commenced seeking to enjoin,
restrain or in any way prevent Tenant, Subtenant or Guarantor from conducting all or a substantial
part of its business or affairs; or [vi] except as otherwise permitted hereunder, a final notice of
lien, levy or assessment is filed of record with respect to all or any part of the Leased Property
or any property of Tenant or Subtenant located at the Leased Property and is not dismissed,
discharged, or bonded-off within 60 days.



(g) Any representation or warranty made by Tenant, Subtenant or Guarantor in this Lease or any
other document executed in connection with this Lease, any guaranty of or other security for this
Lease, or any report, certificate, application, financial statement or other instrument furnished
by Tenant, Subtenant or Guarantor pursuant hereto or thereto shall prove to be false or misleading
in any material respect as of the date made.



(h) Tenant, any Subtenant, any Guarantor, or any Affiliate defaults on any Obligor Group
Obligation, or the occurrence of a default under any Material Obligation, and any applicable grace
or cure period with respect to default under such indebtedness or obligation expires without such
default having been cured. This provision applies to all such indebtedness, obligations and
agreements as they may be amended, modified, extended, or renewed from time to time.



(i) [i] The license for the Facility or any other Government Authorization is canceled,
suspended, reduced to provisional or temporary, or otherwise invalidated and not reinstated within
60 days thereafter, [ii] license revocation or decertification proceedings are commenced against
Tenant or Subtenant and not dismissed within 60 days, [iii] any reduction occurs in the number of
licensed beds or units at the Facility and such original number of beds is not reinstated within 60
days, [iv] an admissions ban is issued for the Facility and not dismissed within 60 days; or [v]
the Facility is identified by CMS as a Special Focus Facility.



8.2 Remedies. Upon the occurrence of an Event of Default under this Lease or any
Lease Document, and at any time thereafter until Landlord waives the default in writing or
acknowledges cure of the default in writing, at Landlord’s option, without declaration, notice of
nonperformance, protest, notice of protest, notice of default, notice to quit or any other notice
or demand of any kind, Landlord may exercise any and all rights and remedies provided in this Lease
or any Lease Document or otherwise provided under law or in equity, including, without limitation,
any one or more of the following remedies (provided that Landlord shall not be entitled to recover
the same or equivalent damages more than once):



(a) Landlord may re-enter and take possession of the Leased Property without terminating this
Lease, and lease the Leased Property for the account of Tenant, holding
Tenant liable for all costs of Landlord in reletting the Leased Property and for the
difference in the amount received by such reletting and the amounts payable by Tenant under the
Lease.


 


30









 





(b) Landlord may terminate this Lease by written notice to Tenant, exclude Tenant from
possession of the Leased Property and use reasonable efforts to lease the Leased Property to others
at a commercially available rent, holding Tenant liable for the difference in the amounts received
from such reletting and the amounts payable by Tenant under this Lease.



(c) Landlord may re-enter the Leased Property and have, repossess and enjoy the Leased
Property as if this Lease had not been made, and in such event, Tenant and its successors and
assigns shall remain liable for any contingent or unliquidated obligations or sums owing at the
time of such repossession; but Tenant shall not be liable for Rent with respect to periods from and
after such event.



(d) Landlord may have access to and inspect, examine and make copies of the books and records
and any and all accounts, data and income tax and other returns of Tenant insofar as they pertain
to the Leased Property.



(e) Landlord may accelerate all of the unpaid Rent hereunder based on the then current Rent
Schedule and Tenant shall be liable for the present value of the aggregate Rent for the unexpired
term of this Lease, discounted at an annual rate equal to the then-current U.S. Treasury Note rate
for the closest comparable term.



(f) Landlord may take whatever action at law or in equity as may appear necessary or desirable
to collect the Rent and other amounts payable under this Lease then due and thereafter to become
due, or to enforce performance and observance of any obligations, agreements or covenants of Tenant
under this Lease.



(g) With respect to the Collateral or any portion thereof and Secured Party’s security
interest therein, Secured Party may exercise all of its rights as secured party under Article 9.
Secured Party may sell the Collateral by public or private sale upon 10 days’ prior notice to
Tenant or Subtenant. Tenant and Subtenant agree that a commercially reasonable manner of
disposition of the Collateral shall include, without limitation and at the option of Secured Party,
a sale of the Collateral, in whole or in part, concurrently with the sale of the Leased Property.



(h) Secured Party may obtain control over and collect the Receivables and apply the proceeds
of the collections to satisfaction of the Obligor Group Obligations unless prohibited by law.
Tenant and Subtenant appoint HCN or its designee as attorney for Tenant and Subtenant,
respectively, with powers [i] to receive, to endorse, to sign and/or to deliver, in Tenant’s or
Subtenant’s name or Secured Party’s name, any and all checks, drafts, and other instruments for the
payment of money relating to the Receivables, and to waive demand, presentment, notice of dishonor,
protest, and any other notice with respect to any such instrument; [ii] to sign Tenant’s or
Subtenant’s name on any invoice or bill of lading relating to any Receivable, drafts against
account debtors, assignments and verifications of Receivables, and notices to account debtors;
[iii] to send verifications of


 


31









 





Receivables to any account debtor; and [iv] to do all other acts and things necessary to carry out this Lease. Secured Party shall
not be liable for any omissions, commissions, errors of judgment, or mistakes in fact or law made
in the exercise of any such powers. At Secured Party’s option, Tenant and Subtenant shall [i]
provide Secured Party a full accounting of all amounts received on account of Receivables with such
frequency and in such form as Secured Party may require, either with or without applying all
collections on Receivables in payment of the Obligor Group Obligations or [ii] deliver to Secured
Party on the day of receipt all such collections in the form received and duly endorsed by Tenant
or Subtenant, as applicable. At Secured Party’s request, Tenant and Subtenant shall institute any
action or enter into any settlement determined by Secured Party to be necessary to obtain recovery
or redress from any account debtor in default of Receivables. Secured Party may give notice of its
security interest in the Receivables to any or all account debtors with instructions to make all
payments on Receivables directly to Secured Party, thereby terminating Tenant’s and Subtenant’s
authority to collect Receivables. After terminating Tenant’s and Subtenant’s authority to enforce
or collect Receivables, Secured Party shall have the right to take possession of any or all
Receivables and records thereof and is hereby authorized to do so, and only Secured Party shall
have the right to collect and enforce the Receivables. Prior to the occurrence of an Event of
Default, at Tenant’s and Subtenant’s cost and expense, but on behalf of Secured Party and for
Secured Party’s account, Tenant and Subtenant shall collect or otherwise enforce all amounts unpaid
on Receivables and hold all such collections in trust for Secured Party, but Tenant and Subtenant
may commingle such collections with Tenant’s and Subtenant’s own funds, until Tenant’s and
Subtenant’s authority to do so has been terminated, which may be done only after an Event of
Default. Notwithstanding any other provision hereof, Secured Party does not assume any of Tenant’s
or Subtenant’s obligations under any Receivable, and Secured Party shall not be responsible in any
way for the performance of any of the terms and conditions thereof by Tenant or Subtenant.



(i) Without waiving any prior or subsequent Event of Default, Landlord may waive any Event of
Default or, with or without waiving any Event of Default, remedy any default.




(j) Landlord may terminate its obligation, if any, to disburse any Landlord Payments.



(k) Landlord may enter and take possession of the Land or any portion thereof and any one or
more Facilities without terminating this Lease and, if applicable, complete construction and
renovation of the Improvements (or any part thereof) and perform the obligations of Tenant under
the Lease Documents. Without limiting the generality of the foregoing and for the purposes
aforesaid, Tenant hereby appoints HCN its lawful attorney-in-fact with full power to do any of the
following: [i] complete construction, renovation and equipping of the Improvements in the name of
Tenant; [ii] use unadvanced funds remaining under the Investment Amount, or funds that may be
reserved, escrowed, or set aside for any purposes hereunder at any time, or to advance funds in
excess of the Investment Amount, to complete the Improvements; [iii] make changes in the plans and
specifications that shall be necessary or desirable to complete the Improvements in substantially
the manner contemplated by the plans and specifications; [iv] retain or employ new general
contractors, subcontractors, architects, engineers, and inspectors as shall be required for said
purposes; [v] pay, settle, or compromise all existing bills and claims, which may be liens or
security


 


32









 






interests, or to avoid such bills and claims becoming liens against the Facility or security interest against fixtures or equipment,
or as may be necessary or desirable for the completion of the construction and equipping of the
Improvements or for the clearance of title; [vi] execute all applications and certificates, in the
name of Tenant, that may be required in connection with any construction; [vii] do any and every
act that Tenant might do in its own behalf, to prosecute and defend all actions or proceedings in
connection with the Improvements; and [viii] to execute, deliver and file all applications and
other documents and take any and all actions necessary to transfer the operations of the Facility
to Secured Party or Secured Party’s designee. This power of attorney is a power coupled with an
interest and cannot be revoked.



(l) Landlord may apply, with or without notice to Tenant, for the appointment of a receiver
(“Receiver”) for Tenant or Tenant’s business or for the Leased Property. Unless prohibited by law,
such appointment may be made either before or after termination of Tenant’s possession of the
Leased Property, without notice, without regard to the solvency or insolvency of Tenant at the time
of application for such Receiver and without regard to the then value of the Leased Property, and
Secured Party may be appointed as Receiver. After the occurrence of an Event of Default, Landlord
shall be entitled to appointment of a receiver as a matter of right and without the need to make
any showing other than the existence of an Event of Default. The Receiver shall have the power to
collect the rents, income, profits and Receivables of the Leased Property during the pendency of
the receivership and all other powers which may be necessary or are usual in such cases for the
protection, possession, control, management and operation of the Leased Property during the whole
of said proceeding. All sums of money received by the Receiver from such rents and income, after
deducting therefrom the reasonable charges and expenses paid or incurred in connection with the
collection and disbursement thereof, shall be applied to the payment of the Rent or any other
monetary obligation of Tenant under this Lease, including, without limitation, any losses or
damages incurred by Landlord under this Lease. Tenant, if requested to do so, will consent to the
appointment of any such Receiver as aforesaid.



(m) Landlord may terminate any management agreement with respect to any of the Leased Property
and shall have the right to retain, at commercially reasonable rates, one or more managers for the
Leased Property at the expense of Tenant, such manager(s) to serve for such term and at such
compensation as Landlord reasonably determines is necessary under the circumstances.



8.3 Right of Setoff. Landlord may, and is hereby authorized by Tenant to, at any
time and from time to time without advance notice to Tenant (any such notice being expressly waived
by Tenant), setoff or recoup and apply any and all sums held by Landlord, any indebtedness of
Landlord to Tenant, and any claims by Tenant against Landlord, against any obligations of Tenant
hereunder and against any claims by Landlord against Tenant, whether or not such obligations or
claims of Tenant are matured and whether or not Landlord has exercised any other remedies
hereunder. The rights of Landlord under this section are in addition to any other rights and
remedies Landlord may have against Tenant.



8.4 Performance of Tenant’s Covenants. Landlord may perform any obligation of Tenant
which Tenant has failed to perform within five days after Landlord has sent a written notice to
Tenant informing it of its specific failure. Tenant shall reimburse Landlord on
demand, as Additional Charges, for any expenditures thus incurred by Landlord and shall pay
interest thereon at Landlord’s rate of return as provided in the Commitment.


 


33









 





8.5 Late Payment Charge. Tenant acknowledges that any default in the payment of any
installment of Rent payable hereunder will result in loss and additional expense to Landlord in
servicing any indebtedness of Landlord secured by the Leased Property, handling such delinquent
payments, and meeting its other financial obligations, and because such loss and additional expense
is extremely difficult and impractical to ascertain, Tenant agrees that in the event any Rent
payable to Landlord hereunder is not paid within 10 days after the due date, Tenant shall pay a
late charge of 5% of the amount of the overdue payment as a reasonable estimate of such loss and
expenses, unless applicable law requires a lesser charge, in which event the maximum rate permitted
by such law may be charged by Landlord. The 10-day grace period set forth in this section shall
not extend the time for payment of Rent or the period for curing any default or constitute a waiver
of such default.



8.6 Default Rent. At Landlord’s option at any time after the occurrence of an Event
of Default and while such Event of Default remains uncured, the Base Rent payable under this Lease
shall be increased to reflect Landlord’s rate of return of 12.0% per annum on the Investment Amount
(“Default Rent”); provided, however, that if a court of competent jurisdiction determines that any
other amounts payable under this Lease are deemed to be interest, the Default Rent shall be
adjusted to ensure that the aggregate interest payable under this Lease does not accrue at a rate
in excess of the maximum legal rate.



8.7 Attorneys’ Fees. Tenant shall pay all reasonable costs and expenses incurred by
Landlord in enforcing or preserving Landlord’s rights under this Lease, whether or not an Event of
Default has actually occurred or has been declared and thereafter cured, including, without
limitation, [i] the fees, expenses, and costs of any litigation, appellate, receivership,
administrative, bankruptcy, insolvency or other similar proceeding; [ii] reasonable attorney,
paralegal, consulting and witness fees and disbursements, whether in-house counsel or outside
counsel; and [iii] the reasonable expenses, including, without limitation, lodging, meals, and
transportation, of Landlord and its employees, agents, attorneys, and witnesses in preparing for
litigation, administrative, bankruptcy, insolvency or other similar proceedings and attendance at
hearings, depositions, and trials in connection therewith. All such reasonable costs, expenses,
charges and fees payable by Tenant shall be deemed to be Additional Charges under this Lease.



8.8 Escrows and Application of Payments. As security for the performance of the
Obligor Group Obligations, Tenant hereby assigns to Landlord all its right, title, and interest in
and to all monies escrowed with Landlord under this Lease and all deposits with utility companies,
taxing authorities and insurance companies; provided, however, that Landlord shall not exercise its
rights hereunder until an Event of Default has occurred. Any payments received by Landlord under
any provisions of this Lease during the existence or continuance of an Event of Default shall be
applied to the Obligor Group Obligations in the order which Landlord may determine.



8.9 Remedies Cumulative. The remedies of Landlord herein are cumulative to and not
in lieu of any other remedies available to Landlord at law or in equity. The use of any one remedy
shall not be taken to exclude or waive the right to use any other remedy.


 


34









 





8.10 Waivers. Tenant waives [i] any notice required by statute or other law as a
condition to bringing an action for possession of, or eviction from, any of the Leased Property,
[ii] any right of re-entry or repossession, [iii] any right to a trial by jury in any action or
proceeding arising out of or relating to this Lease, [iv] any objections, defenses, claims or
rights with respect to the exercise by Landlord of any rights or remedies, [v] any right of
redemption whether pursuant to statute, at law or in equity, [vi] all presentments, demands for
performance, notices of nonperformance, protest, notices of protest, notices of dishonor, notices
to quit and any other notice or demand of any kind, and [vii] all notices of the existence,
creation or incurring of any obligation or advance under this Lease before or after this date.



8.11 Obligations Under the Bankruptcy Code. Upon filing of a petition by or against
Tenant under the Bankruptcy Code, Tenant, as debtor and as debtor-in-possession, and any trustee
who may be appointed with respect to the assets of or estate in bankruptcy of Tenant, agree to pay
monthly in advance on the first day of each month, as reasonable compensation for the use and
occupancy of the Leased Property, an amount equal to all Rent due pursuant to this Lease. Included
within and in addition to any other conditions or obligations imposed upon Tenant or its successor
in the event of the assumption and/or assignment of this Lease are the following: [i] the cure of
any monetary defaults and reimbursement of pecuniary loss within not more than 15 Business Days of
assumption and/or assignment; [ii] the deposit of an additional amount equal to not less than three
months’ Base Rent, which amount is agreed to be a necessary and appropriate deposit to adequately
assure the future performance under this Lease of the Tenant or its assignee; and [iii] the
continued use of the Leased Property for the Facility Uses. Nothing herein shall be construed as
an agreement by Landlord to any assignment of this Lease or a waiver of Landlord’s right to seek
adequate assurance of future performance in addition to that set forth hereinabove in connection
with any proposed assumption and/or assignment of this Lease.



ARTICLE 9: DAMAGE AND DESTRUCTION




9.1 Notice of Casualty. If the Leased Property shall be destroyed, in whole or in
part, or damaged by fire, flood, windstorm or other casualty in excess of $150,000.00 (a
“Casualty”), Tenant shall give written notice thereof to Landlord within three Business Days after
the occurrence of the Casualty. Within 15 days after the occurrence of the Casualty or as soon
thereafter as such information is reasonably available to Tenant, Tenant shall provide the
following information to Landlord: [i] the date of the Casualty; [ii] the nature of the Casualty;
[iii] a description of the damage or destruction caused by the Casualty, including the type of
Leased Property damaged and the area of the Improvements damaged; [iv] a preliminary estimate of
the cost to repair, rebuild, restore or replace the Leased Property; [v] a preliminary estimate of
the schedule to complete the repair, rebuilding, restoration or replacement of the Leased Property;
[vi] a description of the anticipated property insurance claim, including the name of the insurer,
the insurance coverage limits, the deductible amount, the expected settlement amount, and the
expected settlement date; and [vii] a description of the business interruption claim, including the
name of the insurer, the insurance coverage limits, the deductible amount, the expected settlement
amount, and the expected settlement date. Within five days after request from Landlord, Tenant
will provide Landlord with copies of all correspondence to the insurer and any other information
reasonably requested by Landlord.


 


35









 






9.2 Substantial Destruction.



9.2.1 If any Facility’s Improvements are substantially destroyed at any time other than during
the final 12 months of the Initial Term or any Renewal Term, Tenant shall promptly rebuild and
restore such Improvements in accordance with §9.4 and Landlord shall make the insurance proceeds
available to Tenant for such restoration. The term “substantially destroyed” means any casualty
resulting in the loss of use of 50% or more of the licensed beds at any one Facility.



9.2.2 If any Facility’s Improvements are substantially destroyed during the final 12 months of
the Initial Term or any Renewal Term, Landlord may elect to terminate this Lease with respect to
the entire Leased Property and retain the insurance proceeds unless Tenant exercises its option to
renew as set forth in §9.2.3 or exercises its option to purchase as set forth in §9.2.4. If
Landlord elects to terminate, Landlord shall give notice (“Termination Notice”) of its election to
terminate this Lease within 30 days after receipt of Tenant’s notice of the damage. If Tenant does
not exercise its option to renew under §9.2.3 or its option to purchase under §9.2.4 within 30 days
after delivery of the Termination Notice, this Lease shall terminate on the 30th day after delivery
of the Termination Notice. If this Lease is so terminated, Tenant shall be liable to Landlord for
all Rent and all other obligations accrued under this Lease through the effective date of
termination.



9.2.3 If any Facility’s Improvements are substantially destroyed during the final 12 months of
the Initial Term and Landlord gives the Termination Notice, Tenant shall have the option to renew
this Lease with respect to the entire Leased Property (but not any part thereof). Tenant shall
give Landlord irrevocable notice of Tenant’s election to renew within 30 days after delivery of the
Termination Notice. If Tenant elects to renew, the Renewal Term will be in effect for the balance
of the then current Term plus a 15-year period. The Renewal Term will commence on the third day
following Landlord’s receipt of Tenant’s notice of renewal. All other terms of this Lease for the
Renewal Term shall be in accordance with Article 12. The Improvements will be restored by Tenant
in accordance with the provisions of this Article 9 regarding partial destruction.



9.2.4 If any Facility’s Improvements are substantially destroyed during the final 12 months of
the Initial Term or any Renewal Term and Landlord gives the Termination Notice, Tenant shall have
the option to purchase the entire Leased Property (but not any part thereof). Tenant shall give
Landlord notice of Tenant’s election to purchase within 30 days after delivery of the Termination
Notice. If Tenant elects to purchase the Leased Property, the Option Price will be determined in
accordance with §13.2 and the Fair Market Value will be determined in accordance with §13.3 except
as otherwise provided in this section. For purposes of determining the Fair Market Value, the
Leased Property will be valued as if it had been restored to be equal in value to the Leased
Property existing immediately prior to the occurrence of the damage. All other terms of the option
to purchase shall be in accordance with Article 13. Landlord shall hold the insurance proceeds
until the closing of the purchase of the Leased Property and at closing shall deliver the proceeds
to Tenant.


 


36









 





9.3 Partial Destruction. If any Facility’s Improvements are not substantially
destroyed, then Tenant shall comply with the provisions of §9.4 and Landlord shall make the
insurance proceeds available to Tenant for such restoration.



9.4 Restoration. Tenant shall promptly repair, rebuild, or restore the damaged
Leased Property, at Tenant’s expense, so as to make the Leased Property as close as possible in
value to the Leased Property existing immediately prior to such occurrence and as nearly similar to
it in character as is practicable and reasonable. Before beginning such repairs or rebuilding, or
letting any contracts in connection with such repairs or rebuilding, Tenant will submit for
Landlord’s approval, which approval Landlord will not unreasonably withhold or delay, plans and
specifications meeting the requirements of §16.2 for such repairs or rebuilding. Promptly after
receiving Landlord’s approval of the plans and specifications and receiving the proceeds of
insurance, Tenant will begin such repairs or rebuilding and will prosecute the repairs and
rebuilding to completion with diligence, subject, however, to strikes, lockouts, acts of God,
embargoes, governmental restrictions, and other causes beyond Tenant’s reasonable control.
Landlord will make available to Tenant the net proceeds of any fire or other casualty insurance
paid to Landlord for such repair or rebuilding as the same progresses, after deduction of any costs
of collection, including attorneys’ fees. Payments will be made against properly certified
vouchers of a competent architect in charge of the work and approved by Landlord. Payments for
deposits for the repairing or rebuilding or delivery of materials to the Facility will be made upon
Landlord’s receipt of evidence reasonably satisfactory to Landlord that such payments are required
in advance. Prior to commencing the repairing or rebuilding, Tenant shall deliver to Landlord for
Landlord’s approval a schedule setting forth the estimated monthly draws for such work. Landlord
will contribute to such payments out of the insurance proceeds an amount equal to the proportion
that the total net amount received by Landlord from insurers bears to the total estimated cost of
the rebuilding or repairing, multiplied by the payment by Tenant on account of such work. Landlord
may, however, withhold 10% from each payment until the work is completed and proof has been
furnished to Landlord that no lien or liability has attached or will attach to the Leased Property
or to Landlord in connection with such repairing or rebuilding. Upon the completion of rebuilding
and the furnishing of such proof, the balance of the net proceeds of such insurance payable to
Tenant on account of such repairing or rebuilding will be paid to Tenant. Tenant will obtain and
deliver to Landlord a temporary or final certificate of occupancy or local equivalent before the
damaged Leased Property is reoccupied for any purpose. Tenant shall complete such repairs or
rebuilding free and clear of mechanic’s or other liens, and in accordance with the building codes
and all applicable laws, ordinances, regulations, or orders of any state, municipal, or other
public authority affecting the repairs or rebuilding, and also in accordance with all requirements
of the insurance rating organization, or similar body. Any remaining proceeds of insurance after
such restoration will be Tenant’s property.



9.5 Insufficient Proceeds. If the proceeds of any insurance settlement are not
sufficient to pay the costs of Tenant’s repair, rebuilding or restoration under §9.4 in full,
Tenant shall deposit with Landlord at Landlord’s option, and within 10 days of Landlord’s request,
an amount sufficient in Landlord’s reasonable judgment to complete such repair, rebuilding or
restoration. Tenant shall not, by reason of the deposit or payment, be entitled to any
reimbursement from Landlord or diminution in or postponement of the payment of the Rent. Landlord
shall disburse such deposit at the same time and in the same manner as Landlord disburses insurance
proceeds under §9.4 hereof.


 


37









 





9.6 Not Trust Funds. Notwithstanding anything herein or at law or equity to the
contrary, none of the insurance proceeds paid to Landlord as herein provided shall be deemed trust
funds, and Landlord shall be entitled to dispose of such proceeds as provided in this Article 9.
Tenant expressly assumes all risk of loss, including a decrease in the use, enjoyment or value, of
the Leased Property from any casualty whatsoever, whether or not insurable or insured against.



9.7 Landlord’s Inspection. During the progress of such repairs or rebuilding,
Landlord and its architects and engineers may, from time to time, inspect the Leased Property and
will be furnished, if required by them, with copies of all plans, shop drawings, and specifications
relating to such repairs or rebuilding. Tenant will keep all plans, shop drawings, and
specifications at the building, and Landlord and its architects and engineers may examine them at
all reasonable times. If, during such repairs or rebuilding, Landlord and its architects and
engineers determine that the repairs or rebuilding are not being done in accordance with the
approved plans and specifications, Landlord will give prompt notice in writing to Tenant,
specifying in detail the particular deficiency, omission, or other respect in which Landlord claims
such repairs or rebuilding do not accord with the approved plans and specifications. Upon the
receipt of any such notice, Tenant will cause corrections to be made to any deficiencies,
omissions, or such other respect. Tenant’s obligations to supply insurance, according to Article
4, will be applicable to any repairs or rebuilding under this section.



9.8 Landlord’s Costs. Tenant shall, within 30 days after receipt of an invoice from
Landlord, pay the costs, expenses, and fees of any architect or engineer employed by Landlord to
review any plans and specifications and to supervise and approve any construction, or for any
services rendered by such architect or engineer to Landlord as contemplated by any of the
provisions of this Lease, or for any services performed by Landlord’s attorneys in connection
therewith.



9.9 No Rent Abatement. Rent will not abate pending the repairs or rebuilding of the
Leased Property.



ARTICLE 10: CONDEMNATION




10.1 Total Taking. If, by exercise of the right of eminent domain or by conveyance
made in response to the threat of the exercise of such right (“Taking”), any entire Facility
Property is taken, or so much of any Facility Property is taken that the Facility Property cannot
be used by Tenant for the purposes for which it was used immediately before the Taking, then this
Lease will end with respect to such Facility Property only on the earlier of the vesting of title
to the Facility Property in the condemning authority or the taking of possession of the Facility
Property by the condemning authority. Upon such termination, the Investment Amount shall be
reduced by the actual net award for such Taking received by Landlord and Rent hereunder shall be
reduced accordingly unless there is only one Facility Property subject to this Lease in which case
the Lease will terminate. The termination of this Lease as to one Facility Property due to a
taking is the result of circumstances beyond the control of Landlord and Tenant and the parties
affirm that, except for such specific isolated situation, this Lease is intended to be a single
indivisible lease. All damages awarded for such Taking under the power of eminent
domain shall be the property of Landlord, whether such damages shall be awarded as
compensation for diminution in value of the leasehold or the fee of the Facility Property.


 


38









 





10.1.1 If any Facility Property is taken during the final 12 months of the Initial Term or any
Renewal Term, Landlord shall have the option to terminate this Lease with respect to all Leased
Property. If Landlord elects to terminate this Lease with respect to all Leased Property, Landlord
shall give notice (the “Taking Termination Notice”) of its election to terminate this Lease within
30 days after receipt of Tenant’s notice of the Taking. In such case, Tenant shall have the option
to purchase all of the Leased Property, other than the Facility Property subject to the Taking.
Tenant shall give Landlord notice of Tenant’s election to purchase within 30 days after delivery of
the Taking Termination Notice. If Tenant elects to purchase all of the Leased Property, the Option
Price will be determined in accordance with §13.2 and the Fair Market Value will be determined in
accordance with §13.3. All other terms of the option to purchase shall be in accordance with
Article 13.



10.1.2 If any Facility Property is taken during the final 12 months of the Initial Term and
Landlord gives the Taking Termination Notice, Tenant shall have the option to renew this Lease with
respect to the entire Leased Property (other than the Leased Property subject to the Taking), but
not any part thereof. Tenant shall give Landlord irrevocable notice of Tenant’s election to renew
within 30 days after delivery of the Taking Termination Notice. If Tenant elects to so renew, the
Renewal Term will be in effect for the balance of the then current Term plus a 15-year period. The
Renewal Term will commence on the third day following Landlord’s receipt of Tenant’s notice of
renewal. All other terms of this Lease for the Renewal Term shall be in accordance with Article
12.



10.2 Partial Taking. If, after a Taking, so much of the Facility Property remains
that the Facility Property can be used for substantially the same purposes for which it was used
immediately before the Taking, then [i] this Lease will end as to the part taken on the earlier of
the vesting of title to such Leased Property in the condemning authority or the taking of
possession of such Leased Property by the condemning authority and the Rent will be adjusted
accordingly; [ii] at its cost, Tenant shall restore so much of the Facility Property as remains to
a sound architectural unit substantially suitable for the purposes for which it was used
immediately before the Taking, using good workmanship and new, first-class materials; [iii] upon
completion of the restoration, Landlord will pay Tenant the lesser of the net award made to
Landlord on the account of the Taking (after deducting from the total award, attorneys’,
appraisers’, and other fees and costs incurred in connection with the obtaining of the award and
amounts paid to the holders of mortgages secured by the Facility Property), or Tenant’s actual
out-of-pocket costs of restoring the Facility Property; and [iv] Landlord shall be entitled to the
balance of the net award. The restoration shall be completed in accordance with §§9.4, 9.5, 9.7,
9.8 and 9.9 with such provisions deemed to apply to condemnation instead of casualty.



10.3 Condemnation Proceeds Not Trust Funds. Notwithstanding anything in this Lease
or at law or equity to the contrary, none of the condemnation award paid to Landlord shall be
deemed trust funds, and Landlord shall be entitled to dispose of such proceeds as provided in this
Article 10. Tenant expressly assumes all risk of loss, including a decrease in the use, enjoyment,
or value, of the Leased Property from any Taking.


 


39









 





ARTICLE 11: TENANT’S PROPERTY




11.1 Tenant’s Property. Tenant shall install, place, and use on the Leased Property
such fixtures, furniture, equipment, inventory and other personal property in addition to
Landlord’s Personal Property as may be required or as Tenant may, from time to time, deem necessary
or useful to operate the Leased Property for its permitted purposes. All fixtures, furniture,
equipment, inventory, and other personal property installed, placed, or used on the Leased Property
which is owned by Tenant or leased by Tenant from third parties is hereinafter referred to as
“Tenant’s Property”.



11.2 Requirements for Tenant’s Property. Tenant shall comply with all of the
following requirements in connection with Tenant’s Property:



(a) Tenant shall, at Tenant’s sole cost and expense, maintain, repair, and replace Tenant’s
Property.



(b) Tenant shall, at Tenant’s sole cost and expense, keep Tenant’s Property insured against
loss or damage by fire, vandalism and malicious mischief, sprinkler leakage, earthquake, and other
physical loss perils commonly covered by fire and extended coverage, boiler and machinery, and
difference in conditions insurance in an amount not less than 90% of the then full replacement cost
thereof. Tenant shall use the proceeds from any such policy for the repair and replacement of
Tenant’s Property. The insurance shall meet the requirements of §4.3.




(c) Tenant shall pay all taxes applicable to Tenant’s Property.



(d) If Tenant’s Property is damaged or destroyed by fire or any other cause, Tenant shall
promptly repair or replace Tenant’s Property unless Landlord elects to terminate this Lease
pursuant to §9.2.2.



(e) Unless an Event of Default or any event which, with the giving of notice or lapse of time,
or both, would constitute an Event of Default has occurred, Tenant may remove Tenant’s Property
from the Leased Property from time to time provided that [i] the items removed are not required to
operate the Leased Property for the Facility Uses (unless such items are being replaced by Tenant);
and [ii] Tenant repairs any damage to the Leased Property resulting from the removal of Tenant’s
Property.



(f) Tenant shall not, without the prior written consent of Landlord or as otherwise provided
in this Lease, remove (without replacing) any Tenant’s Property or Leased Property. Tenant shall,
at Landlord’s option, remove Tenant’s Property upon the termination or expiration of this Lease and
shall repair any damage to the Leased Property resulting from the removal of Tenant’s Property. If
Tenant fails to remove Tenant’s Property within 30 days after request by Landlord, then Tenant
shall be deemed to have abandoned Tenant’s Property, Tenant’s Property shall become the property of
Landlord, and Landlord may remove, store and dispose of Tenant’s Property. In such event, Tenant
shall have no claim or right against Landlord for such property or the value thereof regardless of
the disposition thereof by Landlord. Tenant shall pay Landlord, upon demand, all expenses incurred
by Landlord in removing,
storing, and disposing of Tenant’s Property and repairing any damage caused by such removal.
Tenant’s obligations hereunder shall survive the termination or expiration of this Lease.


 


40









 





(g) Tenant shall perform its obligations under any equipment lease or security agreement for
Tenant’s Property. For equipment loans or leases for equipment having an original cost in excess
of $100,000.00 with respect to any Facility, Tenant shall cause such equipment lessor or lender to
enter into a nondisturbance agreement with Landlord upon terms and conditions reasonably acceptable
to Landlord, including, without limitation, the following: [i] Landlord shall have the right (but
not the obligation) to assume such equipment lease or security agreement upon the occurrence of an
Event of Default by Tenant hereunder; [ii] such equipment lessor or lender shall notify Landlord of
any default by Tenant under the equipment lease or security agreement and give Landlord a
reasonable opportunity to cure such default; and [iii] Landlord shall have the right to assign its
interest in the equipment lease or security agreement and nondisturbance agreement. Tenant shall,
within 30 days after receipt of an invoice from Landlord, reimburse Landlord for all costs and
expenses incurred in reviewing and approving the equipment lease, security agreement and
nondisturbance agreement, including, without limitation, reasonable attorneys’ fees and costs.



ARTICLE 12: RENEWAL OPTIONS




12.1 Renewal Options. Tenant has the option to renew (“Renewal Option”) this Lease
for one 15-year renewal term (“Renewal Term”). Tenant can exercise the Renewal Option only upon
satisfaction of the following conditions:



(a) There shall be no uncured Event of Default, or any event which with the passage of time or
giving of notice would constitute an Event of Default, at the time Tenant exercises its Renewal
Option nor on the date the Renewal Term is to commence.



(b) Tenant shall give Landlord irrevocable written notice of renewal no later than the date
which is [i] 90 days prior to the expiration date of the then current Term; [ii] 30 days after
Landlord’s delivery of the Termination Notice as set forth in §9.2.3; or [iii] 30 days after
Landlord’s delivery of the Taking Termination Notice as set forth in §10.1.



(c) Tenant shall pay all amounts, costs, expenses, charges, Rent and other items payable by
Tenant to Landlord, including, but not limited to, enforcement costs as set forth in §8.7, on the
Renewal Date.



12.2 Effect of Renewal. The following terms and conditions will be applicable if
Tenant renews the Lease:



(a) Effective Date. Except as otherwise provided in §9.2.3 or §10.1.2, the effective
date of any Renewal Term will be the first day after the expiration date of the then current Term.
The first day of each Renewal Term is also referred to as the Renewal Date.



(b) Investment Amount. Effective as of the Renewal Date, a single Investment Amount
will be computed by summing all Landlord Payments made to date which have not theretofore been
repaid to Landlord.


 


41









 





(c) Rent Adjustment. Effective as of the Renewal Date, Landlord shall calculate Base
Rent for the first Lease Year of the Renewal Term based upon a fair market value lease rate, with a
floor of the prior Lease Year’s Actual Rate of Return plus the Increaser Rate for the first Lease
Year of the Renewal Term and shall issue a new Rent Schedule reflecting the Base Rent adjustment.
Until Tenant receives a revised Rent Schedule from Landlord, Tenant shall for each month [i]
continue to make installments of Base Rent according to the Rent Schedule in effect on the day
before the Renewal Date; and [ii] within 10 days following Landlord’s issuance of an invoice, pay
the difference between the installment of Base Rent paid to Landlord for such month and the
installment of Base Rent actually due for such month as a result of the renewal of the Lease.



(d) Other Terms and Conditions. Except for the modifications set forth in this §12.2,
all other terms and conditions of the Lease will remain the same for the Renewal Term.



12.3 Note Maturity. If Tenant renews the Lease, then the maturity date of the note
evidencing the Loan will be deemed automatically revised to be the last day of the Renewal Term.



ARTICLE 13: OPTION TO PURCHASE




13.1 Option to Purchase. Landlord hereby grants to Tenant an option to purchase
(“Option to Purchase”) all of the Leased Property (but not any part thereof) in accordance with the
terms and conditions of this Article 13. Tenant may exercise its Option to Purchase only by giving
an irrevocable notice of Tenant’s election to purchase the Leased Property (“Purchase Notice”) in
accordance with the following:



(a) During the Initial Term or any Renewal Term, Tenant must give a Purchase Notice no earlier
than the date which is 180 days, and no later than the date which is 90 days, prior to the
expiration date of the then current Term of this Lease.



(b) If any Facility’s Improvements are substantially destroyed during the final 12 months of
the Initial Term or any Renewal Term, Tenant must give a Purchase Notice within 30 days after
Landlord gives the Termination Notice pursuant to §9.2.4.



(c) If any Facility Property is taken during the final 12 months of the Initial Term or any
Renewal Term by exercise of the right of eminent domain or by conveyance made in response to the
threat of the exercise of such right, Tenant must give a Purchase Notice within 30 days after
delivery of the notice of Landlord’s intent to terminate pursuant to §10.1.1.



Tenant shall have no right to exercise the Option to Purchase other than in accordance with the
terms of this Article 13.



13.2 Option Price. The option price (“Option Price”) will be an amount equal to the
greater of [i] the Investment Amount; or [ii] the sum of [a] the Investment Amount plus [b] 100% of
the Appreciation up to the amount which results in Landlord receiving the Guaranteed Return; plus
[c] 85% of the balance of the Appreciation. In addition to the Option Price, Tenant shall pay all
closing costs and expenses in connection with the transfer of the Leased Property to
Tenant, including, but not limited to, the following: [a] real property conveyance or
transfer fees or deed stamps; [b] title search fees, title insurance commitment fees, and title
insurance premiums; [c] survey fees; [d] environmental assessment fees; [e] recording fees; [f]
attorneys’ fees of Landlord’s counsel; and [g] fees of any escrow agent. Tenant shall also pay all
amounts, costs, expenses, charges, Rent and other items payable by Tenant to Landlord, including,
but not limited to, enforcement costs as set forth in §8.7.


 


42









 





13.3 Fair Market Value. The fair market value (the “Fair Market Value”) of the
Leased Property shall be determined as follows.



13.3.1 The parties shall attempt to determine the Fair Market Value by mutual agreement within
30 days after giving the Purchase Notice. However, if the parties do not agree on the Fair Market
Value within such 30-day period, the following provisions shall apply.



13.3.2 Landlord and Tenant shall each give the other party notice of the name of an acceptable
appraiser 30 days after giving of the Purchase Notice. The two appraisers will then select a third
appraiser within an additional five days. Each appraiser must demonstrate to the reasonable
satisfaction of both Landlord and Tenant that it has significant experience in appraising
properties similar to the Leased Property. Within five days after designation, each appraiser
shall submit a resume to Landlord and Tenant setting forth such appraiser’s qualifications,
including education and experience with similar properties. A notice of objections to the
qualifications of any appraiser shall be given within 10 days after receipt of such resume. If a
party fails to timely object to the qualifications of an appraiser, then the appraiser shall be
conclusively deemed satisfactory. If a party gives a timely notice of objection to the
qualifications of an appraiser, then the disqualified appraiser shall be replaced by an appraiser
selected by the qualified appraisers or, if all appraisers are disqualified, then by an appraiser
selected by a commercial arbitrator acceptable to Landlord and Tenant.



13.3.3 The Fair Market Value shall be determined by the appraisers within 60 days thereafter
as follows. Each of the appraisers shall be instructed to prepare an appraisal of the Leased
Property in accordance with the following instructions:




The Leased Property is to be valued upon the three conventional
approaches to estimate value known as the Income, Sales Comparison
and Cost Approaches. Once the approaches are completed, the
appraiser correlates the individual approaches into a final value
conclusion.



The three approaches to estimate value are summarized as follows:




Income Approach: This valuation approach recognizes that the value
of the operating tangible and intangible assets can be represented
by the expected economic viability of the business giving returns on
and of the assets.




Sales Comparison Approach: This valuation approach is based upon
the principle of substitution. When a facility is replaceable in
the market, the market approach assumes that value tends to be set
at the price of acquiring an equally desirable substitute facility.
Since healthcare market conditions change and frequently are subject
to regulatory and financing environments, adjustments need to be
considered. These adjustments also consider the operating
differences such as services and demographics.


 


43









 






Cost Approach: This valuation approach estimates the value of the
tangible assets only. Value is represented by the market value of
the land plus the depreciated reproduction cost of all improvements
and equipment.



In general, the Income and Sales Comparison Approaches are considered the best representation of
value because they cover both tangibles and intangible assets, consider the operating
characteristics of the business and have the most significant influence on attracting potential
investors.



The appraised values submitted by the three appraisers shall be ranked from highest value to middle
value to lowest value, the appraised value (highest or lowest) which is furthest from the middle
appraised value shall be discarded, and the remaining two appraised values shall be averaged to
arrive at the Fair Market Value.



13.3.4 In the event of any condemnation, similar taking or threat thereof with respect to any
part of the Leased Property or any insured or partially insured casualty loss to any part of the
Leased Property after Tenant has exercised an Option to Purchase, but before settlement, the Fair
Market Value of the Leased Property shall be redetermined as provided in this §13.3 to give effect
to such condemnation, taking or loss and shall take into account all available condemnation awards
and insurance proceeds.



13.3.5 Tenant shall pay, or reimburse Landlord for, all costs and expenses in connection with
the appraisals.



13.4 Closing. The purchase of the Leased Property by Tenant shall close on a date
agreed to by Landlord and Tenant which shall be not less than 60 days after Landlord’s receipt of
the Purchase Notice and not more than 120 days after the Fair Market Value of the Leased Property
has been determined. At the closing, Tenant shall pay the Option Price and all amounts payable
under §13.2 in immediately available funds and Landlord shall convey title to the Leased Property
to Tenant by a transferable and recordable special warranty deed and quitclaim bill of sale.



13.5 Failure to Close Option. If Tenant for any reason fails to purchase the Leased
Property after Tenant has given the Purchase Notice, then Tenant shall pay Landlord all costs and
expenses incurred by Landlord as a result of the failure to close, including costs of unwinding
swap transactions or other interest rate protection devices and preparing for the closing. Tenant
shall continue to be obligated as lessee hereunder for the remainder of the Term.



13.6 Failure to Exercise Option to Purchase and Renewal Option. If Tenant for any
reason does not exercise its Option to Purchase or Renewal Option in accordance with the terms and
conditions of this Lease before the expiration of the then current Term, Tenant
shall be deemed to have forfeited all of Tenant’s rights to exercise the Option to Purchase
and Renewal Option.


 


44









 





13.7 Obligor Group Obligations Satisfaction. Tenant’s right to close on the purchase
of the Leased Property following exercise of its Option to Purchase is expressly conditioned upon
the prior or concurrent payment in full of the outstanding principal balance, all accrued and
unpaid interest and all other amounts due and payable under the Obligor Group Obligations.



ARTICLE 14: NEGATIVE COVENANTS




Until the Obligor Group Obligations shall have been performed in full, Tenant, Subtenant and
Guarantor covenant and agree that Tenant and Subtenant (and Guarantor where applicable) shall not
do any of the following without the prior written consent of Landlord:



14.1 No Debt. Tenant and Subtenant shall not create, incur, assume, or permit to
exist any indebtedness other than [i] trade debt incurred in the ordinary course of business; [ii]
indebtedness for Facility working capital purposes in an amount not to exceed $100,000.00 per
Facility; [iii] indebtedness relating to the Letter of Credit; and [iv] indebtedness that is
secured by any Permitted Lien.



14.2 No Liens. Tenant, Subtenant and Manager shall not create, incur, or permit to
exist [i] any lien, charge, encumbrance, easement or restriction upon the Leased Property, the
Collateral, or any other asset of Tenant or Subtenant (including any of Tenant’s or Subtenant’s
deposit accounts [as “deposit account” is defined for purposes of Article 9]), or [ii] any lien
upon or pledge of any interest in Tenant or Subtenant, except, in either case, for Permitted Liens.



14.3 No Guaranties. Tenant and Subtenant shall not create, incur, assume, or permit
to exist any guarantee of any loan or other indebtedness except for [i] guaranties in favor of
Landlord and Landlord Affiliates and [ii] the endorsement of negotiable instruments for collection
in the ordinary course of business.



14.4 No Transfer. Tenant and Subtenant shall not sell, lease, sublease, mortgage,
convey, assign or otherwise transfer any legal or equitable interest in the Leased Property or any
part thereof, except for [i] the subleases of the Facilities to Subtenants as anticipated hereby,
[ii] subleases as to which Landlord’s consent is not required pursuant to §18.1 hereof; and [iii]
transfers made in connection with any Permitted Lien.



14.5 No Dissolution. Tenant, Subtenant, Manager (if applicable) or Guarantor shall
not dissolve, liquidate, merge, consolidate or terminate its existence or sell, assign, lease, or
otherwise transfer (whether in one transaction or in a series of transactions) all or substantially
all of its assets (whether now owned or hereafter acquired).



14.6 No Change in Management or Operation. No change shall occur in the management
or licensed operation of the Facility. Manager (as defined herein) shall remain the Manager of the
Facility. Each Subtenant shall remain the licensed operator of the Facility as specified on
Exhibit C.


 


45









 





14.7 No Investments. Tenant and Subtenant shall not purchase or otherwise acquire,
hold, or invest in securities (whether capital stock or instruments evidencing indebtedness) of or
make loans or advances to any person, including, without limitation, any Guarantor, any Affiliate,
or any shareholder, member or partner of Tenant, Guarantor or any Affiliate, except for cash
balances temporarily invested in short-term or money market securities and such transactions
between Tenant and Subtenants, so long as Subtenants are wholly owned by Tenant.



14.8 Material Contracts. Tenant, Subtenant and Manager shall not execute, modify or
renew any Material Contract. Any Material Contract that is approved by Landlord [i] shall be
collaterally assigned to Landlord as additional security and such assignment shall be consented to
by the other party to the Material Contract, and [ii] must provide, either by its terms or through
the collateral assignment, that it is terminable upon not more than 30 days notice without the
necessity of establishing cause and without payment of a penalty or termination fee by Landlord or
its successors.



14.9 Subordination of Payments to Affiliates. After the occurrence of an Event of
Default and until such Event of Default is cured, Tenant, Subtenant and Guarantor shall not make
any payments or distributions (including, without limitation, salary, bonuses, fees, principal,
interest, dividends, liquidating distributions, management fees, cash flow distributions or lease
payments) to Guarantor, Manager (if applicable), any Affiliate, or any shareholder, member or
partner of Tenant, Guarantor, Manager (if applicable) or any Affiliate.



14.10 Change of Location or Name. Tenant and Subtenant shall not change any of the
following: [i] the name under which Tenant or Subtenant conducts any of its business or
operations; or [ii] reorganize or otherwise change its respective Organization State. Tenant shall
promptly notify Landlord of any change to the location of the principal place of business or chief
executive office of Tenant or Subtenant, or any office where any of Tenant’s or Subtenant’s books
and records are maintained.



14.11 Anti-Terrorism Laws. None of Tenant, Subtenant, Guarantors, Manager, Company
nor any Affiliate is now, or shall be at any time hereafter, a Blocked Person, whether such
restriction arises under United States law, regulation, executive orders and OFAC Lists, and
neither Tenant nor any Affiliate is engaging, or shall engage, in any dealings or transactions
with, or shall otherwise be associated with, any Blocked Person. Tenant shall not at any time be
in violation of any laws or regulations relating to terrorism, money laundering or similar
activities, including, without limitation, Anti-Terrorism Laws. This §14.11 shall not apply to any
person to the extent such person’s interest in Tenant, Subtenant, Guarantor, Manager, Company or
any Affiliate is through a U.S. Publicly-Traded Entity.



14.12 Restrictions on Use of Units and Beds. Tenant, Subtenant and Manager shall not
[i] increase the number of units at the Facility set aside as assisted living or independent living
units (as set forth on Exhibit C) by more than 10% of the total number of units for the Facility
(as set forth on Exhibit C); [ii] dedicate more than 40% of the total beds at the Facility (as set
forth on Exhibit C) to the care of residents with Alzheimer’s disease or other dementia; or [iii]
provide or contract for skilled nursing care for any Facility residents other than that level of
care which is both [a] consistent with the Facility Uses, and [b] permissible under the
applicable Government Authorizations.


 


46









 





14.13 Medicare and Medicaid. Tenant, Subtenant and Manager shall not, in connection
with any Facility, [i] participate in Medicare or Medicaid; [ii] enter into any provider agreement
under Medicare or Medicaid; or [iii] accept any resident whose ability to reside at a Facility
requires that the licensed operator participate in Medicare, Medicaid or any similar provider
program for more than 10% of the residents who reside at a Facility.



14.14 Government Authorizations. Tenant, Subtenant or Manager shall not [i] transfer
any Government Authorization to any other location; [ii] pledge any Government Authorization as
collateral security for any other loan or indebtedness; or [iii] terminate or modify any Government
Authorization if doing so would have a material effect on the Leased Property.



ARTICLE 15: AFFIRMATIVE COVENANTS




15.1 Perform Obligations. Tenant and Subtenant shall each perform all of its
obligations under this Lease, the Government Authorizations, the Permitted Exceptions, and all
Legal Requirements. If applicable, Tenant and each Subtenant shall take all necessary action to
obtain all Government Authorizations required for the operation of the Facility as soon as possible
after the Effective Date.



15.2 Proceedings to Enjoin or Prevent Construction. If any proceedings are filed
seeking to enjoin or otherwise prevent or declare invalid or unlawful Tenant’s construction,
occupancy, maintenance, or operation of the Facility or any portion thereof, Tenant will cause such
proceedings to be vigorously contested in good faith, and in the event of an adverse ruling or
decision, prosecute all allowable appeals therefrom, and will, without limiting the generality of
the foregoing, resist the entry or seek the stay of any temporary or permanent injunction that may
be entered, and use its best efforts to bring about a favorable and speedy disposition of all such
proceedings and any other related proceedings.




15.3 Documents and Information.



15.3.1 Furnish Documents. Tenant, each Subtenant and each Guarantor shall
periodically during the term of the Lease deliver to Landlord all documents, reports, schedules and
copies described on Exhibit E within the specified time periods and in electronic format via the
email address reporting@hcreit.com. Landlord may change the email address at any time by giving
notice to Tenant of such change. So long as Landlord obtains a commercially reasonable
confidentiality agreement from the person or entity to which disclosure will be made, Landlord may
exhibit or furnish all Facility financial statements, licensure reports, financial and property due
diligence materials and other documents, materials and information relating to the Facility,
including the Annual Financial Statements, Periodic Financial Statements, Annual Facility Budget
and all other documents, reports, schedules and copies described on Exhibit E or copies thereof, to
any potential transferee of the Lease or any of the Leased Property, to any governmental or
regulatory authority in connection with any legal, administrative or regulatory
proceedings requiring disclosure, to Landlord’s attorneys, auditors and underwriters, and to
any other person or entity for which there is a legitimate business purpose for such disclosure.


 


47









 





15.3.2 Furnish Information. Tenant and each Subtenant shall [i] promptly supply
Landlord with such information concerning its financial condition, affairs and property, as
Landlord may reasonably request from time to time hereafter; [ii] promptly notify Landlord in
writing of any condition or event that constitutes a breach or event of default of any term,
condition, warranty, representation, or provisions of this Lease or any Obligor Group Obligation or
Material Obligation, and of any material adverse change in its financial condition; [iii] maintain
a standard and modern system of accounting; [iv] permit Landlord or any of its agent or
representatives to have access to and to examine all of its books and records regarding the
financial condition of the Facility at any time or times hereafter during business hours and after
reasonable oral or written notice; [v] permit Landlord to copy and make abstracts from any and all
of said books and records; and [vi] make provisions to set-up and implement quarterly variance
telephonic conference calls with Landlord upon Landlord’s request.



15.3.3 Further Assurances and Information. Tenant shall, on request of Landlord from
time to time, execute, deliver, and furnish documents as may be necessary to fully consummate the
transactions contemplated under this Lease. Within 15 days after a request from Landlord, Tenant
and each Subtenant shall provide to Landlord such additional information regarding Tenant, Tenant’s
financial condition, Subtenant, each Subtenant’s financial condition or the Facility as Landlord,
or any auditor or underwriter of Landlord, may require from time to time, including, without
limitation, a current Tenant’s Financial Certification and Quarterly Facility Accounts Receivable
Aging Report and Quarterly Facility Accounts Payable Aging Report in the form of Exhibit F. Upon
Landlord’s request, but not more than once every three years (or more often, at Landlord’s
discretion during the continuance of an Event of Default), Tenant shall provide to Landlord, at
Landlord’s expense, an appraisal prepared by an MAI appraiser setting forth the current fair market
value of the Leased Property.



15.3.4 Material Communications. Tenant, Subtenant and Manager shall transmit to
Landlord, within five Business Days after receipt thereof, any material communication affecting a
Facility, this Lease, the Legal Requirements or the Government Authorizations, and Tenant,
Subtenant and Manager will promptly respond to Landlord’s inquiry with respect to such information.
Material communications shall include, but not be limited to, notices that any Government
Authorization is being downgraded to a substandard category, revoked, or suspended, or that action
is pending or being considered to downgrade any such Governmental Authorization. Tenant,
Subtenant and Manager shall promptly notify Landlord in writing within five Business Days after
Tenant, Subtenant or Manager has knowledge of any potential, threatened or existing litigation or
proceeding against, or investigation of, Tenant, Subtenant, Manager, Guarantor, or the Facility
that may affect the right to operate the Facility or Landlord’s title to the Facility or Tenant’s
interest therein.



15.3.5 Requirements for Financial Statements. Tenant shall meet the following
requirements in connection with the preparation of the financial statements: [i] all audited
financial statements shall be prepared in accordance with generally accepted accounting principles
consistently applied; [ii] all unaudited financial statements shall be prepared in a manner
substantially consistent with prior audited and unaudited financial statements submitted
to Landlord; [iii] all financial statements shall fairly present the financial condition and
performance for the relevant period in all material respects; [iv] the financial statements shall
include all notes to the financial statements and a complete schedule of contingent liabilities and
transactions with Affiliates; [v] the audited financial statements shall contain an unqualified
opinion; and [vi] the audited financial statements shall be prepared in accordance with GAAP
requirements by a nationally or regionally recognized independent certified public accountant.


 


48









 





15.4 Compliance With Laws. Tenant and each Subtenant shall comply in all material
respects with all Legal Requirements and keep all Government Authorizations in full force and
effect. Tenant and each Subtenant shall pay when due all taxes and governmental charges of every
kind and nature that are assessed or imposed upon Tenant and each Subtenant, respectively, at any
time during the term of the Lease, including, without limitation, all income, franchise, capital
stock, property, sales and use, business, intangible, employee withholding, and all taxes and
charges relating to Tenant’s and each Subtenant’s respective business and operations. Tenant and
each Subtenant shall be solely responsible for compliance with all Legal Requirements, including
the ADA, and Landlord shall have no responsibility for such compliance.



15.5 Broker’s Commission. Tenant shall indemnify Landlord from claims of brokers
arising by the execution hereof or the consummation of the transactions contemplated hereby and
from expenses incurred by Landlord in connection with any such claims (including attorneys’ fees),
except to the extent that Landlord has engaged such brokers.



15.6 Existence and Change in Ownership. Tenant, Subtenant, Manager (if applicable)
and each Guarantor shall maintain its existence throughout the term of this Lease. Any change in
the equity ownership of Tenant, Subtenant, Manager (if applicable) or any Guarantor, directly or
indirectly, that results in a change in Control (as defined within the definition of “Affiliate” in
§1.4 hereof) of such entity, shall require Landlord’s prior written consent.



15.7 Financial Covenants. The defined terms used in this section are defined in
§15.7.1. The method of calculating Net Worth and valuing assets shall be consistent with the
Financial Statements. The following financial covenants shall be met throughout the term of this
Lease:




15.7.1 Definitions.



(a) “Net Worth” means an amount equal to the total consolidated fair market value of the
tangible assets of the person (excluding good will and other intangible assets) minus the total
consolidated liabilities of such person.



(b) “Portfolio Cash Flow” means the aggregate net income arising from all Facilities under
this Lease as reflected on the Facility Financial Statement of each Facility plus [i] the amount of
the provision for depreciation and amortization; plus [ii] the amount of the provision for
management fees; plus [iii] the amount of the provision for income taxes; plus [iv] the amount of
the provision for Base Rent payments and interest and equipment lease payments, if any, relating to
the Facilities; plus [v] any other non-cash charges included in
net income; and minus [vi] an imputed management fee equal to 5% of gross revenues of the
Facilities (net of contractual allowances).


 


49









 





(c) “Portfolio Coverage Ratio” as of any calculation date is the ratio of [i] Portfolio Cash
Flow for the then preceding 12-month period; to [ii] the Base Rent payments under this Lease for
the then preceding 12-month period.



15.7.2 Coverage Ratio. Tenant shall maintain for each fiscal quarter a Portfolio
Coverage Ratio of not less than 0.50 to 1.00. Notwithstanding the foregoing, if the Portfolio
Coverage Ratio is less than 0.50 to 1.00 for any one fiscal quarter but is at least 0.50 to 1.00
for the succeeding fiscal quarter, Tenant shall not be deemed to be in default of this §15.7.2.
However, if the Portfolio Coverage Ratio is less than 0.50 to 1.00 for any two consecutive fiscal
quarters, Tenant shall be deemed to be in default of this §15.7.2 unless, within five Business Days
after the last day of the then most recent fiscal quarter, Tenant provides to Landlord a letter of
credit (the “Additional Letter of Credit”) in an amount which, when added to the amount of the
Portfolio Cash Flow for the applicable fiscal quarters would result in a Portfolio Coverage Ratio
of 1.00 to 1.00 for the applicable fiscal quarters (the “Additional Letter of Credit Amount”). If
and when Tenant maintains a Portfolio Coverage Ratio of not less than 1.00 to 1.00 for two
consecutive fiscal quarters, the Additional Letter of Credit requirement will be eliminated. Other
than as specifically set forth in this §15.7.2, the Additional Letter of Credit shall meet the
requirements of this Lease applicable to the Letter of Credit.



15.7.3 Net Worth. Tenant shall cause Indemnitor to maintain for each fiscal quarter
a Net Worth of at least $50,000,000.00, with cash and cash equivalents of at least $500,000.00.
Tenant shall maintain for each fiscal quarter a Net Worth of at least $1.00.



15.8 Facility Licensure and Certification. Tenant, each Subtenant and Manager, as
applicable, shall [i] provide Landlord with a copy of any license issued in connection with the
Facility within 20 days after receipt of evidence of such license’s issuance or renewal; [ii] give
written notice to Landlord within five Business Days after an inspection of the Facility with
respect to health care licensure or certification has occurred and deliver to Landlord a copy of
any survey, report or statement of deficiencies issued by any governmental authority within five
Business days of receipt; and [iii] deliver to Landlord copies of each of the reports, notices,
correspondence and all other items and documents related to licensing or certification listed on
Exhibit E within five Business Days after receipt thereof. Tenant and Subtenant acknowledge that
each has reviewed Exhibit E and agrees to the foregoing obligation. If Tenant or Subtenant
receives a Facility survey or inspection report with material deficiencies, notice of failure to
comply with a plan of correction or an HIPDB adverse action report, Tenant and the respective
Subtenant shall either [a] cure all deficiencies and implement all corrective actions by the date
required by the regulatory authority (including follow-up surveys or inspection reports), or [b]
contest the applicability of any determination by appropriate proceedings so long as Tenant
complies within any applicable timeframe set forth in any final, non-appealable determination.
Tenant, Subtenant, and Manager shall furnish to Landlord a copy of any plan of correction within
the time period specified by the applicable governmental authority.



15.9 Transfer of License and Facility Operations. If this Lease is terminated due to
expiration of the Term, pursuant to an Event of Default or for any reason other than
Tenant’s purchase of the Leased Property, or if Tenant or Subtenant vacates the Leased
Property (or any part thereof) without termination of this Lease, the following provisions shall be
immediately effective:



15.9.1 Licensure. Tenant and each Subtenant shall execute, deliver and file all
documents and statements reasonably requested by Landlord to effect the transfer of the Facility
license and Government Authorizations to a replacement operator designated by Landlord
(“Replacement Operator”), subject to any required approval of governmental regulatory authorities,
and Tenant and each Subtenant shall provide to Landlord all information and records required by
Landlord in connection with the transfer of the license and Government Authorizations.



 


50









 






15.9.2 Facility Operations. In order to facilitate a responsible and efficient
transfer of the operations of the Facility, Tenant and Subtenant shall, if and to the extent
requested by Landlord and subject to all applicable law, [i] deliver to Landlord the most recent
updated reports, notices, schedules and documents listed in Exhibit E; [ii] continue and maintain
the operation of the Facility in the ordinary course of business, including retention of all
residents at the Facility to the fullest extent practicable and consistent with applicable laws and
regulations, until transfer of the Facility operations to the Replacement Operator is completed;
[iii] enter into such management agreements, operations transfer agreements and other types of
agreements that may be reasonably requested by Landlord or the Replacement Operator; and [iv]
provide reasonable access for Landlord and its agents to show the Facility to potential replacement
operators. Tenant and Subtenant consent to the distribution by Landlord, subject to reasonable
confidentiality provisions, to potential replacement operators of Facility financial statements,
licensure reports, financial and property due diligence materials and other documents, materials
and information relating to the Facility but such materials and information shall not include
proprietary materials and information such as policy and procedure manuals. The provisions of this
section do not create or establish any rights in Tenant, Subtenant or any third party and Landlord
reserves all rights and remedies relating to termination of this Lease.



15.10 Bed Operating Rights. Tenant and Subtenant acknowledge and agree that the
rights to operate the beds located at the Facility as assisted living beds and memory care beds
under the law of the applicable Facility State [i] affect the value of the Leased Property, and
[ii] the grant of this Lease is conditioned upon the existence of such rights. Tenant and
Subtenant shall not relocate any licensed bed to any other location and shall not transfer any bed
operating rights to any other party without the prior written consent of Landlord.



15.11 Power of Attorney. Effective upon [i] the occurrence and during the
continuance of an Event of Default, or [ii] termination of this Lease for any reason other than
Tenant’s purchase of the Leased Property, Tenant and Subtenant hereby irrevocably and
unconditionally appoint Landlord, or Landlord’s authorized officer, agent, employee or designee, as
Tenant’s and Subtenant’s true and lawful attorney-in-fact, to act for Tenant and Subtenant in
Tenant’s and Subtenant’s respective name, place, and stead, to execute, deliver and file all
applications and any and all other necessary documents and statements to effect the issuance,
transfer, reinstatement, renewal and/or extension of the Facility license and all Governmental
Authorizations issued to Tenant and Subtenant or applied for by Tenant and Subtenant in connection
with Tenant’s and Subtenant’s operation of the Facility, to permit any designee of
Landlord or any other transferee to operate the Facility under the Governmental
Authorizations, and to do any and all other acts incidental to any of the foregoing. Tenant and
Subtenant irrevocably and unconditionally grant to Landlord as their respective attorney-in-fact
full power and authority to do and perform every act necessary and proper to be done in the
exercise of any of the foregoing powers as fully as Tenant and Subtenant might or could do if
personally present or acting, with full power of substitution, hereby ratifying and confirming all
that said attorney shall lawfully do or cause to be done by virtue hereof. This power of attorney
is coupled with an interest and is irrevocable prior to Tenant’s purchase of the Leased Property.


 


51









 





15.12 Information and Images. Tenant grants to Landlord and Landlord’s Affiliates
the perpetual, irrevocable, worldwide right and license to reproduce, use, prepare derivative works
based upon, publish, distribute, and display, by any means and in any media, information
describing, and photographic or other images depicting, the Leased Property and Facilities (but not
the names of the Facilities or Tenant), units, rooms, amenities and special features and the Land,
Improvements and Personal Property (the “Information and Images”). Without limiting the foregoing,
such Information and Images may be reproduced, used, published, distributed, and displayed by
Landlord and Landlord’s Affiliates in any promotional or marketing materials, advertisements,
reports, or web sites. Tenant expressly waives and releases [i] any right to receive compensation
for such reproduction, use, publication, distribution, or display; [ii] any right to inspect or
approve such Information and Images prior to such reproduction, use, publication, distribution, or
display; or [iii] any rights under any copyright, patent, trademark, or similar statute or
regulation with respect to such use, publication, distribution or display.



15.13 Compliance with Anti-Terrorism Laws. Tenant shall immediately notify Landlord
if Tenant has knowledge that Tenant or any Affiliate becomes a Blocked Person or is otherwise
listed on any OFAC List or [i] is convicted with respect to, [ii] pleads nolo contendere to, [iii]
is indicted with respect to, or [iv] is arraigned and held over on charges involving, money
laundering, predicate crimes to money laundering or any Anti-Terrorism Law. None of Tenant,
Subtenant, Guarantors, Manager, Company or any Affiliate will, directly or indirectly, [a] conduct
any business, or engage in any transaction or dealing, with any Blocked Person, including, without
limitation, the making or receiving of any contribution of funds, goods or services to or for the
benefit of any Blocked Person, [b] deal in, or otherwise engage in any transaction relating to, any
property or interests in property blocked pursuant to any Anti-Terrorism Law, or [c] engage in or
conspire to engage in any transaction that evades or avoids, or has the purpose of evading or
avoiding, or attempts to violate, any of the prohibitions set forth in any Anti-Terrorism Law. In
addition, Tenant hereby agrees to provide Landlord with any additional information that Landlord
deems necessary from time to time in order to ensure compliance with the Anti-Terrorism Laws. This
§15.13 shall not apply to any person to the extent such person’s interest in Tenant, Subtenant,
Guarantor, Manager, Company or any Affiliate is through a U.S. Publicly-Traded Entity.



15.14 Contracts; Agreements. Upon request, and subject to federal, state, and local
laws and regulations applicable to resident and tenant privacy, Tenant, Subtenant and Manager shall
provide to Landlord true and correct copies of all [i] contracts for the provision of goods and
services in connection with the operation or management of the Leased Property; and [ii] occupancy
agreements, admission agreements and resident care agreements.


 


52









 





ARTICLE 16: ALTERATIONS, CAPITAL IMPROVEMENTS, AND SIGNS




16.1 Prohibition on Alterations and Improvements. Except for Permitted Alterations
(as hereinafter defined), Tenant shall not make any structural or nonstructural changes,
alterations, additions and/or improvements (hereinafter collectively referred to as “Alterations”)
to the Leased Property.



16.2 Approval of Alterations. If Tenant desires to perform any Permitted
Alterations, Tenant shall, if such Permitted Alterations cost more than $250,000.00, deliver to
Landlord plans, specifications, drawings, and such other information as may be reasonably requested
by Landlord (collectively the “Plans and Specifications”) showing in reasonable detail the scope
and nature of the Alterations that Tenant desires to perform. It is the intent of the parties
hereto that the level of detail shall be comparable to that which is referred to in the
architectural profession as “design development drawings” as opposed to working or biddable
drawings. Landlord agrees not to unreasonably delay its review of the Plans and Specifications.
Within 30 days after receipt of an invoice, Tenant shall reimburse Landlord for all reasonable
costs and expenses incurred by Landlord in reviewing and, if required, approving or disapproving
the Plans and Specifications, inspecting the Leased Property, and otherwise monitoring compliance
with the terms of this Article 16. Tenant shall comply with the requirements of §16.4 in making
any Permitted Alterations.



16.3 Permitted Alterations. Permitted Alterations means any one of the following:
[i] Alterations approved by Landlord; [ii] Alterations required under §7.2; [iii] Alterations
having a total cost of less than $250,000.00; provided, however, that any change in the number or
configuration of units in a Facility shall require Landlord’s prior approval; or [iv] repairs,
rebuilding and restoration required or undertaken pursuant to §9.4 or §10.2.



16.4 Requirements for Permitted Alterations. Tenant shall comply with all of the
following requirements in connection with any Permitted Alterations which cost more than
$250,000.00:



(a) The Permitted Alterations shall be made in accordance with the approved Plans and
Specifications.



(b) The Permitted Alterations and the installation thereof shall comply with all applicable
legal requirements and insurance requirements.



(c) The Permitted Alterations shall be done in a good and workmanlike manner, shall not impair
the value or the structural integrity of the Leased Property, and shall be free and clear of all
mechanic’s liens.



(d) For any Permitted Alternations having a total cost of $500,000.00 or more, Tenant shall
deliver to Landlord a payment and performance bond, with a surety acceptable to Landlord, in an
amount equal to the estimated cost of the Permitted Alterations, guaranteeing the completion of the
work free and clear of liens and in accordance with the approved Plans and Specifications, and
naming Landlord and any mortgagee of Landlord as joint obligees on such bond.


 


53









 





(e) For any Permitted Alternations having a total cost of $500,000.00 or more, Tenant shall,
at Tenant’s expense, obtain a builder’s completed value risk policy of insurance insuring against
all risks of physical loss, including collapse and transit coverage, in a nonreporting form,
covering the total value of the work performed, and equipment, supplies, and materials, and
insuring initial occupancy or obtain similar coverage to under already existing policies,
reasonably satisfactory to Landlord. Landlord and any mortgagee of Landlord shall be additional
insureds of such policy. Landlord shall have the right to approve the form and substance of such
policy.



(f) Tenant shall pay the premiums required to increase the amount of the insurance coverages
required by Article 4 to reflect the increased value of the Improvements resulting from
installation of the Permitted Alterations, and shall deliver to Landlord a certificate evidencing
the increase in coverage.



(g) Tenant shall, not later than 60 days after completion of the Permitted Alterations,
deliver to Landlord a revised “as-built” survey of the respective Facility if the Permitted
Alterations altered the Land or “footprint” of the Improvements and an “as-built” set of Plans and
Specifications for the Permitted Alterations in form and substance reasonably satisfactory to
Landlord.



(h) Tenant shall, not later than 30 days after Landlord sends an invoice, reimburse Landlord
for any reasonable costs and expenses, including attorneys’ fees and architects’ and engineers’
fees, incurred in connection with reviewing and approving the Permitted Alterations and ensuring
Tenant’s compliance with the requirements of this section. The daily fee for Landlord’s consulting
engineer is $500.00.



16.5 Ownership and Removal of Permitted Alterations. The Permitted Alterations shall
become a part of the Leased Property, owned by Landlord, and leased to Tenant subject to the terms
and conditions of this Lease. Tenant shall not be required or permitted to remove any Permitted
Alterations.



16.6 Minimum Qualified Capital Expenditures. During each Lease Year, Tenant shall,
at Tenant’s option, either expend or escrow at least the Minimum Capital Expenditures Amount per
unit for Qualified Capital Expenditures to improve the Facilities (provided that as to any Facility
with respect to which a certificate of occupancy was not issued prior to the end of the first Lease
Year, the minimum qualified capital expenditures required by this section shall be waived until the
Lease Year immediately following the Lease Year in which such certificate of occupancy is issued).
Thereafter throughout the Term, Tenant shall expend or escrow the applicable Minimum Capital
Expenditures Amount for such Lease Year. Within 60 days after the end of each Lease Year, Tenant
shall deliver to Landlord a certificate in the form of Exhibit G listing the Qualified Capital
Expenditures made in the prior Lease Year. If the entire minimum amount was not expended in such
Lease Year, the certificate will include certification that the balance of the current minimum
amount has been deposited in a reserve account to be used solely for Qualified Capital Expenditures
for the Facilities.



16.7 Signs. Tenant may, at its own expense, erect and maintain identification signs
at the Leased Property, provided such signs comply with all laws, ordinances, and
regulations. Upon the termination or expiration of this Lease, Tenant shall, within 30 days
after notice from Landlord, remove the signs and restore the Leased Property to its original
condition.


 


54









 





ARTICLE 17: RESERVED




ARTICLE 18: ASSIGNMENT AND SALE OF LEASED PROPERTY




18.1 Prohibition on Assignment and Subletting. Tenant acknowledges that Landlord has
entered into this Lease in reliance on the personal services and business expertise of Tenant.
Tenant may not assign, sublet, mortgage, hypothecate, pledge, grant a right of first refusal or
transfer any interest in this Lease, or in the Leased Property, in whole or in part, without the
prior written consent of Landlord, which Landlord may withhold in its sole and absolute discretion.
The following transactions will be deemed an assignment or sublease requiring Landlord’s prior
written consent: [i] an assignment by operation of law; [ii] an imposition (whether or not
consensual) of a lien, mortgage, or encumbrance upon Tenant’s interest in the Lease; [iii] an
arrangement (including, but not limited to, management agreements, concessions, licenses, and
easements) which allows the use or occupancy of all or part of the Leased Property by anyone other
than Tenant; and [iv] a change of ownership of Tenant. Landlord’s consent to any assignment, right
of first refusal or sublease will not release Tenant (or any guarantor) from its payment and
performance obligations under this Lease, but rather Tenant, any guarantor, and Tenant’s assignee
or sublessee will be jointly and severally liable for such payment and performance. An assignment,
right of first refusal or sublease without the prior written consent of Landlord will be void at
Landlord’s option. Landlord’s consent to one assignment, right of first refusal or sublease will
not waive the requirement of its consent to any subsequent assignment or sublease. Notwithstanding
the foregoing, [a] Tenant may enter into a Sublease with each Subtenant for each Facility provided
that each Sublease complies with §18.2, and [b] Tenant or Subtenant may enter into a Management
Agreement with Manager for each Facility on terms reasonably acceptable to Landlord. Tenant shall
not modify the terms of, extend or terminate any sublease without the prior written consent of
Landlord. Notwithstanding the foregoing or any other provision hereof to the contrary, Landlord’s
consent shall not be required with respect to any new non-residential leases covering floor space
not exceeding 5,000 square feet as to any Facility.



18.2 Requests for Landlord’s Consent to Assignment, Sublease or Management Agreement.
If Tenant is required to obtain Landlord’s consent to a specific assignment, sublease, or
management agreement, Tenant shall give Landlord [i] the name and address of the proposed assignee,
subtenant or manager; [ii] a copy of the proposed assignment, sublease or management agreement;
[iii] reasonably satisfactory information about the nature, business and business history of the
proposed assignee, subtenant, or manager and its proposed use of the Leased Property; and [iv]
banking, financial, and other credit information, and references about the proposed assignee,
subtenant or manager sufficient to enable Landlord to determine the financial responsibility and
character of the proposed assignee, subtenant or manager. Any assignment, sublease or management
agreement shall contain provisions to the effect that [a] such assignment, sublease or management
agreement is subject and subordinate to all of the terms and provisions of this Lease and to the
rights of Landlord and that the assignee, subtenant or manager shall comply with all applicable
provisions of this Lease; [b] such assignment, sublease or management agreement may


 


55









 






not be modified
without the prior written consent of Landlord not to be unreasonably withheld or delayed; [c] if this Lease shall terminate before
the expiration of such assignment, sublease or management agreement, the assignee, subtenant or
manager thereunder will, solely at Landlord’s option and only upon the express written notice of
attornment from Landlord, attorn to Landlord and waive any right the assignee, subtenant or manager
may have to terminate the assignment, sublease or management agreement or surrender possession
thereunder as a result of the termination of this Lease; and [d] if the assignee, subtenant or
manager receives a written notice from Landlord stating that Tenant is in default under this Lease,
the assignee, subtenant or manager shall thereafter pay all rentals or payments under the
assignment, sublease or management agreement directly to Landlord until such default has been
cured. Any attempt or offer by an assignee, subtenant or manager to attorn to Landlord shall not
be binding or effective without the express written consent of Landlord. Tenant hereby
collaterally assigns to Landlord, as security for the performance of its obligations hereunder, all
of Tenant’s right, title, and interest in and to any assignment, sublease or management agreement
now or hereafter existing for all or part of the Leased Property. Tenant shall, at the request of
Landlord, execute such other instruments or documents as Landlord may request to evidence this
collateral assignment. If Landlord, in its sole and absolute discretion, consents to such
assignment, sublease, or management agreement, such consent shall not be effective until [i] a
fully executed copy of the instrument of assignment, sublease or management agreement has been
delivered to Landlord; [ii] in the case of an assignment, Landlord has received a written
instrument in which the assignee has assumed and agreed to perform all of Tenant’s obligations
under the Lease; and [iii] Tenant has paid to Landlord a fee in the amount of $2,500.00 (applies
only to consent requests after the Closing); and [iv] Landlord has received reimbursement from
Tenant or the assignee for all attorneys’ fees and expenses and all other reasonable out-of-pocket
expenses incurred in connection with determining whether to give its consent, giving its consent
and all matters relating to the assignment (applies only to consent requests after the Closing).



18.3 Agreements with Residents. Notwithstanding §18.1, Tenant and Subtenant may
enter into an occupancy agreement with residents of the Leased Property without the prior written
consent of Landlord provided that [i] the agreement does not provide for lifecare services; [ii]
the agreement does not contain any type of rate lock provision or rate guaranty for more than two
calendar years; [iii] Tenant and Subtenant may not collect rent for more than one month in advance;
[iv] all residents of the Leased Property are accurately shown in accounting records for the
Facility; [v] the agreement is substantially in the form approved by Landlord; [vi] the agreement
does not contain an option to purchase; and [vii] the agreement provides for an initial term of at
least one month (excluding limited respite care). Without the prior written consent of Landlord,
Tenant and Subtenant shall not materially change the form of resident occupancy agreement that was
submitted to Landlord prior to the Effective Date.



18.4 Sale of Leased Property. If Landlord or any subsequent owner of the Leased
Property sells the Leased Property, its liability for the performance of its agreements in this
Lease will end on the date of the sale of the Leased Property, and Tenant will look solely to the
purchaser for the performance of those agreements. For purposes of this section, any holder of a
mortgage or security agreement which affects the Leased Property at any time, and any landlord
under any lease to which this Lease is subordinate at any time, will be a subsequent owner of the
Leased Property when it succeeds to the interest of Landlord or any subsequent owner of the Leased
Property.


 


56









 





18.5 Assignment by Landlord. Landlord may transfer, assign, mortgage, collaterally
assign, or otherwise dispose of Landlord’s interest in this Lease or the Leased Property but only
if the Loan is also subject to the same transaction with the same transferee, assignee, or
mortgagee.



ARTICLE 19: HOLDOVER AND SURRENDER




19.1 Holding Over. If Tenant, with or without the express or implied consent of
Landlord, continues to hold and occupy the Leased Property (or any part thereof) after the
expiration of the Term or earlier termination of this Lease (other than pursuant to Tenant’s
purchase of the Leased Property), such holding over beyond the Term and the acceptance or
collection of Rent in the amount specified below by Landlord shall operate and be construed as
creating a tenancy from month to month and not for any other term whatsoever. Said month-to-month
tenancy may be terminated by Landlord by giving Tenant five days’ written notice, and at any time
thereafter Landlord may re-enter and take possession of the Leased Property. If Tenant continues
after the expiration of the Term or earlier termination of this Lease to hold and occupy the Leased
Property whether as a month-to-month tenant or a tenant at sufferance or otherwise, Tenant shall
pay Rent for each month in an amount equal to the sum of [i] one and one-half (11/2) times the Base
Rent payable during the month in which such expiration or termination occurs, plus [ii] all
Additional Charges accruing during the month, plus [iii] any and all other sums payable by Tenant
pursuant to this Lease. During any continued tenancy after the expiration of the Term or earlier
termination of this Lease, Tenant shall be obligated to perform and observe all of the terms,
covenants and conditions of this Lease, but shall have no rights hereunder other than the right, to
the extent given by applicable law, to continue its occupancy and use of the Leased Property until
the tenancy is terminated. Nothing contained herein shall constitute the consent, express or
implied, of Landlord to the holding over of Tenant after the expiration or earlier termination of
this Lease.



19.2 Surrender. Except for [i] Permitted Alterations; [ii] normal and reasonable
wear and tear (subject to the obligation of Tenant to maintain the Leased Property in good order
and repair during the Term); and [iii] damage and destruction not required to be repaired by
Tenant, Tenant shall surrender and deliver up the Leased Property at the expiration or termination
of the Term in as good order and condition as of the Commencement Date.



19.3 Indemnity. If Tenant fails to surrender the entire Leased Property or any part
thereof upon the expiration or termination of this Lease in a timely manner and in accordance with
the provisions of this Lease, in addition to any other liabilities to Landlord accruing therefrom,
Tenant shall defend, indemnify and hold Landlord, its principals, officers, directors, agents, and
employees harmless from loss or liability resulting from such failure, including, without limiting
the generality of the foregoing, loss of rental with respect to any new lease in which the rental
payable thereunder exceeds the Rent collected by Landlord pursuant to this Lease during Tenant’s
holdover and any claims by any proposed new tenant founded on Tenant’s failure to surrender the
Leased Property. The provisions of this Article 19 shall survive the expiration or termination of
this Lease.


 


57









 





ARTICLE 20: LETTER OF CREDIT




20.1 Terms of Letter of Credit. To fulfill a condition for the granting of this
Lease, Tenant shall provide Landlord with the Letter of Credit at the Closing. Tenant shall
maintain the Letter of Credit in favor of Landlord until the Obligor Group Obligations are
performed in full. The Letter of Credit shall permit partial and full draws and shall permit
drawing upon presentation of a draft drawn on the Issuer and a certificate signed by Landlord
stating that an Event of Default has occurred under this Lease. The Letter of Credit shall be for
an initial term of one year and shall be automatically renewed annually for successive terms of at
least one year unless Landlord receives notice from the Issuer, by certified mail, at least 60 days
prior to the expiry date then in effect that the Letter of Credit will not be extended for an
additional one-year period.



20.2 Replacement Letter of Credit. Tenant shall provide a replacement Letter of
Credit which satisfies the requirements of §20.1 from an Issuer acceptable to Landlord within 30
days after the occurrence of any of the following: [i] Landlord’s receipt of notice from the
Issuer that the Letter of Credit will not be extended for an additional one-year period; [ii]
Landlord gives notice to Tenant that the Lace Financial Service Rating (or rating of a comparable
rating service) of the Issuer is less than a “C+” (or the comparable rating of such other rating
service); [iii] Landlord gives notice to Tenant of the admission by Issuer in writing of its
inability to pay its debts generally as they become due, or Issuer’s filing of a petition in
bankruptcy or petitions to take advantage of any insolvency act, making an assignment for the
benefit of its creditors, consenting to the appointment of a receiver of itself or of the whole or
any substantial part of its property, or filing a petition or answer seeking reorganization or
arrangement under the federal bankruptcy laws or any other applicable law, regulation, or statute
of the United States of America or any state thereof or [iv] Issuer is at any time determined not
to be at least “adequately capitalized”, as that term is defined and used in the “Prompt Corrective
Action” statute, 12 U.S.C. §1831, and implementing regulations. Tenant’s failure to comply with
the requirements of this section shall be an immediate Event of Default without any notice (other
than as provided for in this section), cure or grace period. Upon such Event of Default, Landlord
shall be entitled to draw upon the Letter of Credit and Landlord may, solely at its option and
without any obligation to do so, require Tenant to obtain a replacement Letter of Credit
satisfactory to Landlord with the Letter of Credit proceeds made available to Tenant solely to
secure Tenant’s reimbursement obligation for the replacement Letter of Credit.



20.3 Draws. Landlord may draw under the Letter of Credit upon the occurrence of an
Event of Default hereunder. Any such draw shall not cure an Event of Default. The proceeds from
the Letter of Credit (“LC Proceeds”) shall be the sole property of Landlord and may be used,
retained and invested by Landlord without restriction or limitation. Landlord shall have no
obligation to account for its use of the LC Proceeds and Tenant shall have no interest in or claim
against the LC Proceeds. Landlord shall have the right and option, but not the obligation, to
apply all or any portion of the LC Proceeds to pay all or any portion of [i] the Obligor Group
Obligations; plus [ii] all reasonable expenses and costs incurred by Landlord in enforcing or
preserving Landlord’s rights under this Lease or any security for the Obligor Group Obligations,
including, without limitation, [a] the fees, expenses, and costs of any litigation, appellate,
receivership, administrative, bankruptcy, insolvency, or other similar proceeding; [b] attorney,
paralegal, consulting and witness fees and disbursements; and [c] the expenses,
including, without limitation, lodging, meals and transportation of Landlord and its
employees, agents, attorneys, and witnesses in preparing for litigation, administrative,
bankruptcy, insolvency, or similar proceedings and attendance at hearings, depositions, and trials
in connection therewith.


 


58









 





20.4 Partial Draws. Upon the occurrence of a monetary Event of Default under the
Obligor Group Obligations, Landlord may, at its option, make a partial draw on the Letter of Credit
in an amount not to exceed the amount of the Obligor Group Obligations then past due. If Landlord
then applies the proceeds from such partial draw on the Letter of Credit to payment of all or any
portion of the Obligor Group Obligations then past due, Tenant shall, within 30 days after notice
from Landlord of such partial draw and payment, cause the amount of the Letter of Credit to be
reinstated to the amount in effect prior to such partial draw. Tenant’s failure to comply with the
requirements of this section shall be an immediate Event of Default under the Lease Documents
without any notice (other than as provided for in this section), cure or grace period. Landlord’s
rights under this §20.4 are in addition to, and not in limitation of, Landlord’s rights under
§20.3.



20.5 Substitute Letter of Credit. Tenant may, from time to time, deliver to Landlord
a substitute Letter of Credit meeting the requirements of this Lease and issued by an Issuer
acceptable to Landlord. Upon Landlord’s approval of the substitute Letter of Credit, Landlord
shall release the previous Letter of Credit to Tenant.



20.6 Retention of Letter of Credit. Upon termination of this Lease due to expiration
of the Term, pursuant to an Event of Default or for any reason other than Tenant’s purchase of the
Leased Property, Landlord shall be entitled to hold the Letter of Credit until the Obligor Group
Obligations are performed in full or are released by Landlord.



ARTICLE 21: QUIET ENJOYMENT, SUBORDINATION, ATTORNMENT AND ESTOPPEL CERTIFICATES




21.1 Quiet Enjoyment. So long as Tenant performs all of its obligations under this
Lease, Tenant’s possession of the Leased Property will not be disturbed by Landlord or any party
claiming by, through or under Landlord.



21.2 Subordination. Subject to the terms and conditions of this section, this Lease
and Tenant’s rights under this Lease are subordinate to any ground lease or underlying lease, first
mortgage, first deed of trust, or other first lien against the Leased Property, together with any
renewal, consolidation, extension, modification or replacement thereof, which now or at any
subsequent time affects the Leased Property or any interest of Landlord in the Leased Property,
except to the extent that any such instrument expressly provides that this Lease is superior. The
foregoing subordination provision is expressly conditioned upon any lessor or mortgagee being
obligated and bound (subject to a nondisturbance or similar agreement reasonably acceptable to
Tenant) to recognize Tenant as the tenant under this Lease, and such lessor or mortgagee shall have
no right to disturb Tenant’s possession, use and occupancy of the Leased Property or Tenant’s
enjoyment of its rights under this Lease unless and until an Event of Default occurs hereunder.
Any foreclosure action or proceeding by any mortgagee with respect to the Leased Property


 


59









 






shall not
affect Tenant’s rights under this Lease and shall not terminate this Lease unless and until an Event of Default occurs hereunder. The foregoing provisions
will be self-operative, and no further instrument will be required in order to effect them.
However, Tenant shall execute, acknowledge and deliver to Landlord, at any time and from time to
time upon demand by Landlord, such documents as may be requested by Landlord or any mortgagee or
any holder of any mortgage or other instrument described in this section, to confirm or effect any
such subordination, provided that any such document shall include a nondisturbance provision as set
forth in this section satisfactory to Tenant. Any mortgagee of the Leased Property shall be deemed
to be bound by the nondisturbance provision set forth in this section. If Tenant fails or refuses
to execute, acknowledge, and deliver any such document within 20 days after written demand,
Landlord may execute acknowledge and deliver any such document on behalf of Tenant as Tenant’s
attorney-in-fact. Tenant hereby constitutes and irrevocably appoints Landlord, its successors and
assigns, as Tenant’s attorney-in-fact to execute, acknowledge, and deliver on behalf of Tenant any
documents described in this section. This power of attorney is coupled with an interest and is
irrevocable.



21.3 Attornment. If any holder of any mortgage, indenture, deed of trust, or other
similar instrument described in §21.2 succeeds to Landlord’s interest in the Leased Property,
Tenant will pay to such holder all Rent subsequently payable under this Lease. Tenant shall, upon
request of anyone succeeding to the interest of Landlord, automatically become the tenant of, and
attorn to, such successor in interest without changing this Lease. The successor in interest will
not be bound by [i] any payment of Rent for more than one month in advance; [ii] any amendment or
modification of this Lease thereafter made without its consent as provided in this Lease; [iii] any
claim against Landlord arising prior to the date on which the successor succeeded to Landlord’s
interest; or [iv] any claim or offset of Rent against Landlord. Upon request by Landlord or such
successor in interest and without cost to Landlord or such successor in interest, Tenant will
execute, acknowledge and deliver an instrument or instruments confirming the attornment. If Tenant
fails or refuses to execute, acknowledge, and deliver any such instrument within 20 days after
written demand, then Landlord or such successor in interest will be entitled to execute,
acknowledge, and deliver any document on behalf of Tenant as Tenant’s attorney-in-fact. Tenant
hereby constitutes and irrevocably appoints Landlord, its successors and assigns, as Tenant’s
attorney-in-fact to execute, acknowledge, and deliver on behalf of Tenant any such document. This
power of attorney is coupled with an interest and is irrevocable.



21.4 Estoppel Certificates. At the request of Landlord or any mortgagee or purchaser
of the Leased Property, Tenant shall execute, acknowledge, and deliver an estoppel certificate in
favor of Landlord or any mortgagee or purchaser of the Leased Property certifying the following:
[i] that the Lease is unmodified and in full force and effect, or if there have been modifications
that the same is in full force and effect as modified and stating the modifications; [ii] the date
to which Rent and other charges have been paid; [iii] whether Tenant or Landlord is in default or
whether there is any fact or condition which, with notice or lapse of time, or both, would
constitute a default, and specifying any existing default, if any; [iv] that Tenant has accepted
and occupies the Leased Property; [v] that Tenant has no defenses, setoffs, deductions, credits, or
counterclaims against Landlord, if that be the case, or specifying such that exist; and [vi] such
other information as may reasonably be requested by Landlord or any mortgagee or purchaser. Any
purchaser or mortgagee may rely on this estoppel certificate. If Tenant fails to deliver the
estoppel


 


60









 






certificates to Landlord within 10 days after the request of Landlord, then Tenant shall be deemed to have certified that [a] the Lease is in full force and effect and
has not been modified, or that the Lease has been modified as set forth in the certificate
delivered to Tenant; [b] Tenant has not prepaid any Rent or other charges except for the current
month; [c] Tenant has accepted and occupies the Leased Property; [d] neither Tenant nor Landlord is
in default nor is there any fact or condition which, with notice or lapse of time, or both, would
constitute a default; and [e] Tenant has no defenses, setoffs, deductions, credits, or
counterclaims against Landlord. Tenant hereby irrevocably appoints Landlord as Tenant’s
attorney-in-fact to execute, acknowledge, and deliver on Tenant’s behalf any estoppel certificate
to which Tenant does not object within 10 days after Landlord sends the certificate to Tenant.
This power of attorney is coupled with an interest and is irrevocable.



21.5 Subordination; Non-Disturbance, and Attornment Agreement. Notwithstanding the
provisions of §§21.2 — 21.4, Tenant will enter into a Subordination, Non-Disturbance and Attornment
Agreement with Landlord’s current mortgagee substantially in the form attached as Exhibit K to
document the terms of Tenant’s subordination and attornment obligations and the mortgagee’s
non-disturbance obligations.



21.6 Right to Use Trade Name. Tenant, Subtenant and Manager grant Landlord an
irrevocable license, coupled with an interest, which license Landlord may grant to any mortgagee of
the Leased Property, to use the Facility names set forth on Exhibit C, and, to the extent required
by any lender of Landlord, the name “Capital Senior Living” and/or associated trademark rights and
trade names relating to any of the Leased Property for a period not to exceed 120 days after the
date that any holder of a mortgage, indenture, deed of trust, or other similar instrument succeeds
to Landlord’s interest in the Leased Property by foreclosure or deed-in-lieu of foreclosure.



ARTICLE 22: CONTINGENT PAYMENTS




22.1 Contingent Payments. Landlord shall make Contingent Payments to the extent set
forth in this section. Tenant shall request each Contingent Payment by submitting a Contingent
Payment Request to Landlord or in the case of Contingent Payments for Project Improvements, a
Disbursement Voucher pursuant to the Disbursing Agreement. Landlord shall make the Contingent
Payment provided that [i] no Event of Default has occurred and is continuing, and [ii] Landlord has
determined that all requirements for the Contingent Payment have been satisfied. Contingent
Payments will be made not less than eight Business Days and not more than twelve Business Days
following Tenant’s delivery of the Contingent Payment Request.




22.2 Contingent Payments for Capital Expenditures.



22.2.1 Conditions. In addition to any other requirements set forth in this section,
Landlord’s obligation to make Contingent Payments for capital expenditures is subject to Landlord’s
reasonable approval of the scope of work and budget, construction and disbursement schedules (if
applicable), and contractor and construction agreements (if applicable). Tenant shall also provide
a collateral assignment of any construction contract to Landlord and the contractor shall consent
to the assignment.


 


61









 





22.2.2 No Commitment.  Landlord has no current commitment to make Contingent
Payments for capital expenditures pursuant to §22.2.




22.3 Contingent Payments for Project Improvements.



22.3.1 Conditions. In addition to any other requirements set forth in this section,
Landlord’s obligation to make Contingent Payments for Project Improvements is subject to the
conditions set forth in any Disbursing Agreement which may be related to such Project Improvements.



22.3.2 No Commitment. Landlord has no current commitment to make Contingent Payments
for Project Improvements pursuant to §22.3.



ARTICLE 23: SECURITY INTEREST




23.1 Collateral. Tenant and each Subtenant hereby grant to each Landlord and HCN (if
not a Landlord) (individually and collectively called “Secured Party”) a security interest in all
right, title and interest of Tenant and Subtenants in the following described property, whether now
owned or hereafter acquired by Tenant or any Subtenant (the “Collateral”), to secure the payment
and performance of the Obligor Group Obligations:



(a) All machinery, furniture, equipment, trade fixtures, appliances, inventory and all other
goods (as “equipment”, “inventory” and “goods” are defined for purposes of Article 9) and any
leasehold interest of Tenant or any Subtenant in any of the foregoing, including, without
limitation, those items which are to become fixtures or which are building supplies and materials
to be incorporated into any improvement or fixture.



(b) All accounts, deposit accounts, general intangibles, instruments, documents, and chattel
paper [as such terms are defined for purposes of Article 9] now or hereafter arising.



(c) All franchises, permits, licenses, operating rights, certifications, approvals, consents,
authorizations and other general intangibles, including, without limitation, certificates of need,
state health care facility licenses, and Medicare and Medicaid provider agreements, to the extent
permitted by law.



(d) Unless expressly prohibited by the terms thereof, all contracts, agreements, contract
rights and materials relating to the design, construction, operation or management of any
improvements, including, but not limited to, management agreements, plans, specifications,
drawings, blueprints, models, mock-ups, brochures, flyers, advertising and promotional materials
and mailing lists.



(e) All subleases, occupancy agreements, license agreements and concession agreements, written
or unwritten, of any nature, now or hereafter entered into, and all right, title and interest of
Tenant thereunder, Tenant’s right, if any, to cash or securities deposited thereunder whether or
not the same was deposited to secure performance by the subtenants, occupants, licensees and
concessionaires of their obligations thereunder, including the right to receive and collect the
rents, revenues, and other charges thereunder.


 


62









 





(f) All ledger sheets, files, records, computer programs, tapes, other electronic data
processing materials, and other documentation.



(g) The products and proceeds of the preceding listed property, including, without limitation,
cash and non-cash proceeds, proceeds of proceeds, and insurance proceeds.



23.2 Additional Documents. At the request of Landlord, Tenant and each Subtenant
shall execute additional security agreements, financing statements, and such other documents as may
be reasonably requested by Landlord to maintain and perfect such security interest. Tenant and
each Subtenant hereby irrevocably appoint Landlord, its successors and assigns, as Tenant’s or
Subtenant’s attorney-in-fact to execute, acknowledge, deliver and file such documents on behalf of
Tenant or such Subtenant. This power of attorney is coupled with an interest and is irrevocable.
Tenant and each Subtenant authorize Landlord to file financing statements describing the Collateral
to perfect and maintain the security interest granted hereunder without the signature or any
further authorization of Tenant or any Subtenant. Landlord may not require control agreements or
similar agreements concerning the deposit accounts of Tenant or Subtenants until an Event of
Default has occurred and is continuing.



23.3 Notice of Sale. With respect to any sale or other disposition of any of the
Collateral after the occurrence of an Event of Default, Landlord, Tenant and each Subtenant agree
that the giving of 10 days’ notice by Landlord, sent by overnight delivery, postage prepaid, to
Tenant’s or Subtenant’s notice address designating the time and place of any public sale or the
time after which any private sale or other intended disposition of such Collateral is to be made,
shall be deemed to be reasonable notice thereof and Tenant and each Subtenant waive any other
notice with respect thereto.



23.4 Recharacterization. Landlord and Tenant intend this Lease to be a true lease.
However, if despite the parties’ intent, it is determined or adjudged by a court for any reason
that this Lease is not a true lease or if this Lease is recharacterized as a financing arrangement,
then this Lease shall be considered a secured financing agreement and Landlord’s title to the
Leased Property shall constitute a perfected first priority lien in Landlord’s favor on the Leased
Property to secure the payment and performance of all the Obligor Group Obligations.



23.5 Deposit Accounts. On the Effective Date, Tenant is providing to Landlord a true
and correct listing of all deposit accounts of Tenant or any Subtenant, in such detail as Landlord
may reasonably require, including the applicable depository institutions and account numbers. From
time to time hereafter, Tenant shall promptly provide to Landlord updated information regarding the
identity of all of its and each Subtenant’s then current deposit accounts.


 


63









 





ARTICLE 24: MISCELLANEOUS




24.1 Notices. Landlord, Tenant and Subtenant hereby agree that all notices, demands,
requests, and consents (hereinafter “notices”) required to be given pursuant to the terms of this
Lease shall be in writing, shall be addressed to the addresses set forth in the
introductory paragraph of this Lease, and shall be served by [i] personal delivery; [ii]
certified mail, return receipt requested, postage prepaid; or [iii] nationally recognized overnight
courier. Notices to any Subtenant should be sent c/o Tenant at Tenant’s address set forth in the
introductory paragraph. All notices shall be deemed to be given upon the earlier of actual receipt
or three days after mailing, or one Business Day after deposit with the overnight courier. Any
notices meeting the requirements of this section shall be effective, regardless of whether or not
actually received. Landlord or Tenant may change its notice address at any time by giving the
other party notice of such change.



24.2 Advertisement of Leased Property. In the event the parties hereto have not
executed a renewal Lease within 120 days prior to the expiration of this Lease, or Tenant has not
exercised its Option to Purchase, then Landlord or its agent shall have the right to enter the
Leased Property at all reasonable times for the purpose of exhibiting the Leased Property to others
and to place upon the Leased Property for and during the period commencing 120 days prior to the
expiration of this Lease, “for sale” or “for rent” notices or signs.



24.3 Entire Agreement. This Lease contains the entire agreement between Landlord and
Tenant with respect to the subject matter hereof. No representations, warranties, and agreements
have been made by Landlord except as set forth in this Lease. No oral agreements or understandings
between Landlord and Tenant shall survive execution of this Lease.



24.4 Severability. If any term or provision of this Lease is held or deemed by
Landlord to be invalid or unenforceable, such holding shall not affect the remainder of this Lease
and the same shall remain in full force and effect, unless such holding substantially deprives
Tenant of the use of the Leased Property or Landlord of the rents herein reserved, in which event
this Lease shall forthwith terminate as if by expiration of the Term.



24.5 Captions and Headings. The captions and headings are inserted only as a matter
of convenience and for reference and in no way define, limit or describe the scope of this Lease or
the intent of any provision hereof.



24.6 Governing Law. This Lease shall be governed by and construed in accordance with
the laws of the State of Ohio, except as to matters under which the laws of a State in which a
respective Facility is located, or under applicable procedural conflicts of laws rules, require the
application of laws of such other State, in which case the laws or conflicts of laws rules, as the
case may be, of such State shall govern to the extent required.



24.7 Memorandum of Lease. Tenant shall not record this Lease. Tenant shall,
however, record a memorandum of lease approved by Landlord upon Landlord’s request.



24.8 Waiver. No waiver by Landlord of any condition or covenant herein contained, or
of any breach of any such condition or covenant, shall be held or taken to be a waiver of any
subsequent breach of such covenant or condition, or to permit or excuse its continuance or any
future breach thereof or of any condition or covenant, nor shall the acceptance of Rent by Landlord
at any time when Tenant or Subtenant is in default in the performance or observance of any
condition or covenant herein be construed as a waiver of such
default, or of Landlord’s right to terminate this Lease or exercise any other remedy granted
herein on account of such existing default.


 


64









 





24.9 Binding Effect. This Lease will be binding upon and inure to the benefit of the
heirs, successors, personal representatives, and permitted assigns of Landlord, Tenant and
Subtenant.



24.10 No Offer. Landlord’s submission of this Lease to Tenant is not an offer to
lease the Leased Property, or an agreement by Landlord to reserve the Leased Property for Tenant.
Landlord will not be bound to Tenant until Tenant has duly executed and delivered duplicate
original leases to Landlord, and Landlord has duly executed and delivered one of these duplicate
original leases to Tenant.



24.11 Modification. This Lease may only be modified by a writing signed by both
Landlord and Tenant. All references to this Lease, whether in this Lease or in any other document
or instrument, shall be deemed to incorporate all amendments, modifications and renewals of this
Lease, made after the date hereof. If Tenant requests Landlord’s consent to any change in
ownership, merger or consolidation of Tenant, Subtenant or Guarantor, any assumption of the Lease,
or any modification of the Lease, Tenant shall provide Landlord all relevant information and
documents sufficient to enable Landlord to evaluate the request. In connection with any such
request, Tenant shall pay to Landlord a fee in the amount of $2,500.00 and shall pay all of
Landlord’s reasonable attorney’s fees and expenses and other reasonable out-of-pocket expenses
incurred in connection with Landlord’s evaluation of Tenant’s request, the preparation of any
documents and amendments, the subsequent amendment of any documents between Landlord and its
collateral pool lenders (if applicable), and all related matters.



24.12 Landlord’s Modification. Tenant acknowledges that Landlord may mortgage the
Leased Property or use the Leased Property as collateral for collateralized mortgage obligations or
Real Estate Mortgage Investment Companies (REMICS). If any mortgage lender of Landlord desires any
modification of this Lease, Tenant agrees to consider such modification in good faith and to
execute an amendment of this Lease if Tenant finds such modification acceptable.



24.13 No Merger. The surrender of this Lease by Tenant or the cancellation of this
Lease by agreement of Tenant and Landlord or the termination of this Lease on account of Tenant’s
default will not work a merger, and will, at Landlord’s option, terminate any subleases or operate
as an assignment to Landlord of any subleases. Landlord’s option under this paragraph will be
exercised by notice to Tenant and all known subtenants of the Leased Property.



24.14 Laches. No delay or omission by either party hereto to exercise any right or
power accruing upon any noncompliance or default by the other party with respect to any of the
terms hereof shall impair any such right or power or be construed to be a waiver thereof.


 


65









 





24.15 Limitation on Tenant’s Recourse. Tenant’s sole recourse against Landlord, and
any successor to the interest of Landlord in the Leased Property, is to the interest of Landlord,
and any such successor, in the Leased Property. Tenant will not have any right to
satisfy any judgment which it may have against Landlord, or any such successor, from any other
assets of Landlord, or any such successor. In this section, the terms “Landlord” and “successor”
include the shareholders, venturers, and partners of “Landlord” and “successor” and the officers,
directors, and employees of the same. The provisions of this section are not intended to limit
Tenant’s right to seek injunctive relief or specific performance.



24.16 Construction of Lease. This Lease has been prepared by Landlord and its
professional advisors and reviewed by Tenant and its professional advisors. Landlord, Tenant, and
their advisors believe that this Lease is the product of all their efforts, that it expresses their
agreement, and agree that it shall not be interpreted in favor of either Landlord or Tenant or
against either Landlord or Tenant merely because of their efforts in preparing it.



24.17 Counterparts. This Lease may be executed in multiple counterparts, each of
which shall be deemed an original hereof.



24.18 Landlord’s Consent. Whenever Landlord’s consent or approval is required under
this Lease, such consent or approval shall be in writing and shall not be unreasonably withheld or
delayed.



24.19 Custody of Escrow Funds. Any funds paid to Landlord in escrow hereunder may be
held by Landlord or, at Landlord’s election, by a financial institution, the deposits or accounts
of which are insured or guaranteed by a federal or state agency. The funds shall not be deemed to
be held in trust, may be commingled with the general funds of Landlord or such other institution,
and shall not bear interest.



24.20 Landlord’s Status as a REIT. Tenant acknowledges that Landlord (or a Landlord
Affiliate) has elected and may hereafter elect to be taxed as a real estate investment trust
(“REIT”) under the Internal Revenue Code.



24.21 Exhibits. All of the exhibits referenced in this Lease are attached hereto and
incorporated herein.



24.22 Waiver of Jury Trial. LANDLORD, TENANT AND SUBTENANT WAIVE TRIAL BY JURY IN
ANY ACTION, PROCEEDING OR COUNTERCLAIM BROUGHT BY ANY OF THEM AGAINST THE OTHER ON ALL MATTERS
ARISING OUT OF THIS LEASE OR THE USE AND OCCUPANCY OF THE LEASED PROPERTY (EXCEPT CLAIMS FOR
PERSONAL INJURY OR PROPERTY DAMAGE). IF LANDLORD COMMENCES ANY SUMMARY PROCEEDING FOR NONPAYMENT
OF RENT, TENANT AND SUBTENANT WILL NOT INTERPOSE, AND WAIVES THE RIGHT TO INTERPOSE, ANY
COUNTERCLAIM IN ANY SUCH PROCEEDING.


 


66









 





24.23 Consent to Jurisdiction. TENANT AND SUBTENANT HEREBY IRREVOCABLY SUBMIT AND
CONSENT TO THE NONEXCLUSIVE JURISDICTION AND VENUE OF ANY STATE OR FEDERAL COURT HAVING
JURISDICTION OVER LUCAS COUNTY, OHIO OR ANY COUNTY IN WHICH A FACILITY IS LOCATED FOR ANY ACTION OR
PROCEEDING TO ENFORCE OR DEFEND ANY MATTER ARISING FROM OR RELATED TO [I] THE COMMITMENT; [II] THIS
LEASE; OR [III] ANY DOCUMENT EXECUTED BY TENANT OR SUBTENANT IN CONNECTION WITH THIS
LEASE. TENANT AND SUBTENANT HEREBY IRREVOCABLY WAIVE, TO THE FULLEST EXTENT TENANT AND
SUBTENANT MAY EFFECTIVELY DO SO, THE DEFENSE OF AN INCONVENIENT FORUM TO THE MAINTENANCE OF ANY
SUCH ACTION OR PROCEEDING. TENANT AND SUBTENANT AGREE THAT A FINAL JUDGMENT IN ANY SUCH ACTION OR
PROCEEDING SHALL BE CONCLUSIVE AND MAY BE ENFORCED IN ANY OTHER JURISDICTION BY SUIT ON THE
JUDGMENT OR IN ANY OTHER MANNER PROVIDED BY LAW.



TENANT AND SUBTENANT AGREE NOT TO INSTITUTE ANY LEGAL ACTION OR PROCEEDING AGAINST LANDLORD OR
ANY DIRECTOR, OFFICER, EMPLOYEE, AGENT OR PROPERTY OF LANDLORD, CONCERNING ANY MATTER ARISING OUT
OF OR RELATING TO THE COMMITMENT, THIS LEASE OR ANY RELATED DOCUMENT IN ANY COURT OTHER THAN A
STATE OR FEDERAL COURT HAVING JURISDICTION OVER LUCAS COUNTY, OHIO.



TENANT AND SUBTENANT HEREBY CONSENT TO SERVICE OF PROCESS BY LANDLORD IN ANY MANNER AND IN ANY
JURISDICTION PERMITTED BY LAW. NOTHING HEREIN SHALL AFFECT OR IMPAIR LANDLORD’S RIGHT TO SERVE
LEGAL PROCESS IN ANY MANNER PERMITTED BY LAW, OR LANDLORD’S RIGHT TO BRING ANY ACTION OR PROCEEDING
AGAINST TENANT, SUBTENANT OR THE PROPERTY OF TENANT OR SUBTENANT IN THE COURTS OF ANY OTHER
JURISDICTION.



24.24 Attorney’s Fees and Expenses. Tenant shall pay to Landlord all reasonable
costs and expenses incurred by Landlord in administering this Lease and the security for this
Lease, enforcing or preserving Landlord’s rights under this Lease and the security for this Lease,
and in all matters of collection, whether or not an Event of Default has actually occurred or has
been declared and thereafter cured, including, but not limited to, [a] reasonable attorney’s and
paralegal’s fees and disbursements; [b] the fees and expenses of any litigation, administrative,
bankruptcy, insolvency, receivership and any other similar proceeding; [c] court costs; [d] the
expenses of Landlord, its employees, agents, attorneys and witnesses in preparing for litigation,
administrative, bankruptcy, insolvency and other proceedings and for lodging, travel, and
attendance at meetings, hearings, depositions, and trials; and [e] consulting and witness fees and
expenses incurred by Landlord in connection with any litigation or other proceeding; provided,
however, Landlord’s internal bookkeeping and routine lease servicing costs are not payable by
Tenant.



24.25 Survival. The following provisions shall survive termination of the Lease:
Article 8 (Defaults and Remedies); §15.9 (Transfer of License and Facility Operations); §15.10 (Bed
Operating Rights); Article 19 (Holdover and Surrender); §20.6 (Retention of Letter of Credit);
Article 23 (Security Interest) and §24.25 (Survival).




24.26 Time. Time is of the essence in the performance of this Lease.



24.27 Subtenant. Each Subtenant has joined in the execution of this Lease to
acknowledge that Subtenant is subject to and bound by the terms of the Lease applicable to
Subtenant, including, without limitation, the grant of a security interest under Article 23.


 


67









 





24.28 Savings Clause. The intention of the parties is that this Lease shall be
construed as a true lease. However, to the extent that a court of competent jurisdiction
determines that any amounts payable under this Lease are deemed to be interest (“Interest
Payments”), the intention of Landlord and Tenant is to comply with the laws of the State concerning
the rate of interest legally payable. Notwithstanding any other provision herein or in any other
Lease Document, Tenant shall not be required to pay any Interest Payments in excess of the maximum
lawful rate. To the extent the amount of Interest Payments ever exceeds the maximum lawful rate
(“Excess Interest”), [i] the provisions of this paragraph shall govern and control; [ii] Tenant
shall not be obligated to pay any Excess Interest; [iii] any Excess Interest that Landlord may have
received shall be credited against the then outstanding balance of Obligor Group Obligations and,
if the Excess Interest exceeds such outstanding balance, the excess amount shall be refunded to
Tenant; [iv] the rate of interest applicable to any Interest Payments shall be automatically
reduced to the maximum lawful rate and this Lease and any Lease Document shall be deemed reformed
and modified to reflect such reduction; and [v] subject to the foregoing provisions of this
paragraph, Tenant shall have no action or remedy against Landlord for any damages whatsoever or any
defense to enforcement of this Lease or any Lease Document arising out of the payment or collection
of any Excess Interest. In determining whether Interest Payments exceed the maximum lawful rate,
Tenant agrees to spread the total amount of Interest Payments throughout the entire Term.



[THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK]



 


68









 







IN WITNESS WHEREOF, the parties hereto have executed this Lease or caused the same to be
executed by their respective duly authorized officers as of the date first set forth above.



	 	 	 	 	 	 	 	 	 
	Signed and acknowledged in the presence of:	 	HEALTH CARE REIT, INC.	 	 
	 
	 	 	 	 	 	 	 	 
	Signature /s/ Donna J. Lunsford                          	 	By:	 	/s/ Erin C. Ibele	 	 
	 	 	 	 	 	 	 
	Print Name Donna J. Lunsford

	 	 	 	Title:
	 	Erin C. Ibele, Senior Vice
President — Administration and Corporate Secretary	 	 
	Signature /s/ Rita J. Rogge                                   
	 	 	 	 	 	 	 	 
	Print Name Rita J. Rogge                                      
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	(signing only for the purpose of accepting §1.5
appointment of agency and agreeing to Secured Party
obligations.)	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	HCRI TEXAS PROPERTIES, LTD.	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	 	 	By:
	 	Health Care REIT, Inc., its general partner	 	 
	 
	 	 	 	 	 	 	 	 
	 /s/ Donna J. Lunsford                                          

	 	By:	 	/s/ Erin C. Ibele	 	 
	 	 	 	 	 	 	 
	Print Name Donna J. Lunsford                             

	 	 	 	Title:
	 	Erin C. Ibele, Senior Vice	 	 
	 

	 	 	 	 	 	President — Administration and Corporate Secretary	 	 
	Signature /s/ Rita J. Rogge                                   
	 	 	 	 	 	 	 	 
	Print Name Rita J. Rogge                                      
	 	 	 	 	 	 	 	 





 


S-1









 





	 	 	 	 	 	 	 	 	 
	 	 	402 SOUTH COLONIAL DRIVE, LLC,

311 E. HAWKINS PARKWAY, LLC,

2281 COUNTRY CLUB DRIVE, LLC,

5902 NORTH STREET, LLC,

750 NORTH COLLEGIATE DRIVE, LLC,

1011 E. PECAN GROVE ROAD, LLC,

5550 OLD JACKSONVILLE HIGHWAY, LLC,

1329 BROWN STREET, LLC and

1818 MARTIN DRIVE, LLC	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	 	 	By:
	 	Health Care REIT, Inc., its sole member	 	 
	 
	 	 	 	 	 	 	 	 
	Signature /s/ Donna J. Lunsford                           

	 	By:	 	/s/ Erin C. Ibele	 	 
	 	 	 	 	 	 	 
	Print Name Donna J. Lunsford                               

	 	 	 	Title:
	 	Erin C. Ibele, Senior Vice	 	 
	 

	 	 	 	 	 	President — Administration and Corporate Secretary	 	 
	Signature /s/ Rita J. Rogge                                      
	 	 	 	 	 	 	 	 
	Print Name  Rita J. Rogge                                       
	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	CAPITAL TEXAS S, LLC	 	 
	 
	 	 	 	 	 	 	 	 
	Signature /s/ Alice McDonald                                 

	 	By:	 	/s/ Gloria Holland	 	 
	 	 	 	 	 	 	 
	Print Name Alice McDonald                                    

	 	 	 	Title:
	 	Gloria Holland, Vice President	 	 
	 
	 	 	 	 	 	 	 	 
	Signature /s/ Cathy Tyler                                         	 	Tax I.D. No.: 27-2873094	 	 
	Print Name Cathy Tyler                                            
	 	 	 	 	 	 	 	 





 


S-2









 




	 	 	 	 	 	 	 	 	 
	Tax I.D. No.: 27-2875695	 	CSL S CLEBURNE, LLC	 	 
	Tax I.D. No.: 27-2875784	 	CSL S CONROE, LLC	 	 
	Tax I.D. No.: 27-2875879	 	CSL S LONGVIEW, LLC	 	 
	Tax I.D. No.: 27-2876011	 	CSL S MANSFIELD, LLC	 	 
	Tax I.D. No.: 27-2876109	 	CSL S McKINNEY, LLC	 	 
	Tax I.D. No.: 27-2876227	 	CSL S NACOGDOCHES, LLC	 	 
	Tax I.D. No.: 27-2876305	 	CSL S PALESTINE, LLC	 	 
	Tax I.D. No.: 27-2876367	 	CSL S PARIS, LLC	 	 
	Tax I.D. No.: 27-2876426	 	CSL S SHERMAN, LLC	 	 
	Tax I.D. No.: 27-2876498	 	CSL S TYLER, LLC	 	 
	Tax I.D. No.: 27-2876557	 	CSL S WAXAHACHIE, LLC	 	 
	Tax I.D. No.: 27-2876634	 	CSL S WEATHERFORD, LLC	 	 
	 
	 	 	 	 	 	 	 	 
	Signature /s/ Alice McDonald                             

	 	By:	 	/s/ Keith Johanessen	 	 
	 	 	 	 	 	 	 
	Print Name Alice McDonald                                 

	 	 	 	Title:
	 	Keith Johanessen, President	 	 
	 
	 	 	 	 	 	 	 	 
	Signature /s/ Cathy Tyler                                     
	 	 	 	 	 	 	 	 
	Print Name Cathy Tyler                                        
	 	 	 	 	 	 	 	 






	 	 	 	 	 	 	 
	STATE OF OHIO
	 	)	 	 	 	 
	 
	 	) SS:	 	 	 	 
	COUNTY OF LUCAS
	 	)	 	 	 	 






The foregoing instrument was acknowledged before me this
17      th day of August, 2010 by Erin C. Ibele, the Senior Vice President —
Administration and Corporate Secretary of Health Care REIT, Inc., a Delaware
corporation, on behalf of the corporation.




	 	 	 
	 
	 	/s/ Donna J. Lunsford
	 

	 	 
	 

	 	Notary Public






	 	 	 
	My Commission Expires:  April 22, 2012                                

	 	[SEAL]






 


S-3









 





	 	 	 	 	 	 	 
	STATE OF OHIO
	 	)	 	 	 	 
	 
	 	) SS:	 	 	 	 
	COUNTY OF LUCAS
	 	)	 	 	 	 






The foregoing instrument was acknowledged before me this
17th day of August, 2010 by Erin C. Ibele, the Senior Vice President —
Administration and Corporate Secretary of Health Care REIT, Inc., a Delaware
corporation, in its capacity as general partner of HCRI Texas Properties,
LTD., a Texas limited partnership, on behalf of the partnership.



	 	 	 
	 

	 	/s/ Donna J. Lunsford
	 

	 	 
	 

	 	Notary Public






			
	 	 	 
	My Commission Expires: April 22, 2012                                     
	 	[SEAL]






	 	 	 	 	 	 	 
	STATE OF OHIO
	 	)	 	 	 	 
	 
	 	) SS:	 	 	 	 
	COUNTY OF LUCAS
	 	)	 	 	 	 






The foregoing instrument was acknowledged before me this
17th day of August, 2010 by Erin C. Ibele, the Senior Vice President —
Administration and Corporate Secretary of Health Care REIT, Inc., a Delaware
corporation, in its capacity as sole member of each of South Colonial Drive,
LLC, 311 E. Hawkins Parkway, LLC, 2281 Country Club Drive, LLC, 5902 North
Street, LLC, 750 North Collegiate Drive, LLC, 1011 E. Pecan Grove Road, LLC,
5550 Old Jacksonville Highway, LLC, 1329 Brown Street, LLC and 1818 Martin
Drive, LLC, each a Delaware limited liability company, on behalf of each
company.



	 	 	 
	 

	 	/s/ Donna J. Lunsford
	 

	 	 
	 

	 	Notary Public






			
	 	 	 
	My Commission Expires: April 22, 2012                                     
	 	[SEAL]





 


S-4









 





	 	 	 	 	 	 	 
	STATE OF  Texas                   
	 	)	 	 	 	 
	 
	 	) SS:	 	 	 	 
	COUNTY OF  Dallas                   
	 	)	 	 	 	 






The foregoing instrument was acknowledged before me this
18th day of August, 2010 by Gloria Holland, the Vice President of Capital Texas
S, LLC, a Delaware limited liability company, on behalf of the company.



	 	 	 
	 

	 	/s/ Pamela Conner
	 

	 	 
	 

	 	Notary Public






			
	 	 	 
	My Commission Expires: August 2, 2014                                     
	 	[SEAL]






	 	 	 	 	 	 	 
	STATE OF  Texas                   
	 	)	 	 	 	 
	 
	 	) SS:	 	 	 	 
	COUNTY OF  Dallas                   
	 	)	 	 	 	 






The foregoing instrument was acknowledged before me this
18th day of August, 2010 by Keith Johannessen, the President of each of CSL S
Cleburne, LLC, CSL S Conroe, LLC, CSL S Longview, LLC, CSL S Mansfield, LLC,
CSL S McKinney, LLC, CSL S Nacogdoches, LLC, CSL S Palestine, LLC, CSL S
Paris, LLC, CSL S Sherman, LLC, CSL S Tyler, LLC, CSL S Waxahachie, LLC and
CSL S Weatherford, LLC, each a Delaware limited liability company, on behalf
of each such company.



	 	 	 
	 

	 	/s/ Pamela Conner
	 

	 	 
	 

	 	Notary Public






			
	 	 	 
	My Commission Expires: August 2, 2014                                     
	 	[SEAL]






THIS INSTRUMENT PREPARED BY:




Kathleen A. Kress, Esq.

Shumaker, Loop & Kendrick, LLP

1000 Jackson Street

Toledo, Ohio 43604-5573



 


S-5









 





SCHEDULE 1: INITIAL RENT SCHEDULE




CAPITAL SENIOR LIVING SIGNATURE — MASTER LEASE #1

HEALTH CARE REIT, INC.



	 	 	 	 	 
	EFFECTIVE DATE
	 	 	09/10/10	 
	INITIAL TERM COMMENCEMENT DATE
	 	 	10/01/10	 
	INITIAL TERM
	 	 	15 Yrs	 
	INITIAL TERM EXPIRATION DATE
	 	 	09/30/25	 
	 
	 	 	 	 
	INITIAL INVESTMENT AMOUNT
	 	 	78,800,000.00	 
	 
	 	 	 	 
	INITIAL RENT RATE OF RETURN:
	 	 	8.50	%






	 	 	 
	INCREASER

	 	As defined within the Master Lease Agreement






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	RENT RATE	 	 	MONTHLY	 	 	 	 
	 	 	DATES	 	 	INCREASER	 	 	OF RETURN	 	 	RENT	 	 	ANNUAL	 
	LEASE YEAR	 	FROM	 	 	TO	 	 	PERCENTAGE	 	 	(ROUNDED)	 	 	AMOUNT	 	 	RENT AMOUNT	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	09/10/10	 	 	 	09/30/10	 	 	 	N/A	 	 	 	8.50	%	 	 	385,364.38	 	 	 	385,364.38	 
	1
	 	 	10/01/10	 	 	 	09/30/11	 	 	 	N/A	 	 	 	8.50	%	 	 	558,166.67	 	 	 	6,698,000.00	 
	2
	 	 	10/01/11	 	 	 	09/30/12	 	 	 	N/A	 	 	 	8.50	%	 	 	558,166.67	 	 	 	6,698,000.00	 
	3
	 	 	10/01/12	 	 	 	09/30/13	 	 	 	N/A	 	 	 	8.50	%	 	 	558,166.67	 	 	 	6,698,000.00	 
	4
	 	 	10/01/13	 	 	 	09/30/14	 	 	 	N/A	 	 	 	8.50	%	 	 	558,166.67	 	 	 	6,698,000.00	 
	5
	 	 	10/01/14	 	 	 	09/30/15	 	 	 	N/A	 	 	 	8.50	%	 	 	558,166.67	 	 	 	6,698,000.00	 
	6
	 	 	10/01/15	 	 	 	09/30/16	 	 	 	N/A	 	 	 	8.50	%	 	 	558,166.67	 	 	 	6,698,000.00	 
	7
	 	 	10/01/16	 	 	 	09/30/17	 	 	 	N/A	 	 	 	8.50	%	 	 	558,166.67	 	 	 	6,698,000.00	 
	8
	 	 	10/01/17	 	 	 	09/30/18	 	 	 	N/A	 	 	 	8.50	%	 	 	558,166.67	 	 	 	6,698,000.00	 
	9
	 	 	10/01/18	 	 	 	09/30/19	 	 	 	N/A	 	 	 	8.50	%	 	 	558,166.67	 	 	 	6,698,000.00	 
	10
	 	 	10/01/19	 	 	 	09/30/20	 	 	 	N/A	 	 	 	8.50	%	 	 	558,166.67	 	 	 	6,698,000.00	 
	11
	 	 	10/01/20	 	 	 	09/30/21	 	 	 	N/A	 	 	 	8.50	%	 	 	558,166.67	 	 	 	6,698,000.00	 
	12
	 	 	10/01/21	 	 	 	09/30/22	 	 	 	N/A	 	 	 	8.50	%	 	 	558,166.67	 	 	 	6,698,000.00	 
	13
	 	 	10/01/22	 	 	 	09/30/23	 	 	 	N/A	 	 	 	8.50	%	 	 	558,166.67	 	 	 	6,698,000.00	 
	14
	 	 	10/01/23	 	 	 	09/30/24	 	 	 	N/A	 	 	 	8.50	%	 	 	558,166.67	 	 	 	6,698,000.00	 
	15
	 	 	10/01/24	 	 	 	09/30/25	 	 	 	N/A	 	 	 	8.50	%	 	 	558,166.67	 	 	 	6,698,000.00	 





 


 









 





EXHIBIT A: LEGAL DESCRIPTIONS




CONSISTING OF EXHIBIT A-1 THROUGH EXHIBIT A-12



 


 









 







EXHIBIT A-1: LEGAL DESCRIPTION




Facility: Cleburne, Texas




Tract 1:



Lot 1, Block 1, Cornerstone Addition, Section 3, an addition to the City of Cleburne, Johnson
County, Texas, as recorded in Volume 9, Page 492, Slide C-175, Plat Records, Johnson County, Texas.



Tract 2: Offsite Storm Sewer Easement described as follows:



BEING a tract of land in the Lot 2, Block 1, Cornerstone Addition, Section 3 as recorded in
Volume 9, Page 492, Slide C-175, Plat Records Johnson County, Texas. Bearings are correlated to
the Texas State Plane Coordinate System, North Central Zone, NAD 83 DATUM.



BEGINNING at a 1/2 inch steel pin with orange plastic cap stamped “Recer-Fox” set for a corner
being the East corner of said Lot 2;



THENCE, South 58 degrees 28 minutes 12 seconds West, along the Southeast line of said Lot 2,
349.21 feet to a 1 inch steel pin found for a corner, being the South corner of said Lot 2;



THENCE, North 50 degrees 08 minutes 17 seconds West, along the Southernmost Southwest line of
said Lot 2, 167.66 feet to a point for a corner;




THENCE, North 50 degrees 03 minutes 47 seconds East, 15.24 feet to a point for a corner;




THENCE, South 50 degrees 08 minutes 17 seconds East, 154.18 feet to a point for a corner;



THENCE, North 58 degrees 28 minutes 12 seconds East, 338.32 feet to a point for a corner in
the Northeast line of said Lot 2;



THENCE, South 31 degrees 57 minutes 34 seconds East, along the Northeast line of said Lot 2,
15.00 feet to the PLACE of BEGINNING and CONTAINING 0.174 acre of land (7570.31 square feet).


 


 









 





EXHIBIT A-2: LEGAL DESCRIPTION




Facility: Conroe, Texas




TRACT ONE:



Being 7.493 acres (326,413 square feet) of land located in Montgomery County, Texas and situated in
the W. S. Allen Survey, A-2, being the same called 7.493 acre tract of land as described in a deed
to HCRI Texas Properties, Ltd. recorded under Montgomery County Clerk’s Number (M.C.C.F. No.)
2009035540 and all of Restricted Reserve “A”, Block 1 of the Minor Plat SSL Conroe, a subdivision
of record under Cabinet (Cab.) Z, Page (Pg.) 1633 of the Montgomery County Plat Records (M.C.P.R.),
said 7.493 acre tract being more particularly described as follows (Bearings are based on the north
line of Block 1 of Longwood Subdivision recorded under Cab. C, Pg. 1868 of the M.C.P.R.;



BEGINNING at a 5/8-inch iron rod with cap stamped “TERRA SURVEYING” found in the southwest
right-of-way (R.O.W.) line of Longmire Road (R.O.W. Varies) and marking the north corner of Lot 4
out of said Longwood Subdivision as described in a deed to A & M Interests, Inc. recorded under
M.C.C.F. No. 9532287 and the southeast corner of said Block 1 and of the herein described tract;



THENCE, South 45°18’24” West, departing said R.O.W. line and along the north line of said Longwood
Subdivision and the south line of said Block 1, a distance of 417.53 feet to a 5/8-inch iron rod
found marking an angle point of said Longwood Subdivision, said Block 1 and of the herein described
tract;



THENCE, South 74°59’35” West, continuing along the north line of said Longwood Subdivision and the
south line of said Block 1, a distance of 420.89 feet to a 5/8-inch iron rod found in the east line
of a tract of land conveyed to the Estate of Addie Fae Puckett recorded under M.C.C.F. No.
2002-82794 and marking the northwest corner of Lot 19 of said Longwood Subdivision as described in
a deed to Clifford & Sherri Lee recorded under M.C.C.F. No. 2005-032489 and the southwest corner of
said Block 1 and of the herein described tract;



THENCE, North 14°29’03” West, along the east line of said tract recorded under M.C.C.F. No.
2002-82794 and the west line of said Block 1, a distance of 501.27 feet to a 5/8-inch iron rod with
cap stamped “TERRA SURVEYING” found marking the southwest corner of a called 1.96 acre tract of
land as described in a deed to Leilani F. Allen recorded under M.C.C.F. No. 9454298 and the
northwest corner of said Block 1 and of the herein described tract from which a found 3-inch fence
post bears South 19° 05’ 10” East, 2.19 feet;



THENCE, North 75°05’57” East, along the south line of said 1.96 acre tract and the north line of
said Block 1, a distance of 579.09 feet to a 5/8-inch iron rod with cap stamped “TERRA SURVEYING”
found in the southwest R.O.W. line of aforesaid Longmire Road and marking the southeast corner of
said 1.96 acre tract and the northeast corner of said Block 1 and of the herein described tract;


 


 









 





THENCE, along the southwest R.O.W. line of said Longmire Road and the northeast line of said Block
1, the following four (4) courses and distances:




South 53° 52’ 03” East, a distance of 112.56 feet to an “X” cut in concrete set marking an
angle point of said Block 1 and of the herein described tract;




South 51° 26’ 03” East, a distance of 50.00 feet to an “X” cut in concrete set marking an
angle point of said Block 1 and of the herein described tract;




South 47° 04’ 03” East, a distance of 50.00 feet to a 5/8-inch iron rod with cap stamped
“TERRA SURVEYING” found marking an angle point of said Block 1 and of the herein described
tract;




THENCE, South 45° 42’ 03” East, a distance of 143.20 feet to THE POINT OF BEGINNING and
containing 7.493 acres, (326,413 Square Feet) of land, more or

less.



TRACT TWO:



Private Drainage Easement 10 feet in width as created and defined under terms, conditions and
stipulations set forth in instrument executed by Geraldine Moore, Individually and as Trustee of
the Addie Fae Puckett Testamentary Trust, et al, filed under Montgomery County Clerk’s File No.
2010014278, and as amended to 15 feet by First Amendment to Drainage Easement filed under
Montgomery County Clerk’s File No. 2010029315.


 


2









 





EXHIBIT A-3: LEGAL DESCRIPTION




Facility: Longview, Texas




All that certain 3.397 acre tract of land in the P.P. Rains Survey, A-258, in the City of Longview,
Gregg County, Texas, being part of the called 15.534 acre tract conveyed from EPT Downreit, Inc.,
to Longview Theatres, L.P. by Special Warranty Deed recorded in Clerk’s File No. 200519235 of the
Official Public Records of Gregg County, Texas, said 3.397 acre tract being more particularly
described as follows:



Bearing and Coordinates herein are based upon the City of Longview 2002 Horizontal Control Network.



BEGINNING at a 5/8” iron rod found in the north right-of-way line of Hawkins Parkway for the most
southerly southwest corner of said called 15.534 acre tract and being in the east line of the
Longview Pentacostal Church called 4.509 acre tract, said 5/8” iron rod is located at coordinates
N: 5902828.88 and E: 3127375.62;



THENCE: N 02 degrees 17 minutes 51 seconds W with the most southerly west line of said called
15.534 acre tract and with the east line of said called 4.509 acre tract and the Longview
Pentacostal Church called 3.689 acre tract, 423.37 feet to a 5/8” iron rod found for an ell corner
of said 15.534 acre tract and the northeast corner of said called 3.689 acre tract;



THENCE N 87 degrees 36 minutes 19 seconds E 339.04 feet to a 5/8” iron rod set for the northeast
corner of this tract;



THENCE S 02 degrees 17 minutes 51 seconds E 449.52 feet to a 5/8” iron rod set in the north
right-of-way line of Hawkins Parkway for the southeast corner of this tract;



THENCE N 87 degrees 59 minutes 04 seconds W with said right-of-way line and with the south line of
said called 15.534 acre tract 340.00 feet to the POINT OF BEGINNING, containing 3.397 acres of
land, more or less, being all of Lot 1, Block 1, of Signature Senior Living Addition according to
the plat of same, recorded in Clerk’s File No. 200700204 of the Official Records of Gregg County,
Texas.


 


 









 





EXHIBIT A-4: LEGAL DESCRIPTION



Facility: Mansfield, Texas




TRACT I:



Lot 17-CR3, Block 22, Heritage Estates, Section One, an Addition to the City of Mansfield, Tarrant
County, Texas, according to the Plat recorded in Cabinet A, Slide 10879 of the Plat Records of
Tarrant County, Texas.



TRACT II:



Easement estate created by plat recorded in Cabinet A, Slide 10879 of the Plat Records of Tarrant
County, Texas over and across the following described tract of land:



Being a portion of Lot 17-CR2, Block 22, Heritage Estates, Section One, an Addition to the City of
Mansfield, Tarrant County, Texas, according to the Plat recorded in Cabinet A, Slide 10879 of the
Plat Records of Tarrant County, Texas, and being a sixty foot (60’) wide ingress/egress, access &
utility easement along and adjacent to the Southwest property line of Tract I hereon.


 


 









 





EXHIBIT A-5: LEGAL DESCRIPTION




Facility: McKinney, Texas




BEING a tract of land out of the J. Magner Survey, Abstract No. 623 and in J. Magner Survey,
Abstract No. 624, Collin County, Texas, and being all of Lot 2R, Block A of the Amending Plat of
Parcel 905 Addition, Lot 2R, Block A, an addition to the City of McKinney, Texas according to the
plat recorded in Cabinet 2009, Page 456, Map Records of Collin County, Texas as corrected by the
Affidavit of Plat Correction recorded in Instrument No. 20100108000023780, Official Public Records
of Collin County, Texas, and also being all of a tract of land described in General Warranty Deed
to HCRI Texas Properties, Ltd. recorded in Instrument No. 20090218000178960, Official Public
Records of Collin County, Texas, and being more particularly described as follows:



BEGINNING at an “X” cut in concrete set in the east right-of-way line of ALMA Road (100’ ROW) for
the southwest corner of said Lot 2 and the beginning of a curve to the left having a radius of
1350.00 feet, a central angle of 13° 43’ 56”, a chord bearing and distance of North 21° 28’ 03”
West, 322.78 feet;



THENCE continuing along said east right-of-way line and along said curve to the left, an arc
distance of 323.56 feet to an “X” cut in concrete set for corner;



THENCE departing said east right-of-way line, the following courses and distances:




North 61° 39’ 59” East, a distance of 139.37 feet to a “X” cut in concrete set for corner at
the beginning of a tangent curve to the right with a radius of 200.00 feet, a central angle
of 28° 20’ 24”, and a chord bearing and distance of North 75° 50’ 11” East, 97.92 feet;




Along said curve to the right, an arc distance of 98.93 feet to a “X” cut in concrete set
for corner;




South 89° 59’ 37” East, a distance of 399.07 feet to a “X” cut in concrete set for corner;




South 00° 00’ 23” West, a distance of 360.84 feet to a “X” cut in concrete set for corner;




North 89° 59’ 37” West, a distance of 307.76 feet to a “X” cut in concrete set for corner at
the beginning of a tangent curve to the left with a radius of 600.00 feet, a central angle
of 14° 36’ 28”, and a chord bearing and distance of South 82° 42’ 09” West, 152.56 feet;




Along said curve to the left, an arc distance of 152.97 feet to a “X” cut in concrete set
for corner;




South 75° 23’ 55” West, a distance of 40.74 feet to the POINT OF BEGINNING and containing
4.6004 acres or 200,393 square feet of land, more or less.


 


 









 





EXHIBIT A-6: LEGAL DESCRIPTION




Facility: Nacogdoches, Texas




All that certain tract or parcel of land situated in the City of Nacogdoches, Nacogdoches County,
Texas, on the HIRAM RICHEY SURVEY, A-463, being a 9.97 acre tract conveyed by Joseph M. McMurray
and Robert M. McMurray to HCRI Texas Properties, LTD., as described in Special Warranty Deed dated
June 14, 2006, recorded in Volume 2459, Page 309 of the Nacogdoches County Official Public Records,
sold 9.97 acres being the same land called 10.00 acres and conveyed by Robert J. Millard and Gerald
Millard to Marjorie Millard McMurray as described in Warranty Deed dated November 27, 1973,
recorded in Volume 386, Page 934 of the Nacogdoches County Deed Records, and being more
particularly described by meets and bounds as follows:



BEGINNING at a 3/4” iron pipe found for corner on a pond dam, said beginning corner being the
southeast corner of the 9.97 acre tract, the southeast corner of the 10.00 acre tract, and the
southwest corner of a 5.32 acre tract conveyed by James Thomas Garrard et al to Vance Garrard as
described in Special Warranty Deed dated March 12, 1998, recorded in Volume 1301, Page 220 of the
Nacogdoches County Official Public Records;



THENCE S 83 degrees 55 minutes 23 seconds W (call S 87 degrees 33 minutes W in 386/934 DR), with
the south boundary line of the 9.97 acre tract, the south boundary line of the 10.00 acre tract,
and crossing the south end of a pond at 923.84 feet pass a 3/4” iron pipe found for witness in a
wire fence and at a total distance of 1244.38 feet (call 1246.2 feet in 386/934 DR) a point for
corner on the east right-of-way of North Street (U.S. Highway 59 Business) from which a 1/2’ iron
pipe found for witness bears S 83 degrees 55 minutes 23 seconds W, 1.91 feet, and a concrete
monument found for witness bears S 24 degrees 00 minutes 17 seconds E, 170.53 feet, said corner
being the southwest corner of the 9.97 acre tract and the southwest corner of the 10.00 acre tract;



THENCE with the west boundary line of the 9.97 acre tract, the west boundary line of 10.00 acre
tract, and with the east right-of-way North Street as follows:



N 24 degrees 00 minutes 17 seconds W, 294.66 feet (call N 19 degrees 57 minutes W, 294.0 feet
in 386/934 DR) to a 1/2” iron rod set for corner, replacing a concrete monument found for corner on
4/19/2006, now obliterated;



N 07 degrees 49 minutes 57 seconds W, 47.98 feet (call N 03 degrees 43 minutes W, 48.0 feet in
386/934 DR) to a bent 1/2” iron pipe found for corner at the northwest corner of the 9.97 acre tract
and the northwest corner of the 10.00 acre tract;



THENCE N 83 degrees 26 minutes 54 seconds E, 1350.95 feet (call N 86 degrees 59 minutes E, 1350.4
feet in 386/934 DR) with the north boundary line of the 9.97 acre tract and the north boundary line
of the 10.00 acre tract to a 1/2” iron pipe found for corner 7.0 feet north of the thread of a small
branch, said corner being the northeast corner of the 9.97 acre tract, the northeast corner of the
10.00 acre tract, and in the west boundary line of the aforementioned 5.32 acre tract;



THENCE S 03 degrees 39 minutes 25 seconds E, 339.80 feet (call South, 340.0 feet in 386/934 DR)
with the east boundary line of the 9.97 acre tract, the east boundary line of the 10.00 acre tract,
and with the west boundary line of 5.32 acre tract to the place of BEGINNING, containing within
these calls 9.97 acres.


 


 









 





EXHIBIT A-7: LEGAL DESCRIPTION




Facility: Palestine, Texas




All of Lot 1, Block A, Dogwood Trails, an Addition to the City of Palestine, Texas, according to
the Map or Plat thereof recorded in Cabinet E, Slide 343-B, Map Records of Anderson County, Texas.


 


 









 





EXHIBIT A-8: LEGAL DESCRIPTION




Facility: Paris, Texas




Being a 3.726 acre tract of land situated within the Corporate Limits of the City of Paris,
Lamar County, Texas, also being known and described as a 3.728 acre tract of land in Schedule A of
a Commitment For Title Insurance, G. F. No. 2545OL; also being a part of the Hiram Williams Survey,
Abstract 1003, also being a part of a 73.53 acre tract of land described in a deed to Sally H.
McCoy, Harper Six Family Limited Partnership, The Donald Grant Wilson 1998 Trust, The Houston
Gregory Wilson 1998 Trust, Houston David Harrison, Donald G. Wilson, and Barbara H. Wilson,
recorded in Volume 1037, Page 183, of the Lamar County Deed Records, and being the same 3.726 acre
tract conveyed to HCRI Texas Properties, Ltd, by deed recorded in Volume 1703, Page 250 of the
Lamar County Official Records, and being further described as follows:



Beginning at an iron pin set for corner in the East Boundary Line of Collegiate Drive at the
Southwest corner of a 0.432 acre tract of land previously conveyed out of said 73.53 acre tract and
described in a deed to Jon Landers recorded in Volume 1373, Page 119, of the Lamar County Real
Property Records;



Thence South 68° 51’ 20” East with the South line of said Landers tract (same line
called North 68° 51’ 20” W in Volume 1373, Page 119, and used as the bearing base), at 142.20
feet passing the Southeast corner of the Landers tract, continuing across said 73.53 acre tract in
all a distance of 412.50 feet to an iron pin set for corner;



Thence East across the 73.53 acre tract a distance of 66.63 feet to an iron pin set for corner
in the West Line of Springlake Estates Phase 4 as shown by plat recorded in Envelope 225C of the
Lamar County Plat Records, said point also being in the West Line of an alley;



Thence South 00° 56’ 16” East with said West Line a distance of 338.63 feet to an iron
pin set for corner;



Thence North 68° 52’ 38” West across the 73.53 acre tract a distance of 644.15 feet to
an iron pin set for corner in the East Boundary Line of Collegiate Drive and in a curve to the left
having a radius of 989.93 feet;



Thence Northerly with said East Boundary Line and around said curve to the left, long chord
bears North 29° 25’ 30” East a distance of 293.06 feet, an arc distance of 294.14 feet to the
place of beginning, and containing 3.726 acres of land.


 


 









 





EXHIBIT A-9: DESCRIPTION OF LAND




Facility: Sherman, Texas




Lot 1, Block 2, of the Replat of Lots 1 and 2, Block 2, Heritage Park Addition, Phase One, an
addition to the City of Sherman, Texas, as shown by plat of record in Volume 18, at Page 11 of the
Plat Records of Grayson County, Texas.


 


 









 





EXHIBIT A-10: LEGAL DESCRIPTION




Facility Name: Tyler, Texas




TRACT 1:




All that certain tract or parcel of land situated in the Marshall University Survey, Abstract 624,
Smith County, Texas, being all of Lot 6, New City Block 1554-A, of the Signature Senior Living
Addition, in the City of Tyler, according to the final plat thereof recorded in Cabinet “D”, Slide
334-B of the Plat Records of Smith County Texas, being the same tract described in a Special
Warranty Deed from 110 Retail, Ltd., a Texas limited partnership, et al, to HCRI Texas Properties,
Ltd., a Texas Limited partnership, with an effective date of April 13, 2006, and recorded under
Clerk’s File Number 2006-R00018212, of the Official Records of Smith County, Texas.



TRACT 2: EASEMENT ESTATE




All that certain tract or parcel of land situated in the Marshall University Survey, Abstract 624,
Smith County, Texas, being out of and a part of Lot 5, New City Block 1554-A, of the Boozer
Addition to the City of Tyler, according to the final plat thereof recorded in Cabinet ‘D’, Slide
302-A of the Plat Records of Smith County, Texas, and being more particularly described by metes
and bounds as follows:



BEGINNING at 1/2” iron rod set for the southwest corner of said Lot 5, N.C.B. 1554-A, same being in
the east right-of way line F.M. Road 2493 (Old Jacksonville Highway, ultimate 105-ft. wide R.O.W.);



THENCE, North 27°38’33” East, with the west line of said Lot 5, same being said east right-of
way line of F.M. Road 2493 (and the bearing basis of this survey as related to the record bearing),
a distance of 15.55 feet to a 1/2” iron rod set for the northwest corner of the herein described
tract;



THENCE, South 77°37’42” East, a distance of 545.91 feet to a 1/2” iron rod set for the
northeast corner of the herein described tract;



THENCE, South 12°22’18” West, a distance of 15.00 feet to a 1/2” iron rod set for the
southeast corner of the herein described tract, same being in the south line of said Lot 5;



THENCE, North 77°37’42” West, with said south line of said Lot 5, a distance of 550.00 feet
to the POINT OF BEGINNING and containing 0.189 acre of land.


 


 









 





EXHIBIT A-11: LEGAL DESCRIPTION




Facility: Waxahachie, Texas




BEING a tract of land situated in the John Gooch Survey, Abstract No. 393, in the City of
Waxahachie, Ellis County, Texas, and being all of a called 3.2402 acre tract of land described in a
Warranty Deed to 1329 Brown Street, LLC, recorded in Volume 2467, Page 1021 of the Deed Records of
Ellis County, Texas, also being all of Lot 1, Block 1, of Chapman Corner, an addition to the City
of Waxahachie, Ellis County, Texas, according to the plat thereof recorded in Cabinet H, Slide 559
of the Plat Records of Ellis County, Texas, and being more particularly described as follows:



BEGINNING at a 1/2-inch iron rod found in the westerly right-of-way line of Brown Street (an 80-foot
wide public right-of-way, also known as Farm to Market Road 813) and being the northeast corner of
Lot 5, Block A of CHAPMAN PLAZA, PHASE II, an addition to the City of Waxahachie, Ellis County,
Texas, according to the plat thereof recorded in Cabinet G, Slide 268 of the Plat Records of Ellis
County, Texas, same being the southeast corner of said Lot 1, Block 1;



THENCE leaving the westerly right-of-way line of Brown Street with the north line of CHAPMAN PLAZA,
PHASE II and along the south line of said Lot 1, Block 1, North 62 degrees 20 minutes 00 seconds
West, a distance of 358.26 feet to a 1/2-inch iron rod found for the northwest corner Block A, same
being on the northeast line of Lot 22, Block A of UNIT 9, CHAPMAN PLACE ADDITION, an addition to
the City of Waxahachie, Ellis County, Texas according to the plat thereof recorded in Cabinet E;
Slide 165 of the Plat Records of Ellis County, Texas, same being the southwest corner of said Lot
1, Block 1;



THENCE with the east line of Lot 22, Block A and the west line of said Lot 1, Block 1, North 02
degrees 52 minutes 24 seconds West, a distance of 143.63 feet to a 1/2-inch iron rod found for the
northeast corner of Lot 22, Block A, same being the southeast corner of a called 0.4260 acre tract
of land as described in deed to Waxahachie I.S.D., recorded in Volume 1737, Page 1641, of the Deed
Records of Ellis County, Texas;



THENCE with the east line of the called 0.4260 acre tract and continuing along the west line of
said Lot 1, Block 1, North 09 degrees 07 minutes 45 seconds East, a distance of 161.73 feet to a
5/8-inch capped iron rod stamped “KHA” set for the northwest corner of said Lot 1, Block 1;



THENCE leaving the east line of the called 0.4260 acre tract and along the north line of said Lot
1, Block 1, South 80 degrees 52 minutes 11 seconds East, a distance of 175.06 feet to a 5/8-inch
capped iron rod stamped “KHA” set for corner;



THENCE continuing along the north line of said Lot 1, Block 1, South 62 degrees 20 minutes 00
seconds East, a distance of 316.69 feet to a 5/8-inch capped iron rod stamped “KHA” set for the
northeast corner of said Lot 1, Block 1, said corner also being in the westerly right-of-way line
of Brown Street;



THENCE with the westerly right-of-way line of Brown Street, South 27 degrees 40 minutes 00 seconds
West, a distance of 332.70 feet to the POINT OF BEGINNING and containing 3.2402 acres of
land.


 


 









 





EXHIBIT A-12: LEGAL DESCRIPTION




Facility: Weatherford, Texas




Lot 2-B-2B, Block 2, SOUTHPARK ADDITION, an Addition to the City of Weatherford, Parker
County, Texas, according to the Plat thereof recorded in Cabinet C, Slide 369, Plat Records, Parker
County, Texas.




 


 











 




EXHIBIT B: PERMITTED EXCEPTIONS




CONSISTING
OF EXHIBIT B-1 THROUGH EXHIBIT B-12




 


 









 







EXHIBIT
B-1: PERMITTED EXCEPTIONS




Facility: Cleburne, Texas





	1.	 	Taxes and assessments not yet due and payable.

	 
	2.	 	Rights or claims of parties in possession as residents only, with no purchase options and
no rights of first refusal.

	 
	3.	 	All leases, grants, exceptions or reservations of coal, lignite, oil, gas and other minerals
together with all rights, privileges and immunities relating thereto, appearing in the
Public Records.

	 
	4.	 	The following, all according to plat recorded in Volume 9, Page 492 of the Plat Records
of Johnson County, Texas (as to Tract I):







	 	a.	 	Fifteen foot (15’) building line along the northeast and southeast property lines.

	 
	 	b.	 	Twenty foot (20’) building line along the southwest property line.







	5.	 	Terms and conditions of Memorandum of Lease by and between Landlord and Tenant.

	 
	6.	 	Storm Sewer Easement dated January 20, 2006, recorded in Volume 3719, page 453.

	 
	7.	 	Sanitary sewer manholes and cleanouts, concrete flume, transformer and grate inlets
located on subject property and drain box located in south corner area as shown on
survey dated June 28, 2010, prepared by Chris L. Blevins, R.P.L.S. No. 5792. (affects
Tract 1)

	 
	8.	 	Multifamily Deed of Trust, Assignment of Rents and Security Agreement and Fixture
Filing dated August 17, 2009, recorded on August 18, 2009, under Document No. 25607,
corrected and re-recorded on September 15, 2009, under Document No. 28563. Cross-Collateralization Agreement and Amendment to Security Instrument dated August 17,
2009, filed for record on August 18, 2009, under Document No. 25606, corrected and re-recorded on September 15, 2009, under Document No. 28564. Assignment of Security
Instrument and Cross-Collateralization Agreement dated August 17, 2009, filed for
record on August 18, 2009, under Document No. 25609. Financing Statement filed for
record on August 18, 2009, under Document No. 25610. Subordination and Standstill
Agreement dated August 17, 2009, filed of record on August 26, 2009, under Document
No. 26459. Subordination Agreement dated                     , recorded                      under Volume
                    , Page                     .






 


 









 







EXHIBIT B-2: PERMITTED EXCEPTIONS




Facility: Conroe, Texas





	1.	 	Taxes and assessments not yet due and payable.

	 
	2.	 	Rights or claims of parties in possession as residents only, with no purchase options and no
rights of first refusal.

	 
	3.	 	All leases, grants, exceptions or reservations of coal, lignite, oil, gas and other minerals
together with all rights, privileges and immunities relating thereto, appearing in the Public
Records.

	 
	4.	 	Pipeline, Telegraph and Telephone Right-of-Way Easement granted to Moran Utilities
Company in instrument executed by W. T. Hooper and wife, Linda Hooper, dated May 11,
1964, recorded in Volume 568, Page 74.

	 
	5.	 	An undivided 3/4ths of all oil, gas and other minerals reserved by Richard E. Hill, E. Davis
Hailey and T. H. Edens in instruments recorded in Volume 471, Page 300 and recorded under
County Clerk’s File No. 8328883.

	 
	6.	 	The following, all according to plat recorded in Cabinet Z, Sheets 1633 & 1634, of the Plat
Records of Montgomery County, Texas:







	 	a.	 	Building setback 26 feet in width adjacent and parallel to Longmire Road;

	 
	 	b.	 	Building setback 5 feet in width along common boundary lines (southeasterly and south)
with Block 1 of Longwood Subdivision;

	 
	 	c.	 	Building setback 10 feet in width along westerly property line, extending from south
boundary line of subject to tract to south boundary line of 0.8560-acre drainage,
detention, and access easement;

	 
	 	d.	 	Variable width building
setback extending from westerly right-of-way line of Longmire
road to easterly boundary of 0.8560-acre drainage, detention and access easement and
extending from northwesterly boundary line of subject tract to the south boundary line of
said drainage, detention and access easement;

	 
	 	e.	 	0.8560-acre Drainage, Detention and Access Easement; and

	 
	 	f.	 	Utility easement 11 feet in width adjacent and parallel to westerly boundary line of
existing Moran Utilities Company easement.







	7.	 	Grate inlets, storm sewer lines, water lines, gas lines, clean outs, manholes and overhead
electric line over and across subject property as shown on survey last revised July 2, 2010,
prepared by George Collison, R.P.L.S. No. 4461. (affects Tract 1)





 


 









 






	8.	 	Private Drainage Easement 10 feet in instrument by Geraldine Moore, Individually and as
Trustee of the Addie Fae Puckett Testamentary Trust, et al, filed under Montgomery County
Clerk’s File No. 2010014278, and as amended to 15 feet by First Amendment to Drainage
Easement filed under Montgomery County Clerk’s File No. 2010029315.

	 
	9.	 	Terms and conditions of Memorandum of Lease by and between Landlord and Tenant.





 


 









 





EXHIBIT B-3: PERMITTED EXCEPTIONS




Facility: Longview, Texas





	1.	 	Taxes and assessments not yet due and payable.

	 
	2.	 	Rights or claims of parties in possession as residents only, with no purchase options
and no rights of first refusal.

	 
	3.	 	All leases, grants, exceptions or reservations of coal, lignite, oil, gas and other
minerals together with all rights, privileges and immunities relating thereto, appearing
in the Public Records.

	 
	4.	 	Right of Way from R. T. Henderson et al to Arkansas Louisiana Gas Company,
recorded in Volume 398, Page 348.

	 
	5.	 	Right of Way from R. T. Henderson et al to Trans-Tex Drilling Company, recorded
in Volume 413, Page 486, Deed Records.

	 
	6.	 	Right of Way from M. B. Henderson et al to Arkansas Louisiana Gas Company,
recorded in Volume 420, Page 501.

	 
	7.	 	Right of Way from R. T. Henderson to Arkansas Louisiana Gas Company, recorded
in Volume 420, Page 503.

	 
	8.	 	Right of Way from G. T. Henderson and wife, Hattie Bell Henderson to Arkansas
Louisiana Gas Company, recorded in Volume 422, Page 1.

	 
	9.	 	Right of Way from Mrs. Willie Ward to Arkansas Louisiana Gas Company, recorded
in Volume 422, Page 2.

	 
	10.	 	Right of Way from by R.T. Henderson, et al to American Republic Corporation
recorded in Volume 418, Page 369.

	 
	11.	 	Mineral severance contained in instrument recorded in Volume 1327, Page 323.

	 
	12.	 	Right of Way executed by City of Longview to Southwestern Electric Power Co.,
recorded in Volume 2607, Page 618.




 


 









 





	13.	 	All of the following according to Plat recorded in 200700204 of the Official Records
of Gregg County, Texas:







	 	•	 	Ten foot (10') building setback lines along the North, West and East
boundary lines;

	 
	 	•	 	Twenty-five foot (25') building setback line on the South
boundary
line;

	 
	 	•	 	20' x 35' utility easement located in the Southeast corner of
lot.







	14.	 	Memorandum of Lease by and
between Landlord and Tenant.

	 
	15.	 	Right of Way dated October 26, 2006, by HCRI Texas properties, Ltd. to
Southwestern Electric Power Company, recorded under County Clerk’s File No.
200624499.

	 
	16.	 	Right of Way dated December 20, 2006, to Longview Cable Television Co., Inc.
recorded under County Clerk’s File No. 200701231.

	 
	17.	 	Storm manholes, inlets and main storm drain pipe over and across subject property
and overhead power line and power poles along the south side of subject property as
shown on survey dated July 5, 2010, prepared by David R. Collins, R.P.L.S. No.
1954.

	 
	18.	 	Deed of Trust dated August 17, 2009, recorded under County Clerk’s File No.
200917228. Cross Collateral Agreement and Amendment Deed of Trust dated
August 17, 2009, recorded under County Clerk’s File No. 200917229. Subordination,
Non-Disturbance and Attornment Agreement filed for record August 18, 2009, in
County Clerk’s File No. 200917230. Assignment of Security Instrument and Cross-Collateralization Agreement dated July 24, 2009, recorded August 18, 2009, in
County Clerk’s File No. 200917232. Subordination Agreement dated
                    , recorded                     ,
in File #           
         , Official
Public Records, Gregg County, Texas. UCC-1, Financing Statement recorded August 18, 2009,
under County Clerk’s File No. 200917233.






 


 









 







EXHIBIT B-4: PERMITTED EXCEPTIONS




Facility: Mansfield, Texas





	1.	 	Taxes and assessments not yet due and payable.

	 
	2.	 	Rights or claims of parties in possession as residents only, with no purchase options and
no rights of first refusal.

	 
	3.	 	All leases, grants, exceptions or reservations of coal, lignite, oil, gas and other minerals
together with all rights, privileges and immunities relating thereto, appearing in the
Public Records.

	 
	4.	 	Restrictive Covenants recorded in/under Volume 8751, Page 2399.

	 
	5.	 	Mineral interest as described in instrument executed by William Sebree Wright, Sr. and
wife, Marguerite Wright to R. E. Ragland and J. W. Ragland dated May 26, 1950, filed
May 26, 1950, recorded in/under Volume 2198, Page 265.

	 
	6.	 	Terms and conditions of a Memorandum of Lease by and between Landlord and Tenant.

	 
	7.	 	25’ building line along the Southeast property line; 10’ utility easement along the
Southeast and East property line; 15’ utility easement along the Southwest property line;
and 20’ utility and screening wall easement along the East property line as shown on the
plat recorded in Cabinet A, Slide 10879, Plat Records of Tarrant County, Texas.

	 
	8.	 	Mineral estate and interest in instrument filed December 21, 2005, cc# D205380267.

	 
	9.	 	Mineral estate and interest in instrument filed March 2, 2006, cc# D206060573.

	 
	10.	 	Underground Water and all rights incident thereto, reserved by James M. Makens in
Special Warranty Deed filed December 21, 2005, cc# D205380267. Together with
Special Warranty Deed conveying said water rights from James M. Makens to HCRI
Texas Properties, Ltd. filed March 2, 2006, cc# D206060572.

	 
	11.	 	Mineral Lease to Harding Company from William S. Wright, Jr. in Memorandum of Oil
and Gas Lease filed September 7, 2006, cc# D206278555. As affected by Amendment to
Oil and Gas Lease filed December 8, 2008, recorded under cc# D208448205 and by
Ratification of Oil, Gas, and Mineral Lease filed December 11, 2008, recorded under cc#
D208452454.

	 
	12.	 	Grate inlets and sewer cleanouts located over and across subject property as shown on
survey last revised June 30, 2010, prepared by Chris L. Blevins, R.P.L.A. No. 5792.










 


 









 











	13.	 	Multifamily Deed of Trust, Assignment of Rents and Security Agreement and Fixture Filing
dated August 17, 2009, filed for record on August 18, 2009, under County Clerk’s File No.
D209221066. Cross-Collateralization Agreement and Amendment to Security Instrument dated
August 17, 2009, filed for record on August 18, 2009, recorded under County Clerk’s File No.
D209221067. Assignment of Security Instrument and Cross-Collateralization Agreement dated
August 17, 2009, filed for record on August 18, 2009,
under county Clerk’s File No. D209221070. Subordination Agreement dated                     ,
recorded                      in Clerk’s File #                     . Financing Statement filed for record on
August 18, 2009 under County Clerk’s File No. D209221071.






 


 









 







EXHIBIT B-5: PERMITTED EXCEPTIONS




Facility: McKinney, Texas





	1.	 	Taxes and assessments not yet due and payable.

	 
	2.	 	Rights or claims of parties in possession as residents only, with no purchase options and no
rights of first refusal.

	 
	3.	 	All leases, grants, exceptions or reservations of coal, lignite, oil, gas and other minerals
together with all rights, privileges and immunities relating thereto, appearing in the Public
Records.

	 
	4.	 	Restrictive covenants filed 05/04/1995, under County Clerk’s File No. 95-0030577. First
Amendment recorded in Volume 4258, Page 222. Second Amendment recorded in
Volume 5120, Page 1091. Supplements recorded 03/14/1996 under County Clerk’s File
No. 96-0020866, and recorded 04/10/2006 under County Clerk’s
File
No. 20060410000467910. Notice of Filing of Dedicatory Instruments recorded in
Volume 5290, Page 1171. First Supplement to Notice of Filing of Dedicatory Instruments
recorded in Volume 5351, Page 862. Second Supplement to Notice of Filing of Dedicatory
Instruments recorded in Volume 5735, Page 4448. First Amendment to Filing of Dedicatory
Instruments recorded in Volume 5727, Page 1703. First Amendment to By-Laws filed
02/20/2008, recorded under County Clerk’s File No. 20080220000202210.

	 
	5.	 	Easement granted by W.D. Smith to Denton County Electric Cooperative, Inc., filed
03/18/1953, recorded in Volume 468, Page 202.

	 
	6.	 	Easement granted by Westerra Stonebridge, L.P. to Denton County Electric Cooperative,
Inc., filed 08/01/2005, recorded in Volume 5971, Page 301.

	 
	7.	 	Terms, provisions, conditions and easements contained in Amended and Restated
Development Agreement filed 09/25/1997, recorded in Volume 4005, Page 561. Second
Amendment filed 03/21/2000, recorded in Volume 4629, Page 136. Third Amendment filed
03/21/2000, recorded in Volume 4629, Page 147. Fourth Amendment filed 10/21/2003,
recorded in Volume 5528, Page 2178.

	 
	8.	 	Terms, provisions, conditions of Development Agreement, dated 02/16/1999 as evidenced
and affected by First Amendment Development Agreement filed 04/01/2004, recorded in
Volume 5639, Page 6772, and Second Amended Development Agreement filed 04/01/2004,
recorded in Volume 5639, Page 6796.

	 
	9.	 	Terms, provisions, conditions, easements, obligations, assessments and liens contained in
instrument filed 05/04/1995, County Clerk’s File No. 95-0030577, together with all
amendments and supplements.

	 
	10.	 	Terms and conditions of a Memorandum of Lease between Landlord and Tenant.










 


 









 











	11.	 	Cable Television Easement dated August 10, 2010, recorded August 24, 2010 in Instrument
No. 201000824000883770.

	 
	12.	 	Covenants To Maintain and Repair Shared Drive dated February 13, 2009, filed February 18,
2009, recorded under Instrument No. 20090218000178990.

	 
	13.	 	The following item(s) as shown on plat recorded in Volume 2009, Page 456, Map Records,
Collin County, Texas, together with Affidavit of Plat Correction recorded under Instrument
No. 20100108000023780.







Seventeen
and one-half (17.5) foot drainage easement along the west side;




Fifteen (15) foot and seven and one-half (7.5) foot sanitary sewer easement(s) across west and
north sides;




Ten (10) foot by ten (10) foot water easements over and across subject property;





 Fifteen
(15) foot by ten (10) foot water easement along the north side;




Ten (10) foot and twenty (20) foot Oncor Electric Delivery Company LLC easement over and
across subject property;




Twelve (12) foot and variable width fire lane, mutual access easement(s) and water and storm
sewer easement(s) over and across subject property;




Twenty-four (24) foot and variable width fire lane easement over and across subject property.




	14.	 	Inlets, storm drains and clean outs located over and across subject property as shown on
survey last revised July 7, 2010, prepared by Dana Brown, R.P.L.S. No. 5336.






 


 









 







EXHIBIT B-6: PERMITTED EXCEPTIONS




Facility: Nacogdoches, Texas





	1.	 	Taxes and assessments not yet due and payable.

	 
	2.	 	Rights or claims of parties in possession as residents only, with no purchase options and
no rights of first refusal.

	 
	3.	 	All leases, grants, exceptions or reservations of coal, lignite, oil, gas and other minerals
together with all rights, privileges and immunities relating thereto, appearing in the
Public Records.

	 
	4.	 	Right-of-Way/Easement described in instrument from Bob T. Millard and Katie Millard
to Gulf Pipe Line Company and Gulf Production Company, dated May 15, 1925,
recorded in Volume 114, Page 225, and as transferred and assigned in instrument dated
November 2, 1959, from Gulf Refining Company and Gulf Oil Corporation, successors
in interest to Gulf Pipe Line Company and Gulf Production Company, to Texas Eastern
Transmission Corporation, recorded in Volume 286, Page 124.

	 
	5.	 	All of the following as shown on survey by Glenn Hoffpauir, RPLS No. 4492, dated July
30, 2010:







	 	•	 	Encroachment of roof overhang of Flea Market restroom building and electrical
outlet
for flea market vendors onto subject property;

	 
	 	•	 	Six (6) foot setback line along the north and south sides and twenty (20) foot
along
westerly side of subject property;

	 
	 	•	 	Storm water detention areas, transformer and grate inlets;

	 
	 	•	 	Protrusion of pond onto adjoining property along south side of subject property;

	 
	 	•	 	Rights or claims of adjoining property owner in that portion of insured property
lying
between fence and property line;

	 
	 	•	 	Any rights of adjoining property owner in use of pond located on subject property.







	6.	 	Mineral Lease from Joseph M.
McMurrey and Robert M. McMurrey, Independent Co-Executors of the Estate of Marjorie M. McMurrey, Deceased and Jeter and Associates,
dated February 8, 2005, filed May 16, 2005 and recorded in/under Document Number
75184.

	 
	7.	 	Terms and conditions of the Memorandum of Lease made by Landlord and Tenant.

	 
	8.	 	Mineral and/or Royalty Interest from Joseph M. McMurrey and Robert M. McMurrey, as
Co-independent Executors of the Estate of Marjorie M. McMurrey Deceased to HCRI
Texas Properties, Ltd., dated June 14, 2006, recorded in Volume 2459, Page 309.

	 
	9.	 	Right-of-Way Easement from HCRI Texas Properties, Ltd. to TXU Electric Delivery
Company, dated October 6, 2006, recorded in Volume 2640, Page 1.










 


 









 











	10.	 	Multifamily Deed of Trust, Assignment of Rents and Security Agreement and Fixture Filing
dated August 17, 2009, recorded in Volume 3113, Page 1. Cross-Collateralization Agreement and
Amendment to Security Instrument dated August 17, 2009, recorded August 18, 2009 in Volume
3113, page 77. Assignment of Security Instrument and Cross-Collateralization Agreement dated
August 17, 2009, recorded August 18, 2009, in
Volume 3113, Page 129. Subordination Agreement dated                     , recorded
                     in Volume                     , Page                     . Financing Statement filed for
record on August 18, 2009, in Volume 3113, Page 134.





 


 









 





EXHIBIT B-7: PERMITTED EXCEPTIONS




Facility: Palestine, Texas





	1.	 	Taxes and assessments not yet due and payable.

	 
	2.	 	Rights or claims of parties in possession as residents only, with no purchase options
and no rights of first refusal.

	 
	3.	 	All leases, grants, exceptions or reservations of coal, lignite, oil, gas and other
minerals together with all rights, privileges and immunities relating thereto, appearing
in the Public Records.

	 
	4.	 	Oil, Gas and Mineral Lease in instrument dated August 3, 1954, from Walter
Kaudelka et ux to Lion Oil Company, of record in Volume 491, Page 93.

	 
	5.	 	Oil, Gas and Mineral Lease in instrument dated November 3, 1978, from Walter
Kaudelka et ux to Tomlinson Interest, Inc., of record in Volume 886, Page 334.

	 
	6.	 	Easement in instrument dated August 30, 2005, from Morning Dove, Inc. to Comcast
of Texas I, L.P., of record in Volume 1945, Page 522.

	 
	7.	 	Right of way instrument dated May 23, 2005, from Morning Dove, Inc. to TXU
Electric Delivery Co., of record in Volume 1950, Page 615.

	 
	8.	 	All of the following, as shown on Plat recorded in Map Envelope 343-B, Map
Records of Anderson County, Texas:







	 	•	 	10’ building lines along easterly and westerly sides;

	 
	 	•	 	25’ building lines along the northerly and southerly sides;

	 
	 	•	 	15’ utility easement over and across subject property;

	 
	 	•	 	Emergency access easement.







	9.	 	Memorandum of Lease by and between Landlord and Tenant.

	 
	10.	 	Sanitary sewer manholes, clean outs and grate inlet located over and across subject
property as shown on survey dated July 7, 2010.






 


 









 







EXHIBIT B-8: PERMITTED EXCEPTIONS




Facility: Paris, Texas





	1.	 	Taxes and assessments not yet due and payable.

	 
	2.	 	Rights or claims of parties in possession, as residents only, with no purchase options and
no rights of first refusal.

	 
	3.	 	All leases, grants, exceptions or reservations of coal, lignite, oil, gas and other minerals
together with all rights, privileges and immunities relating thereto, appearing in the
Public Records.

	 
	4.	 	The following according to Plat recorded in Envelope 396-C, of the Plat Records of
Lamar County, Texas.







	 	•	 	10’ building set back line along North and South property lines,

	 
	 	•	 	20’ landscaped buffer yard along east property line,

	 
	 	•	 	25’ building set back line along West property line,

	 
	 	•	 	24’ fire lane and utility easement,

	 
	 	•	 	5’ utility easement along West property line,

	 
	 	•	 	10’ utility easements along South property line,

	 
	 	•	 	10’ foot easement near South property line,

	 
	 	•	 	25’ water easement near South property line,

	 
	 	•	 	15’ water line easement near South property line.







	5.	 	Memorandum of Lease by and between Landlord and Tenant.

	 
	6.	 	Private sanitary sewer line and water line along the south side and 12” ADS over and
across subject property.

	 
	7.	 	Multifamily Deed of Trust, Assignment of Rents and Security Agreement and Fixture
Filing dated August 17, 2009, recorded in Document No. 071953-2009. Cross-Collateralization Agreement and Amendment to Security Instrument dated August 17,
2009, recorded in Document No. 071954-2009. Assignment of Security Instrument and
Cross-Collateralization Agreement dated August 17, 2009, recorded in Document No.
071957-2009. Subordination, Non-Disturbance and Attornment Agreement dated August
17, 2009, recorded in Document No. 071955-2009. Subordination and Standstill
Agreement dated August 17, 2009, recorded in Document No. 071956-2009.
Subordination Agreement dated                     , recorded                      in
Document No.                     . UCC Financing Statement recorded in Document No.
071958-2009.






 


 









 







EXHIBIT B-9: PERMITTED EXCEPTIONS




Facility: Sherman, Texas





	1.	 	Taxes and assessments not yet due and payable.

	 
	2.	 	Rights or claims of parties in possession, as residents only, with no purchase options and
no rights of first refusal.

	 
	3.	 	All leases, grants, exceptions or reservations of coal, lignite, oil, gas and other minerals
together with all rights, privileges and immunities relating thereto, appearing in the
Public Records.

	 
	4.	 	Any matter, including but not limited to easements, roadways and/or building setback
lines, as shown on the recorded plat of the Addition of record in Volume 18, at Page 11
of the Plat Records of Grayson County, Texas:







	 	•	 	Twenty-five (25) foot building line along the south and east sides;

	 
	 	•	 	Fifteen (15) foot drainage and utility along the west side.







	5.	 	Dedication of Streets and Easements of record in Volume 3556, at Page 514.

	 
	6.	 	Dedication of Streets and Easements of record in Volume 3556, at Page 564.

	 
	7.	 	Dedication of Easement for Utilities of record in Volume 3632, at Page 897.

	 
	8.	 	Dedication of Easement for Utilities of record in Volume 3632, at Page 917.

	 
	9.	 	Terms and conditions of a Memorandum of Lease by and between Landlord and Tenant.







	10.	 	Interest in oil, gas or other minerals as reserved in Deed from Arthur Gleckler and
William James Gleckler, Trustee, to Ibrahim Abu Sarris dated August 26, 1977, recorded
in Volume 1405, at Page 479.

	 
	11.	 	Easements for public road and for utilities as referred to in Deed to Ibrahim Abu Sarris
recorded in Volume 1405, at Page 479.

	 
	12.	 	Easement to TXU Electric Delivery Company recorded in Volume 4084, at Page 622.

	 
	13.	 	Grate inlets, transformer and concrete flumes located on subject property as shown on
survey last revised July 6, 2010, prepared by Douglas W. Underwood, R.P.L.S. No. 4709.




 


 









 





	14.	 	Multifamily Deed of Trust, Assignment of Rents and Security Agreement and Fixture
Filing dated August 17, 2009, recorded on August 18, 2009, in Volume 4682, Page 1.
Cross-Collateralization Agreement and Amendment to Security Instrument dated August
17, 2009, recorded on August 18, 2009, in Volume 4682, Page 79. Assignment of
Security Instrument and Cross-Collateralization Agreement dated August 17, 2009,
recorded on August 18, 2009 in Volume 4682, Page 134. Subordination Agreement
dated                     , recorded                      in Clerk’s
#                    . Financing Statement filed August 18, 2009 under Clerk’s File
Number 2009-0016467, recorded in Volume 4682, Page 140.






 


 









 







EXHIBIT B-10: PERMITTED EXCEPTIONS




Facility Name: Tyler, Texas





	1.	 	Taxes and assessments not yet due and payable.

	 
	2.	 	Rights or claims of parties in possession, as residents only, with no purchase options and
no rights of first refusal.

	 
	3.	 	All leases, grants, exceptions or reservations of coal, lignite, oil, gas and other minerals
together with all rights, privileges and immunities relating thereto, appearing in the
Public Records.

	 
	4.	 	Rights of way and easement located along west boundary line granted to Texas Power &
Light Company by instruments recorded in Volume 352, Page 460 and Volume 444,
Page 17.

	 
	5.	 	16’ wide easement and right of way located along the west boundary line granted to
Texas Power & Light Company by instrument recorded in Volume 3029, Page 527.

	 
	6.	 	50’ wide easement to Ensearch Corporation by instrument recorded in Volume 2834,
Page 38 and as partially released and relocated by document recorded in Volume 2877,
Page 650.

	 
	7.	 	Mineral severance in instrument recorded in Volume 2258, Page 6.

	 
	8.	 	The following per plat recorded in Cabinet D, Slide 334-B in the Smith County, Texas
Plat Records:







	 	a.	 	Portion of a 30’ wide joint ingress-egress easement on the north;

	 
	 	b.	 	Drainage easement at southwest corner;

	 
	 	c.	 	0.031 acre in a 15’ wide sanitary sewer easement at southwest corner;

	 
	 	d.	 	0.054 acre dedicated for highway right-of-way purposes on west boundary.







	9.	 	The following as shown on survey prepared by Robert Matush, RPLS No. 3683, dated
July 1, 2010:







	 	a.	 	Building line on eastern side of property, running north to south (affects Tract 1);

	 
	 	b.	 	25’ building line along west side;

	 
	 	c.	 	Storm drain along north side; and

	 
	 	d.	 	Grate inlets.







	10.	 	Terms and conditions of Memorandum of Lease by and between Landlord and Tenant.

	 
	11.	 	Restrictive Covenants recorded in Clerk’s File No. 2006-R00018212.










 


 









 











	12.	 	20’ wide right of way along the east boundary line granted to Southwestern Bell
Telephone Co. by instrument recorded in Volume 621, Page 245.

	 
	13.	 	Mutual Ingress/Egress Easements between HCRI Texas Properties, Ltd and Tracta Meum
Digitum Enterprises, LP, by instrument recorded in Clerk’s File No. 2006-R00018213, as
amended by Amended and Restated Mutual Ingress/Egress Easements dated June 28,
2009, recorded under County Clerk’s File No. 2009-R00034742.

	 
	14.	 	Multifamily Deed of Trust, Assignment of Rents and Security Agreement and Fixture
Filing dated August 17, 2009, recorded under County Clerk’s File No. 2009-R0040675.
Cross-Collateralization Agreement and Amendment to Security Instrument dated August
17, 2009, recorded under County Clerk’s Instrument Number 2009-R00040676.
Subordination, Non-Disturbance and Attornment Agreement dated August 17, 2009,
recorded under County Clerk’s File No. 2009-R00040677. Subordination and Standstill
Agreement executed August 17, 2009, recorded under County Clerk’s File No. 2009-R00040678. Assignment of Security Instrument and Cross-Collateralization Agreement
dated August 17, 2009, recorded under County Clerk’s File No. 2009-R00040679.
Subordination Agreement dated                     , recorded                      in Clerk’s File #
                    . UCC-1, Financing Statement filed for record August 18, 2009,
recorded under County Clerk’s Instrument No. 2009-R000040680.






 


 









 







EXHIBIT
B-11: PERMITTED EXCEPTIONS




Facility: Waxahachie, Texas





	1.	 	Taxes and assessments not yet due and payable.

	 
	2.	 	Rights or claims of parties in possession, as residents only, with no purchase
options and no rights of first refusal.

	 
	3.	 	All leases, grants, exceptions or reservations of coal, lignite, oil, gas and other
minerals together with all rights, privileges and immunities relating thereto,
appearing in the Public Records.

	 
	4.	 	Right of Way Easement to the City of Waxahachie recorded June 15, 1990 in
Volume 839, Page 231.

	 
	5.	 	Mutual, Non-exclusive, Ingress/Egress Easement by and between Richard A.
Chapman and Steven F. Chapman, Sellers and HCRI Texas Properties, Ltd,
Purchaser recorded April 11, 2007 in Volume 2310, Page 1104.

	 
	6.	 	Terms and conditions of Memorandum of Lease by and between Landlord and
Tenant.

	 
	7.	 	The following items as set out on plat recorded in Cabinet H, Page 559, Plat
Records, Ellis County, Texas and as shown on survey last revised July 7, 2010,
prepared by Michael B. Marx, R.P.L.S. No. 5181:







	 	•	 	Forty foot building set back line along the southeasterly side;

	 
	 	•	 	Ten foot landscape set back along the southeasterly side;

	 
	 	•	 	Twenty-five foot utility easement along the southeasterly side;

	 
	 	•	 	Twenty foot utility easement along the southwesterly side;

	 
	 	•	 	Twenty foot building set back lines along the northeasterly and
southwesterly sides;

	 
	 	•	 	Twenty-five foot building set back line along the northwesterly side.







	8.	 	Clean outs and sanitary sewer manholes located over and across subject property
and 15’ drainage easement along the southeasterly side as shown on survey last
revised July 7, 2010, prepared by Michael B. Marx, R.P.L.S.
No. 5181.




 


 









 











	9.	 	Multifamily Deed of Trust dated August 17, 2009, recorded August 18, 2009 in
Volume 2467, Page 1028. Cross-Collateralization Agreement and Amendment to
Security Instrument recorded in Volume 2467, Page 1105. Subordination, Non-Disturbance and Attornment Agreement recorded in Volume 2467, Page 1122.
Subordination and Standstill Agreement recorded in Volume 2467, Page 1141.
Assignment of Security Instrument in Volume 2467, Page 1159. Financing
Statement recorded in Volume 2467, Page 1165. Subordination Agreement dated
                    , recorded                      in Volume                     , Page               
      .






 


 









 







EXHIBIT B-12: PERMITTED EXCEPTIONS




Facility: Weatherford, Texas





	1.	 	Taxes and assessments not yet due and payable.

	 
	2.	 	Rights or claims of parties in possession, as residents only, with no purchase
options and no rights of first refusal.

	 
	3.	 	All leases, grants, exceptions or reservations of coal, lignite, oil, gas and other
minerals together with all rights, privileges and immunities relating thereto,
appearing in the Public Records.

	 
	4.	 	The following, all according to plat recorded in Cabinet C, Slide 369, of the Plat
Records of Parker County, Texas, and as shown on survey by Chris Blevins,
R.P.L.S. No. 5792, dated June 29, 2010:







	 	a.	 	Seven and one-half foot (7.5’) drainage and utility easement along
northerly, easterly and westerly lot lines;

	 
	 	b.	 	Ten foot (10’) drainage and utility easement along the southerly side.







	5.	 	Easement by Weather-Tex Development, L.P. to Southgate Glen Apartments,
L.P., dated October 13, 1997, recorded in Volume 1734, Page 642.

	 
	6.	 	Utility Easement to Brazos Electric Power Cooperative, Inc. by Luther Martin
and wife, Lula Martin dated February 28, 1957, recorded in Volume 291,
Page 503.

	 
	7.	 	Storm drain manhole, R.C.P. pipes and concrete headwalls, electric transformer,
sanitary sewer cleanouts and manholes and grate inlets located over and across
subject property as shown on survey last revised June 29, 2010, prepared by Chris
L. Blevins, R.P.L.S. No. 5792.

	 
	8.	 	Terms and conditions of Memorandum of Lease by and between Landlord and
Tenant.

	 
	9.	 	Multifamily Deed of Trust dated August 17, 2009, recorded August 18, 2009 in
Volume 2133, Page 1030. Cross-Collateralization Agreement and Amendment to
Security Instrument dated August 17, 2009, recorded August 18, 2009 in Volume
2733, Page 1105. Assignment of Security Instrument dated August 17, 2009,
recorded August 18, 2009 in Volume 2733, Page 1154. Subordination Agreement
dated                     , recorded                      in Volume                     , Page
                    . Financing Statement recorded August 18, 2009 in Volume 2733, Page
1158.







 


 











 




EXHIBIT C: FACILITY INFORMATION




	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	Facility	 	 	 	 	 
	 	 	 	 	Type	 	Base Year	 	 	 
	Facility Name	 	Street Address	 	(per license)	 	Resident	 	 	Unit
	Subtenant	 	County	 	Beds/Units	 	Revenues	 	 	Allocation
	Spring Lake Assisted
	 	750 North	 	Assisted	 	$	2,275,000	 	 	100% Assisted
	Living and Memory Care
	 	Collegiate Drive	 	Living	 	 	 	 	 	Living
	Community
	 	Paris, Texas	 	60 beds	 	 	 	 	 	0% Independent
	(“Paris Facility”)
	 	75460-4883	 	52 units	 	 	 	 	 	Living
	CSL S Paris, LLC
	 	Lamar County	 	 	 	 	 	 	 	 
	Pecan Point Assisted
	 	1011 E. Pecan	 	Assisted	 	$	2,271,000	 	 	100% Assisted
	Living and Memory Care
	 	Grove Road	 	Living	 	 	 	 	 	Living
	Community
	 	Sherman, Texas	 	60 beds	 	 	 	 	 	0% Independent
	(“Sherman Facility”)
	 	75090	 	52 units	 	 	 	 	 	Living
	CSL S Sherman, LLC
	 	Grayson County	 	 	 	 	 	 	 	 
	Santa Fe Trails
	 	402 South Colonial	 	Assisted	 	$	2,240,000	 	 	100% Assisted
	Assisted Living and
	 	Drive	 	Living	 	 	 	 	 	Living
	Memory Care Community
	 	Cleburne, Texas	 	60 beds	 	 	 	 	 	0% Independent
	(“Cleburne Facility”)
	 	76033	 	52 units	 	 	 	 	 	Living
	CSL S Cleburne, LLC
	 	Johnson County	 	 	 	 	 	 	 	 
	Walnut Creek Assisted
	 	2281 Country Club	 	Assisted	 	$	2,357,000	 	 	100% Assisted
	Living and Memory Care
	 	Drive	 	Living	 	 	 	 	 	Living
	Community
	 	Mansfield, Texas	 	60 beds	 	 	 	 	 	0% Independent
	(“Mansfield Facility”)
	 	76063	 	52 units	 	 	 	 	 	Living
	CSL S Mansfield, LLC
	 	Tarrant County	 	 	 	 	 	 	 	 
	Martin Crest Assisted
	 	1818 Martin Drive	 	Assisted	 	$	2,158,000	 	 	100% Assisted
	Living and Memory Care
	 	Weatherford, Texas	 	Living	 	 	 	 	 	Living
	Community
	 	Parker County	 	60 beds	 	 	 	 	 	0% Independent
	(“Weatherford Facility”)
	 	 	 	52 units	 	 	 	 	 	Living
	CSL S Weatherford, LLC
	 	 	 	 	 	 	 	 	 	 
	Azalea Trails Assisted
	 	5550 Old	 	Assisted	 	$	2,546,000	 	 	100% Assisted
	Living and Memory Care
	 	Jacksonville Hwy.	 	Living	 	 	 	 	 	Living
	Community
	 	Tyler, Texas	 	60 beds	 	 	 	 	 	0% Independent
	(“Tyler Facility”)
	 	Smith County	 	52 units	 	 	 	 	 	Living
	CSL S Tyler, LLC
	 	 	 	 	 	 	 	 	 	 







 


 









 





	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	Facility	 	 	 	 	 
	 	 	 	 	Type	 	Base Year	 	 	 
	Facility Name	 	Street Address	 	(per license)	 	Resident	 	 	Unit
	Subtenant	 	County	 	Beds/Units	 	Revenues	 	 	Allocation
	Hawkins Creek Assisted
	 	311 E. Hawkins	 	Assisted	 	$	2,420,000	 	 	100% Assisted
	Living and Memory Care
	 	Parkway	 	Living	 	 	 	 	 	Living
	Community
	 	Longview, Texas	 	60 beds	 	 	 	 	 	0% Independent
	(“Longview Facility”)
	 	Gregg County	 	52 units	 	 	 	 	 	Living
	CSL S Longview, LLC
	 	 	 	 	 	 	 	 	 	 
	Magnolia Court Assisted
	 	5902 North Street	 	Assisted	 	$	2,391,000	 	 	100% Assisted
	Living and Memory Care
	 	Nacogdoches,	 	Living	 	 	 	 	 	Living
	Community
	 	Texas	 	60 beds	 	 	 	 	 	0% Independent
	(“Nacogdoches Facility”)
	 	Nacogdoches County	 	52 units	 	 	 	 	 	Living
	CSL S Nacogdoches, LLC
	 	 	 	 	 	 	 	 	 	 
	Dogwood Trails Assisted
	 	1625 W. Spring	 	Assisted 	 	$	2,200,000	 	 	100% Assisted
	Living and Memory Care
	 	Street	 	Living 	 	 	 	 	 	Living
	Community
	 	Palestine, Texas	 	52 beds 	 	 	 	 	 	0% Independent
	(“Palestine Facility”)
	 	75803	 	52 units	 	 	 	 	 	Living
	CSL S Palestine, LLC
	 	Anderson County	 	 	 	 	 	 	 	 
	Buffalo Creek Assisted
	 	1329 Brown	 	Assisted	 	$	2,293,000	 	 	100% Assisted
	Living and Memory Care
	 	Street	 	Living	 	 	 	 	 	Living
	Community
	 	Waxahachie, Texas	 	60 beds	 	 	 	 	 	0% Independent
	(“Waxahachie Facility”)
	 	Ellis County	 	52 units	 	 	 	 	 	Living
	CSL S Waxahachie, LLC
	 	 	 	 	 	 	 	 	 	 
	Stonefield Assisted
	 	2701 Alma Road	 	Assisted 	 	$	2,400,000	 	 	100% Assisted
	Living and Memory Care
	 	McKinney, Texas	 	Living 	 	 	 	 	 	Living
	Community
	 	Collin County	 	79 beds 	 	 	 	 	 	0% Independent
	(“McKinney Facility”)
	 	 	 	74 units	 	 	 	 	 	Living
	CSL S McKinney, LLC
	 	 	 	 	 	 	 	 	 	 
	Heritage Oaks Assisted
	 	903 Longmire Road	 	Assisted	 	$	3,300,000	 	 	100% Assisted
	Living and Memory Care
	 	Conroe, Texas  77304	 	Living	 	 	 	 	 	Living
	Community
	 	Montgomery County	 	79 beds	 	 	 	 	 	0% Independent
	(“Conroe Facility”)
	 	 	 	75 units	 	 	 	 	 	Living
	CSL S Conroe, LLC
	 	 	 	 	 	 	 	 	 	 






 


 









 





EXHIBIT D: LANDLORD’S PERSONAL PROPERTY




CONSISTING
OF EXHIBIT D-1 THROUGH EXHIBIT D-12




NOTE: “LANLDLORD’S PERSONAL PROPERTY” INCLUDES THE PROPERTY LISTED
 AND
ANY REPLACEMENTS THERETO, WHETHER OCCURRING PRIOR TO OR AFTER
 THE
EFFECTIVE DATE.



 


 









 





EXHIBIT
D-1: LANDLORD’S PERSONAL PROPERTY




See Attached for each Facility



 


 









 





SIGNATURE
SENIOR LIVING — CONROE, TX PROPERTY LISTING




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	KITCHEN EQUIPMENT	 	 	 	 	 	 	 	 	 
	SHELVING, WIRE
	 	 	7	 	 	$	129.00	 	 	$	903.00	 
	MOP SINK
	 	 	1	 	 	$	488.98	 	 	$	488.98	 
	RACK, BRUSH/BROOM
	 	 	1	 	 	$	46.34	 	 	$	46.34	 
	FREEZER REACH-IN NO. 4-4070FR
	 	 	2	 	 	$	4,306.00	 	 	$	8,612.00	 
	SHELVING, WIRE 21" x 48"
	 	 	8	 	 	$	137.63	 	 	$	1,101.04	 
	SLICER, FOOD
	 	 	1	 	 	$	1,676.92	 	 	$	1,676.92	 
	PREP/SERVING TABLE
	 	 	1	 	 	$	1,839.00	 	 	$	1,839.00	 
	DOUBLE OVERSHELF
	 	 	1	 	 	$	598.90	 	 	$	598.90	 
	TOASTER, POP-UP
	 	 	1	 	 	$	352.00	 	 	$	352.00	 
	CAN OPENER, MANUAL
	 	 	1	 	 	$	192.00	 	 	$	192.00	 
	BUFFET, HOT FOOD, ELECTRIC
	 	 	1	 	 	$	3,024.00	 	 	$	3,024.00	 
	PLATE DISPENSER, HEATED
	 	 	2	 	 	$	1,100.00	 	 	$	2,200.00	 
	EXHAUST HOOD
	 	 	1	 	 	$	11,804.00	 	 	$	11,804.00	 
	WALL PANELS
	 	 	1	 	 	$	406.80	 	 	$	406.80	 
	STEAMER, CONVECTION COUNTERTOP
	 	 	1	 	 	$	4,844.00	 	 	$	4,844.00	 
	CONVECTION OVEN, GAS
	 	 	1	 	 	$	3,543.00	 	 	$	3,543.00	 
	RANGE, RESTAURANT, GAS, 60"
	 	 	1	 	 	$	4,359.00	 	 	$	4,359.00	 
	REFRIG... REACH-IN NO. 4-4020
	 	 	2	 	 	$	3,323.00	 	 	$	6,646.00	 
	ICE MAKER, CUBE-STYLE
	 	 	1	 	 	$	2,265.82	 	 	$	2,265.82	 
	BEVERAGE COUNTER
	 	 	1	 	 	$	813.60	 	 	$	813.60	 
	ICE & WATER UNIT, DROP-IN
	 	 	1	 	 	$	633.59	 	 	$	633.59	 
	OVEN, MICROWAVE
	 	 	1	 	 	$	538.00	 	 	$	538.00	 
	OVERSHELF WITH POTRACK
	 	 	1	 	 	$	166.00	 	 	$	166.00	 
	SOILED DISHTABLE
	 	 	1	 	 	$	3,630.00	 	 	$	3,630.00	 
	GLASS RACK SHELF
	 	 	1	 	 	$	248.60	 	 	$	248.60	 
	DISPOSER
	 	 	1	 	 	$	1,537.00	 	 	$	1,537.00	 
	CLEAN DISHTABLE
	 	 	1	 	 	$	1,225.00	 	 	$	1,225.00	 
	SINK, HAND
	 	 	3	 	 	$	279.00	 	 	$	837.00	 
	SHELVING, WIRE 24" x 36"
	 	 	4	 	 	$	201.47	 	 	$	805.88	 
	DISHWASHER RACK DOLLY
	 	 	7	 	 	$	119.00	 	 	$	833.00	 
	REFRIG... REACH-IN NO. 4-4070R
	 	 	1	 	 	$	1,924.00	 	 	$	1,924.00	 
	DEEP FRYER
	 	 	1	 	 	$	1,127.00	 	 	$	1,127.00	 
	FOOD PROCESSOR
	 	 	1	 	 	$	572.00	 	 	$	572.00	 






 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	WORK TABLE
	 	 	1	 	 	$	560.00	 	 	$	560.00	 
	PAN RACK
	 	 	1	 	 	$	179.00	 	 	$	179.00	 
	FIRE SUPPRESSION SYSTEM
	 	 	1	 	 	$	3,529.00	 	 	$	3,529.00	 
	WORK TABLE
	 	 	1	 	 	$	1,012.00	 	 	$	1,012.00	 
	7Q MIXER
	 	 	1	 	 	$	582.00	 	 	$	582.00	 
	CEILING MOUNTED POT RACK
	 	 	1	 	 	$	299.00	 	 	$	299.00	 
	WORK TABLE
	 	 	1	 	 	$	1,287.00	 	 	$	1,287.00	 
	3 COMPARTMENT SINK
	 	 	1	 	 	$	1,689.00	 	 	$	1,689.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LAUNDRY
	 	 	 	 	 	 	 	 	 	 	 	 
	FRONT LOADING WASHER
	 	 	1	 	 	$	1,949.00	 	 	$	1,949.00	 
	FRONT LOADING DRYER
	 	 	1	 	 	$	1,613.00	 	 	$	1,613.00	 
	HOPPER SINK
	 	 	1	 	 	$	1,819.00	 	 	$	1,819.00	 
	COMMERCIAL WASHER
	 	 	4	 	 	$	362.00	 	 	$	1,448.00	 
	COMMERCIAL DRYER
	 	 	5	 	 	$	349.00	 	 	$	1,745.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	KITCHEN/LAUNDRY WAREHOUSING/INSTALL
	 	 	1	 	 	$	11,000.00	 	 	$	11,000.00	 
	 
	ASSISTED LIVING
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RECEPTION
	 	 	 	 	 	 	 	 	 	 	 	 
	FRENCH HEPPLEWHITE SETTEE
	 	 	1	 	 	$	1,245.91	 	 	$	1,245.91	 
	END TABLE CHEST
	 	 	2	 	 	$	486.59	 	 	$	973.18	 
	TABLE LAMPS
	 	 	2	 	 	$	118.29	 	 	$	236.58	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	564.50	 	 	$	1,129.00	 
	OCCASIONAL TABLE
	 	 	1	 	 	$	364.63	 	 	$	364.63	 
	DEMILUNE CHEST
	 	 	1	 	 	$	2,436.59	 	 	$	2,436.59	 
	ROCKERS — FRONT ENTRY
	 	 	2	 	 	$	190.80	 	 	$	381.60	 
	THROW PILLOWS
	 	 	2	 	 	$	59.35	 	 	$	118.70	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	FRONT PORCH
	 	 	 	 	 	 	 	 	 	 	 	 
	ROCKING CHAIRS
	 	 	6	 	 	$	158.52	 	 	$	951.12	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LIVING/MEDIA
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	3	 	 	$	1,191.46	 	 	$	3,574.38	 
	COCKTAIL TABLE
	 	 	2	 	 	$	364.63	 	 	$	729.26	 
	END TABLES
	 	 	5	 	 	$	315.89	 	 	$	1,579.45	 
	TABLE LAMPS
	 	 	5	 	 	$	280.49	 	 	$	1,402.45	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	ARM CHAIRS
	 	 	5	 	 	$	478.89	 	 	$	2,394.45	 
	DIGITAL PIANO
	 	 	1	 	 	$	1,524.39	 	 	$	1,524.39	 
	LOUNGE CHAIRS
	 	 	4	 	 	$	868.29	 	 	$	3,473.16	 
	OTTOMANS
	 	 	2	 	 	$	307.32	 	 	$	614.64	 
	SIDE TABLES
	 	 	2	 	 	$	193.90	 	 	$	387.80	 
	THROW PILLOWS
	 	 	8	 	 	$	25.00	 	 	$	200.00	 
	TV CHEST
	 	 	1	 	 	$	669.51	 	 	$	669.51	 
	52' TV
	 	 	1	 	 	$	800.00	 	 	$	800.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME TABLES
	 	 	4	 	 	$	990.79	 	 	$	3,963.16	 
	GAME CHAIRS
	 	 	16	 	 	$	415.73	 	 	$	6,651.68	 
	COMPUTER STATION CHAIRS
	 	 	2	 	 	$	230.00	 	 	$	460.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMMONS CORRIDOR
	 	 	 	 	 	 	 	 	 	 	 	 
	BENCH CUSHION
	 	 	1	 	 	$	294.00	 	 	$	294.00	 
	ENTERTAINMENT CENTER RED
	 	 	1	 	 	$	549.00	 	 	$	549.00	 
	LOUNGE
	 	 	4	 	 	$	1,201.00	 	 	$	4,804.00	 
	SIDE TABLES
	 	 	2	 	 	$	193.00	 	 	$	386.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	CAFÉ/PARLOR
	 	 	 	 	 	 	 	 	 	 	 	 
	CAFÉ TABLES
	 	 	5	 	 	$	997.21	 	 	$	4,986.05	 
	CAFÉ WICKER CHAIRS
	 	 	20	 	 	$	314.63	 	 	$	6,292.60	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SCREEN PORCH
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	2	 	 	$	942.00	 	 	$	1,884.00	 
	CHAIRS
	 	 	4	 	 	$	310.80	 	 	$	1,243.20	 
	END TABLES
	 	 	5	 	 	$	40.00	 	 	$	200.00	 
	PLANTER
	 	 	1	 	 	$	376.56	 	 	$	376.56	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAIN DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	ARM CHAIRS
	 	 	64	 	 	$	341.80	 	 	$	21,875.20	 
	WOOD DINING TABLE
	 	 	2	 	 	$	1,457.01	 	 	$	2,914.02	 
	4 TOP SQUARE TABLES
	 	 	9	 	 	$	267.32	 	 	$	2,405.88	 
	2 TOP SQUARE TABLES
	 	 	5	 	 	$	267.32	 	 	$	1,336.60	 
	4 RECTANGULAR TABLES
	 	 	1	 	 	$	405.37	 	 	$	405.37	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 






 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	PRIVATE DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	DINING TABLE
	 	 	1	 	 	$	1,300.00	 	 	$	1,300.00	 
	BUFFET
	 	 	1	 	 	$	1,700.00	 	 	$	1,700.00	 
	DINING CHAIRS
	 	 	8	 	 	$	279.00	 	 	$	2,232.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACTIVITY ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LAMINATE TABLES
	 	 	5	 	 	$	160.64	 	 	$	803.20	 
	ACTIVITY CHAIRS
	 	 	30	 	 	$	117.06	 	 	$	3,511.80	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	GALLERY
	 	 	 	 	 	 	 	 	 	 	 	 
	HIGH BACK LOVESEAT
	 	 	2	 	 	$	1,228.84	 	 	$	2,457.68	 
	COFFEE TABLE
	 	 	2	 	 	$	149.00	 	 	$	298.00	 
	WING CHAIRS
	 	 	2	 	 	$	660.47	 	 	$	1,320.94	 
	DRUM TABLES
	 	 	2	 	 	$	137.80	 	 	$	275.60	 
	CONSOLE CABINET
	 	 	2	 	 	$	669.51	 	 	$	1,339.02	 
	DECORATIVE MIRROR
	 	 	2	 	 	$	135.00	 	 	$	270.00	 
	TABLE LAMPS
	 	 	2	 	 	$	90.00	 	 	$	180.00	 
	PLANT STAND
	 	 	2	 	 	$	156.00	 	 	$	312.00	 
	SILK PLANTS
	 	 	2	 	 	$	198.00	 	 	$	396.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	GALLERY PATIO
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVE SEATS
	 	 	4	 	 	$	260.00	 	 	$	1,040.00	 
	CHAIRS
	 	 	4	 	 	$	179.00	 	 	$	716.00	 
	SIDE TABLES
	 	 	4	 	 	$	129.00	 	 	$	516.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COURTYARD
	 	 	 	 	 	 	 	 	 	 	 	 
	BARREL CHAIRS
	 	 	6	 	 	$	79.00	 	 	$	474.00	 
	SIDE TABLES
	 	 	3	 	 	$	49.00	 	 	$	147.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE FURNITURE
	 	 	 	 	 	 	 	 	 	 	 	 
	DESKS
	 	 	6	 	 	$	600.00	 	 	$	3,600.00	 
	OFFICE CHAIRS
	 	 	8	 	 	$	229.00	 	 	$	1,832.00	 
	GUEST TABLES
	 	 	3	 	 	$	239.00	 	 	$	717.00	 
	HUTCHES
	 	 	2	 	 	$	429.00	 	 	$	858.00	 
	SIDE CHAIRS
	 	 	10	 	 	$	249.00	 	 	$	2,490.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RESIDENT CORRIDORS
	 	 	 	 	 	 	 	 	 	 	 	 
	METAL & TILE CONSOLE TABLE
	 	 	1	 	 	$	274.39	 	 	$	274.39	 
	PUPPY ACCENT LAMP
	 	 	1	 	 	$	181.71	 	 	$	181.71	 






 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	QUEEN ANNE BENCH
	 	 	1	 	 	$	457.41	 	 	$	457.41	 
	CHIPPENDALE BENCH
	 	 	1	 	 	$	427.41	 	 	$	427.41	 
	CONSOLE TABLE
	 	 	1	 	 	$	608.54	 	 	$	608.54	 
	HORSE ACCENT LAMP
	 	 	1	 	 	$	178.05	 	 	$	178.05	 
	APOTHECARY CHEST
	 	 	1	 	 	$	413.41	 	 	$	413.41	 
	ROOSTER ACCENT LAMP
	 	 	1	 	 	$	151.70	 	 	$	151.70	 
	BENCH WITH ARMS
	 	 	1	 	 	$	559.76	 	 	$	559.76	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SALON
	 	 	 	 	 	 	 	 	 	 	 	 
	SIDE TABLES
	 	 	2	 	 	$	650.00	 	 	$	1,300.00	 
	DRYER CHAIRS
	 	 	2	 	 	$	334.88	 	 	$	669.76	 
	STYLING/SHAMPOO CHAIR
	 	 	1	 	 	$	731.91	 	 	$	731.91	 
	PORTABLE DRYER
	 	 	1	 	 	$	259.32	 	 	$	259.32	 
	CURIO CABINET
	 	 	1	 	 	$	260.98	 	 	$	260.98	 
	HUTCH
	 	 	1	 	 	$	485.00	 	 	$	485.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	CLINICAL SERVICES
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE CHAIR
	 	 	1	 	 	$	229.00	 	 	$	229.00	 
	ARM CHAIR
	 	 	1	 	 	$	105.00	 	 	$	105.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MEMORY CARE
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SITTING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	CLUB CHAIRS
	 	 	4	 	 	$	907.68	 	 	$	3,630.72	 
	COFFEE TABLE
	 	 	1	 	 	$	152.44	 	 	$	152.44	 
	SIDE CHAIRS
	 	 	2	 	 	$	476.22	 	 	$	952.44	 
	TRUNK
	 	 	1	 	 	$	189.00	 	 	$	189.00	 
	END TABLE
	 	 	1	 	 	$	143.00	 	 	$	143.00	 
	SNACK BAR CHAIRS
	 	 	5	 	 	$	367.38	 	 	$	1,836.90	 
	FISH TANK
	 	 	1	 	 	$	4,700.00	 	 	$	4,700.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TV LOUNGE
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	2	 	 	$	1,338.42	 	 	$	2,676.84	 
	RECLINER
	 	 	4	 	 	$	930.34	 	 	$	3,721.36	 
	COFFEE TABLE TRUNK
	 	 	2	 	 	$	486.59	 	 	$	973.18	 
	END TABLE
	 	 	3	 	 	$	143.00	 	 	$	429.00	 
	TABLE LAMPS
	 	 	3	 	 	$	157.32	 	 	$	471.96	 
	52' TV
	 	 	1	 	 	$	800.00	 	 	$	800.00	 






 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	COURTYARD
	 	 	 	 	 	 	 	 	 	 	 	 
	TABLES
	 	 	2	 	 	$	273.00	 	 	$	546.00	 
	OUTDOOR CHAIRS
	 	 	8	 	 	$	120.00	 	 	$	960.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	SQUARE TABLES
	 	 	4	 	 	$	291.22	 	 	$	1,164.88	 
	RECTANGLE TABLES
	 	 	2	 	 	$	405.37	 	 	$	810.74	 
	DINING CHAIRS
	 	 	28	 	 	$	367.38	 	 	$	10,286.64	 
	SIDEBOARD W/MARBLE TOP
	 	 	1	 	 	$	2,028.65	 	 	$	2,028.65	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MC RECEPTION
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE CHAIR
	 	 	1	 	 	$	229.00	 	 	$	229.00	 
	DESK
	 	 	1	 	 	$	486.59	 	 	$	486.59	 
	SIDE CHAIRS
	 	 	2	 	 	$	873.20	 	 	$	1,746.40	 
	BARREL SIDE TABLE
	 	 	1	 	 	$	364.63	 	 	$	364.63	 
	LAMP
	 	 	1	 	 	$	118.29	 	 	$	118.29	 
	VANITY
	 	 	1	 	 	$	350.00	 	 	$	350.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	REMINISCING PARLOR
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	1	 	 	$	1,303.37	 	 	$	1,303.37	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	848.43	 	 	$	1,696.86	 
	END TABLE
	 	 	3	 	 	$	182.93	 	 	$	548.79	 
	END TABLE LAMPS
	 	 	2	 	 	$	51.00	 	 	$	102.00	 
	COFFEE TABLE
	 	 	1	 	 	$	229.00	 	 	$	229.00	 
	SOFA TABLE
	 	 	1	 	 	$	229.00	 	 	$	229.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACCESSORIES FOR COMMON SPACES
	 	 	 	 	 	 	 	 	 	$	7,000.00	 
	WINDOW TREATMENTS THROUGHOUT COMMUNITY
	 	 	 	 	 	 	 	 	 	$	33,246.00	 
	ARTWORK THROUGHOUT COMMUNITY
	 	 	 	 	 	 	 	 	 	$	10,300.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MODEL ROOMS
	 	 	 	 	 	 	 	 	 	 	 	 
	FURNITURE AND ACCESSORIES
	 	 	3	 	 	$	5,000.00	 	 	$	15,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MISCELLANEOUS ACCESSORIES AND GREENERY
	 	 	 	 	 	 	 	 	 	$	10,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMPUTER and PHONE EQUIPMENT (inclusive of wiring)
	 	 	 	 	 	 	 	 	 	$	131,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SMALLWARES/STARTUPSUPPLIES/LINENS
	 	 	 	 	 	 	 	 	 	$	29,182.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE SUPPLIES
	 	 	 	 	 	 	 	 	 	$	5,500.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TV’S AND STEREO EQUIPMENT
	 	 	 	 	 	 	 	 	 	$	1,800.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAINTENANCE TOOLS
	 	 	 	 	 	 	 	 	 	$	3,800.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MEDICAL SUPPLIES
	 	 	 	 	 	 	 	 	 	$	2,300.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	NURSE CALL SYSTEMS
	 	 	 	 	 	 	 	 	 	$	79,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	PTAC’S
	 	 	 	 	 	 	 	 	 	$	34,555.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	WAREHOUSING/LOGISTICS/TAXES
	 	 	 	 	 	 	 	 	 	$	40,000.00	 
	 
	 	 	 	 	 	 	 	 	 	$	667,358.86	 





 


 









 





Signature Senior Living Mansfield, TX




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	KITCHEN EQUIPMENT
	 	 	 	 	 	 	 	 	 	 	 	 
	SHELVING,
WIRE 18"x24"
	 	 	4	 	 	$	46.82	 	 	$	187.28	 
	MOP SINK
	 	 	1	 	 	$	488.98	 	 	$	488.98	 
	CLEAN DISHTABLE
	 	 	1	 	 	$	168.36	 	 	$	168.36	 
	RACK, BRUSH/BROOM
	 	 	1	 	 	$	46.34	 	 	$	46.34	 
	FREEZER
REACH-IN NO. 4-4070FR
	 	 	1	 	 	$	4,936.69	 	 	$	4,936.69	 
	SHELVING,
WIRE 21" x 48"
	 	 	8	 	 	$	137.63	 	 	$	1,101.04	 
	SLICER, FOOD
	 	 	1	 	 	$	1,676.92	 	 	$	1,676.92	 
	PREP/SERVING TABLE
	 	 	1	 	 	$	1,475.84	 	 	$	1,475.84	 
	DOUBLE OVERSHELF
	 	 	1	 	 	$	598.90	 	 	$	598.90	 
	TOASTER, POP-UP
	 	 	1	 	 	$	413.58	 	 	$	413.58	 
	CAN OPENER, MANUAL
	 	 	1	 	 	$	315.27	 	 	$	315.27	 
	BUFFET, HOT FOOD, ELECTRIC
	 	 	1	 	 	$	1,640.94	 	 	$	1,640.94	 
	PLATE DISPENSER, HEATED
	 	 	1	 	 	$	807.95	 	 	$	807.95	 
	EXHAUST HOOD
	 	 	1	 	 	$	10,802.80	 	 	$	10,802.80	 
	WALL PANELS
	 	 	1	 	 	$	406.80	 	 	$	406.80	 
	STEAMER, CONVECTION COUNTERTOP
	 	 	1	 	 	$	4,295.30	 	 	$	4,295.30	 
	CONVECTION OVEN, GAS
	 	 	1	 	 	$	4,334.85	 	 	$	4,334.85	 
	RANGE,
RESTAURANT, GAS, 48^
	 	 	1	 	 	$	5,021.27	 	 	$	5,021.27	 
	REFRIG... REACH-IN NO. 4-4020
	 	 	1	 	 	$	2,237.59	 	 	$	2,237.59	 
	ICE MAKER, CUBE-STYLE
	 	 	1	 	 	$	2,555.72	 	 	$	2,555.72	 
	BEVERAGE COUNTER
	 	 	1	 	 	$	813.60	 	 	$	813.60	 
	ICE & WATER UNIT, DROP-IN
	 	 	1	 	 	$	633.59	 	 	$	633.59	 
	OVEN, MICROWAVE
	 	 	1	 	 	$	491.06	 	 	$	491.06	 
	OVERSHELF WITH POTRACK
	 	 	1	 	 	$	226.00	 	 	$	226.00	 
	SOILED DISHTABLE
	 	 	1	 	 	$	1,409.30	 	 	$	1,409.30	 
	GLASS RACK SHELF
	 	 	1	 	 	$	248.60	 	 	$	248.60	 
	DISPOSER
	 	 	1	 	 	$	2,838.56	 	 	$	2,838.56	 
	CLEAN DISHTABLE
	 	 	1	 	 	$	2,342.05	 	 	$	2,342.05	 
	SINK, HAND
	 	 	2	 	 	$	239.53	 	 	$	479.06	 
	SHELVING,
WIRE 24" x 36"
	 	 	4	 	 	$	201.47	 	 	$	805.88	 
	DISHWASHER RACK DOLLY
	 	 	3	 	 	$	96.62	 	 	$	289.86	 
	REFRIG... REACH-IN NO. 4-4070R
	 	 	1	 	 	$	3,888.31	 	 	$	3,888.31	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	ASSISTED LIVING
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RECEPTION
	 	 	 	 	 	 	 	 	 	 	 	 
	FRENCH HEPPLEWHITE SETTEE
	 	 	1	 	 	$	1,035.60	 	 	$	1,035.60	 
	END TABLE CHEST
	 	 	2	 	 	$	462.00	 	 	$	924.00	 
	TABLE LAMPS
	 	 	2	 	 	$	192.00	 	 	$	384.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	479.00	 	 	$	958.00	 
	OCCASIONAL TABLE
	 	 	1	 	 	$	408.00	 	 	$	408.00	 
	DEMILUNE CHEST
	 	 	1	 	 	$	732.00	 	 	$	732.00	 
	ROCKERS — FRONT ENTRY
	 	 	2	 	 	$	190.80	 	 	$	381.60	 
	THROW PILLOWS
	 	 	2	 	 	$	59.35	 	 	$	118.70	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LIVING/MEDIA
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	2	 	 	$	1,182.00	 	 	$	2,364.00	 
	COCKTAIL TABLE
	 	 	1	 	 	$	285.00	 	 	$	285.00	 
	END TABLES
	 	 	3	 	 	$	233.70	 	 	$	701.10	 
	TABLE LAMPS
	 	 	3	 	 	$	228.00	 	 	$	684.00	 
	ARM CHAIRS
	 	 	4	 	 	$	489.00	 	 	$	1,956.00	 
	DIGITAL PIANO
	 	 	1	 	 	$	1,400.00	 	 	$	1,400.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	789.00	 	 	$	1,578.00	 
	OTTOMANS
	 	 	2	 	 	$	315.00	 	 	$	630.00	 
	SIDE TABLES
	 	 	2	 	 	$	226.00	 	 	$	452.00	 
	CHEST
	 	 	1	 	 	$	500.00	 	 	$	500.00	 
	THROW PILLOWS
	 	 	4	 	 	$	109.00	 	 	$	436.00	 
	LUMBAR PILLOWS
	 	 	2	 	 	$	57.25	 	 	$	114.50	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME TABLES
	 	 	3	 	 	$	768.00	 	 	$	2,304.00	 
	GAME CHAIRS
	 	 	12	 	 	$	230.00	 	 	$	2,760.00	 
	COMPUTER STATION CHAIRS
	 	 	2	 	 	$	230.00	 	 	$	460.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMMONS CORRIDOR
	 	 	 	 	 	 	 	 	 	 	 	 
	BENCH CUSHION
	 	 	1	 	 	$	294.00	 	 	$	294.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 






 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	CAFÉ/PARLOR
	 	 	 	 	 	 	 	 	 	 	 	 
	CAFÉ TABLES
	 	 	4	 	 	$	650.00	 	 	$	2,600.00	 
	CAFÉ WICKER CHAIRS
	 	 	14	 	 	$	322.80	 	 	$	4,519.20	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SCREEN PORCH
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	2	 	 	$	942.00	 	 	$	1,884.00	 
	CHAIRS
	 	 	2	 	 	$	310.80	 	 	$	621.60	 
	END TABLES
	 	 	2	 	 	$	241.20	 	 	$	482.40	 
	PLANTER
	 	 	1	 	 	$	376.56	 	 	$	376.56	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAIN DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	ARM CHAIRS
	 	 	46	 	 	$	311.89	 	 	$	14,347.00	 
	WOOD DINING TABLE
	 	 	1	 	 	$	1,200.00	 	 	$	1,200.00	 
	4 TOP SQUARE TABLES
	 	 	6	 	 	$	209.00	 	 	$	1,254.00	 
	2 TOP SQUARE TABLES
	 	 	5	 	 	$	209.00	 	 	$	1,045.00	 
	4 RECTANGULAR TABLES
	 	 	2	 	 	$	317.00	 	 	$	634.00	 
	PLACEMATS
	 	 	25	 	 	$	10.00	 	 	$	250.00	 
	TABLECLOTHS
	 	 	48	 	 	$	10.19	 	 	$	489.12	 
	CLOTH NAPKINS
	 	 	240	 	 	$	1.29	 	 	$	309.60	 
	DINNER PLATES
	 	 	144	 	 	$	6.08	 	 	$	875.52	 
	B&B PLAES
	 	 	144	 	 	$	4.21	 	 	$	606.24	 
	GRAPEFRUIT/SOUP BOWL
	 	 	144	 	 	$	4.00	 	 	$	576.00	 
	MUGS
	 	 	144	 	 	$	4.00	 	 	$	576.00	 
	STEAK KNIFES
	 	 	144	 	 	$	2.92	 	 	$	420.48	 
	DINNER KNIFES
	 	 	144	 	 	$	1.58	 	 	$	227.52	 
	DINNER FORK
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	SALAD FORK
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	TEASPOON
	 	 	144	 	 	$	0.67	 	 	$	96.48	 
	BOUILLON SPOON
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	JUICE GLASSES
	 	 	144	 	 	$	1.00	 	 	$	144.00	 
	COOLER
	 	 	144	 	 	$	1.02	 	 	$	146.88	 
	SALT & PEPPER SHAKERS
	 	 	24	 	 	$	1.21	 	 	$	29.04	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACTIVITY ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LAMINATE TABLES
	 	 	4	 	 	$	208.00	 	 	$	832.00	 
	ACTIVITY CHAIRS
	 	 	13	 	 	$	105.00	 	 	$	1,365.00	 






 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	GALLERY
	 	 	 	 	 	 	 	 	 	 	 	 
	HIGH BACK LOVESEAT
	 	 	2	 	 	$	807.50	 	 	$	1,615.00	 
	LEATHER BOX TABLE
	 	 	2	 	 	$	191.00	 	 	$	382.00	 
	WING CHAIRS
	 	 	2	 	 	$	560.00	 	 	$	1,120.00	 
	DRUM TABLES
	 	 	2	 	 	$	348.00	 	 	$	696.00	 
	CONSOLE CABINET
	 	 	2	 	 	$	644.00	 	 	$	1,288.00	 
	DECORATIVE MIRROR
	 	 	2	 	 	$	135.00	 	 	$	270.00	 
	TABLE LAMPS
	 	 	2	 	 	$	90.00	 	 	$	180.00	 
	PLANT STAND
	 	 	2	 	 	$	156.00	 	 	$	312.00	 
	SILK PLANTS
	 	 	2	 	 	$	198.00	 	 	$	396.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RESIDENT CORRIDORS
	 	 	 	 	 	 	 	 	 	 	 	 
	METAL & GLASS CONSOLE
	 	 	1	 	 	$	514.00	 	 	$	514.00	 
	GOLD ACCENT LAMP
	 	 	1	 	 	$	179.00	 	 	$	179.00	 
	BENCH
	 	 	2	 	 	$	410.00	 	 	$	820.00	 
	CONSOLE TABLE
	 	 	1	 	 	$	410.00	 	 	$	410.00	 
	GREEN ACCENT LAMP
	 	 	1	 	 	$	156.00	 	 	$	156.00	 
	APOTHECARY CHEST
	 	 	1	 	 	$	595.00	 	 	$	595.00	 
	RUST ACCENT LAMP
	 	 	1	 	 	$	191.00	 	 	$	191.00	 
	BENCH WITH ARMS
	 	 	1	 	 	$	983.00	 	 	$	983.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SALON
	 	 	 	 	 	 	 	 	 	 	 	 
	SIDE TABLES
	 	 	2	 	 	$	318.00	 	 	$	636.00	 
	DRYER CHAIRS
	 	 	3	 	 	$	525.00	 	 	$	1,575.00	 
	STYLING/SHAMPOO CHAIR
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	SHAMPOO BOWL
	 	 	1	 	 	$	710.00	 	 	$	710.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	WELLNESS CENTER
	 	 	 	 	 	 	 	 	 	 	 	 
	EXAM ROOM STOOL
	 	 	1	 	 	$	95.00	 	 	$	95.00	 
	ARM CHAIR
	 	 	1	 	 	$	105.00	 	 	$	105.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ARTWORK THROUGHOUT COMMON SPACES
	 	 	 	 	 	 	 	 	 	$	8,292.00	 
	ACCESSORIES
	 	 	 	 	 	 	 	 	 	$	6,000.00	 
	WINDOW TREATMENTS
	 	 	 	 	 	 	 	 	 	$	27,805.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	MEMORY CARE
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TV LOUNGE
	 	 	 	 	 	 	 	 	 	 	 	 
	CLUB CHAIRS
	 	 	4	 	 	$	502.00	 	 	$	2,008.00	 
	COFFEE TABLE
	 	 	1	 	 	$	1,104.00	 	 	$	1,104.00	 
	CORNER CABINET
	 	 	1	 	 	$	1,021.00	 	 	$	1,021.00	 
	LUMBAR PILLOWS
	 	 	4	 	 	$	42.19	 	 	$	168.76	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LIVING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	1	 	 	$	982.00	 	 	$	982.00	 
	LOUNGE CHAIR
	 	 	1	 	 	$	646.00	 	 	$	646.00	 
	OCCASIONAL TABLE
	 	 	1	 	 	$	267.00	 	 	$	267.00	 
	END TABLE LAMP
	 	 	1	 	 	$	143.00	 	 	$	143.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK BAR
	 	 	 	 	 	 	 	 	 	 	 	 
	BAR CHAIRS
	 	 	5	 	 	$	273.00	 	 	$	1,365.00	 
	OUTDOOR CHAIRS
	 	 	2	 	 	$	120.00	 	 	$	240.00	 
	OUTDOOR END TABLE
	 	 	1	 	 	$	120.00	 	 	$	120.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	SQUARE TABLES
	 	 	4	 	 	$	228.00	 	 	$	912.00	 
	ROUND TABLES
	 	 	2	 	 	$	229.00	 	 	$	458.00	 
	DINING CHAIRS
	 	 	20	 	 	$	265.00	 	 	$	5,300.00	 
	SIDEBOARD W/MARBLE TOP
	 	 	1	 	 	$	2,689.00	 	 	$	2,689.00	 
	TABLECLOTHES
	 	 	24	 	 	$	9.42	 	 	$	226.08	 
	NAPKINS
	 	 	72	 	 	$	1.29	 	 	$	92.88	 
	DINNER PLATES
	 	 	48	 	 	$	6.08	 	 	$	291.84	 
	B&B PLAES
	 	 	48	 	 	$	4.21	 	 	$	202.08	 
	GRAPEFRUIT/SOUP BOWL
	 	 	48	 	 	$	4.00	 	 	$	192.00	 
	MUGS
	 	 	72	 	 	$	4.00	 	 	$	288.00	 
	STEAK KNIFES
	 	 	72	 	 	$	2.92	 	 	$	210.24	 
	DINNER KNIFES
	 	 	48	 	 	$	1.58	 	 	$	75.84	 
	DINNER FORK
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	SALAD FORK
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	TEASPOON
	 	 	48	 	 	$	0.67	 	 	$	32.16	 
	BOUILLON SPOON
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	JUICE GLASSES
	 	 	72	 	 	$	1.00	 	 	$	72.00	 
	COOLER
	 	 	72	 	 	$	1.02	 	 	$	73.44	 






 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	SALT & PEPPER SHAKERS
	 	 	24	 	 	$	1.21	 	 	$	29.04	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACTIVITIES
	 	 	 	 	 	 	 	 	 	 	 	 
	WOOD ARM CHAIR
	 	 	4	 	 	$	1,482.00	 	 	$	5,928.00	 
	ACTIVITY TABLES
	 	 	2	 	 	$	537.00	 	 	$	1,074.00	 
	MALE CRICKET TABLE
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	FEMALE CRICKET TABLE
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	QUIET ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	1	 	 	$	925.00	 	 	$	925.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	582.25	 	 	$	1,164.50	 
	END TABLE
	 	 	2	 	 	$	160.00	 	 	$	320.00	 
	END TABLE LAMPS
	 	 	2	 	 	$	51.00	 	 	$	102.00	 
	THROW PILLOWS
	 	 	2	 	 	$	78.50	 	 	$	157.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACCESSORIES FOR COMMON SPACES
	 	 	 	 	 	 	 	 	 	$	1,200.00	 
	WINDOW TREATMENTS
	 	 	 	 	 	 	 	 	 	$	11,226.00	 
	ARTWORK
	 	 	 	 	 	 	 	 	 	$	1,932.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MODEL ROOMS
	 	 	 	 	 	 	 	 	 	 	 	 
	FURNITURE AND ACCESSORIES
	 	 	3	 	 	$	5,700.00	 	 	$	17,100.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MISCELLANEOUS ACCESSORIES AND GREENERY
	 	 	 	 	 	 	 	 	 	$	11,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMPUTER and PHONE EQUIPMENT
	 	 	 	 	 	 	 	 	 	$	45,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE FURNITURE AND PRIVATE DINING ROOM FURNITURE
	 	 	 	 	 	 	 	 	 	$	14,300.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SMALLWARES
	 	 	 	 	 	 	 	 	 	$	19,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE SUPPLIES
	 	 	 	 	 	 	 	 	 	$	5,500.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TV’S AND STEREO EQUIPMENT
	 	 	 	 	 	 	 	 	 	$	5,908.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAINTENANCE TOOLS
	 	 	 	 	 	 	 	 	 	$	1,700.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MEDICAL SUPPLIES
	 	 	 	 	 	 	 	 	 	$	2,300.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	$	338,683.37	 







 


 









 







Signature Senior Living McKinney, TX




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	KITCHEN EQUIPMENT
	 	 	 	 	 	 	 	 	 	 	 	 
	SHELVING, WIRE
	 	 	7	 	 	$	129.00	 	 	$	903.00	 
	MOP SINK
	 	 	1	 	 	$	488.98	 	 	$	488.98	 
	RACK, BRUSH/BROOM
	 	 	1	 	 	$	46.34	 	 	$	46.34	 
	FREEZER REACH-IN NO. 4-4070FR
	 	 	2	 	 	$	4,306.00	 	 	$	8,612.00	 
	SHELVING,
WIRE 21" x 48"
	 	 	8	 	 	$	137.63	 	 	$	1,101.04	 
	SLICER, FOOD
	 	 	1	 	 	$	1,676.92	 	 	$	1,676.92	 
	PREP/SERVING TABLE
	 	 	1	 	 	$	1,839.00	 	 	$	1,839.00	 
	DOUBLE OVERSHELF
	 	 	1	 	 	$	598.90	 	 	$	598.90	 
	TOASTER, POP-UP
	 	 	1	 	 	$	352.00	 	 	$	352.00	 
	CAN OPENER, MANUAL
	 	 	1	 	 	$	192.00	 	 	$	192.00	 
	BUFFET, HOT FOOD, ELECTRIC
	 	 	1	 	 	$	3,024.00	 	 	$	3,024.00	 
	PLATE DISPENSER, HEATED
	 	 	2	 	 	$	1,100.00	 	 	$	2,200.00	 
	EXHAUST HOOD
	 	 	1	 	 	$	11,804.00	 	 	$	11,804.00	 
	WALL PANELS
	 	 	1	 	 	$	406.80	 	 	$	406.80	 
	STEAMER, CONVECTION COUNTERTOP
	 	 	1	 	 	$	4,844.00	 	 	$	4,844.00	 
	CONVECTION OVEN, GAS
	 	 	1	 	 	$	3,543.00	 	 	$	3,543.00	 
	RANGE, RESTAURANT, GAS, 60"
	 	 	1	 	 	$	4,359.00	 	 	$	4,359.00	 
	REFRIG... REACH-IN NO. 4-4020
	 	 	2	 	 	$	3,323.00	 	 	$	6,646.00	 
	ICE MAKER, CUBE-STYLE
	 	 	1	 	 	$	2,265.82	 	 	$	2,265.82	 
	BEVERAGE COUNTER
	 	 	1	 	 	$	813.60	 	 	$	813.60	 
	ICE & WATER UNIT, DROP-IN
	 	 	1	 	 	$	633.59	 	 	$	633.59	 
	OVEN, MICROWAVE
	 	 	1	 	 	$	538.00	 	 	$	538.00	 
	OVERSHELF WITH POTRACK
	 	 	1	 	 	$	166.00	 	 	$	166.00	 
	SOILED DISHTABLE
	 	 	1	 	 	$	3,630.00	 	 	$	3,630.00	 
	GLASS RACK SHELF
	 	 	1	 	 	$	248.60	 	 	$	248.60	 
	DISPOSER
	 	 	1	 	 	$	1,537.00	 	 	$	1,537.00	 
	CLEAN DISHTABLE
	 	 	1	 	 	$	1,225.00	 	 	$	1,225.00	 
	SINK, HAND
	 	 	3	 	 	$	279.00	 	 	$	837.00	 
	SHELVING,
WIRE 24" x 36"
	 	 	4	 	 	$	201.47	 	 	$	805.88	 
	DISHWASHER RACK DOLLY
	 	 	7	 	 	$	119.00	 	 	$	833.00	 
	REFRIG... REACH-IN NO. 4-4070R
	 	 	1	 	 	$	1,924.00	 	 	$	1,924.00	 
	DEEP FRYER
	 	 	1	 	 	$	1,127.00	 	 	$	1,127.00	 
	FOOD PROCESSOR
	 	 	1	 	 	$	572.00	 	 	$	572.00	 






 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	WORK TABLE
	 	 	1	 	 	$	560.00	 	 	$	560.00	 
	PAN RACK
	 	 	1	 	 	$	179.00	 	 	$	179.00	 
	FIRE SUPPRESSION SYSTEM
	 	 	1	 	 	$	3,529.00	 	 	$	3,529.00	 
	WORK TABLE
	 	 	1	 	 	$	1,012.00	 	 	$	1,012.00	 
	7Q MIXER
	 	 	1	 	 	$	582.00	 	 	$	582.00	 
	CEILING MOUNTED POT RACK
	 	 	1	 	 	$	299.00	 	 	$	299.00	 
	WORK TABLE
	 	 	1	 	 	$	1,287.00	 	 	$	1,287.00	 
	3 COMPARTMENT SINK
	 	 	1	 	 	$	1,689.00	 	 	$	1,689.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LAUNDRY
	 	 	 	 	 	 	 	 	 	 	 	 
	FRONT LOADING WASHER
	 	 	1	 	 	$	1,949.00	 	 	$	1,949.00	 
	FRONT LOADING DRYER
	 	 	1	 	 	$	1,613.00	 	 	$	1,613.00	 
	HOPPER SINK
	 	 	1	 	 	$	1,819.00	 	 	$	1,819.00	 
	COMMERCIAL WASHER
	 	 	4	 	 	$	362.00	 	 	$	1,448.00	 
	COMMERCIAL DRYER
	 	 	5	 	 	$	349.00	 	 	$	1,745.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	KITCHEN/LAUNDRY WAREHOUSING/INSTALL
	 	 	1	 	 	$	11,000.00	 	 	$	11,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ASSISTED LIVING
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RECEPTION
	 	 	 	 	 	 	 	 	 	 	 	 
	FRENCH HEPPLEWHITE SETTEE
	 	 	1	 	 	$	1,245.91	 	 	$	1,245.91	 
	END TABLE CHEST
	 	 	2	 	 	$	486.59	 	 	$	973.18	 
	TABLE LAMPS
	 	 	2	 	 	$	118.29	 	 	$	236.58	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	564.50	 	 	$	1,129.00	 
	OCCASIONAL TABLE
	 	 	1	 	 	$	364.63	 	 	$	364.63	 
	DEMILUNE CHEST
	 	 	1	 	 	$	2,436.59	 	 	$	2,436.59	 
	ROCKERS — FRONT ENTRY
	 	 	2	 	 	$	190.80	 	 	$	381.60	 
	THROW PILLOWS
	 	 	2	 	 	$	59.35	 	 	$	118.70	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	FRONT PORCH
	 	 	 	 	 	 	 	 	 	 	 	 
	ROCKING CHAIRS
	 	 	6	 	 	$	158.52	 	 	$	951.12	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LIVING/MEDIA
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	3	 	 	$	1,191.46	 	 	$	3,574.38	 
	COCKTAIL TABLE
	 	 	2	 	 	$	364.63	 	 	$	729.26	 
	END TABLES
	 	 	5	 	 	$	315.89	 	 	$	1,579.45	 
	TABLE LAMPS
	 	 	5	 	 	$	280.49	 	 	$	1,402.45	 







 


 












 




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	ARM CHAIRS
	 	 	5	 	 	$	478.89	 	 	$	2,394.45	 
	DIGITAL PIANO
	 	 	1	 	 	$	1,524.39	 	 	$	1,524.39	 
	LOUNGE CHAIRS
	 	 	4	 	 	$	868.29	 	 	$	3,473.16	 
	OTTOMANS
	 	 	2	 	 	$	307.32	 	 	$	614.64	 
	SIDE TABLES
	 	 	2	 	 	$	193.90	 	 	$	387.80	 
	THROW PILLOWS
	 	 	8	 	 	$	25.00	 	 	$	200.00	 
	TV CHEST
	 	 	1	 	 	$	669.51	 	 	$	669.51	 
	52' TV
	 	 	1	 	 	$	800.00	 	 	$	800.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME TABLES
	 	 	4	 	 	$	990.79	 	 	$	3,963.16	 
	GAME CHAIRS
	 	 	16	 	 	$	415.73	 	 	$	6,651.68	 
	COMPUTER STATION CHAIRS
	 	 	2	 	 	$	230.00	 	 	$	460.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMMONS CORRIDOR
	 	 	 	 	 	 	 	 	 	 	 	 
	BENCH CUSHION
	 	 	1	 	 	$	294.00	 	 	$	294.00	 
	ENTERTAINMENT CENTER RED
	 	 	1	 	 	$	549.00	 	 	$	549.00	 
	LOUNGE
	 	 	4	 	 	$	1,201.00	 	 	$	4,804.00	 
	SIDE TABLES
	 	 	2	 	 	$	193.00	 	 	$	386.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	CAFÉ/PARLOR
	 	 	 	 	 	 	 	 	 	 	 	 
	CAFÉ TABLES
	 	 	5	 	 	$	997.21	 	 	$	4,986.05	 
	CAFÉ WICKER CHAIRS
	 	 	20	 	 	$	314.63	 	 	$	6,292.60	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SCREEN PORCH
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	2	 	 	$	942.00	 	 	$	1,884.00	 
	CHAIRS
	 	 	4	 	 	$	310.80	 	 	$	1,243.20	 
	END TABLES
	 	 	5	 	 	$	40.00	 	 	$	200.00	 
	PLANTER
	 	 	1	 	 	$	376.56	 	 	$	376.56	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAIN DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	ARM CHAIRS
	 	 	64	 	 	$	341.80	 	 	$	21,875.20	 
	WOOD DINING TABLE
	 	 	2	 	 	$	1,457.01	 	 	$	2,914.02	 
	4 TOP SQUARE TABLES
	 	 	9	 	 	$	267.32	 	 	$	2,405.88	 
	2 TOP SQUARE TABLES
	 	 	5	 	 	$	267.32	 	 	$	1,336.60	 
	4 RECTANGULAR TABLES
	 	 	1	 	 	$	405.37	 	 	$	405.37	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	PRIVATE DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	DINING TABLE
	 	 	1	 	 	$	1,300.00	 	 	$	1,300.00	 
	BUFFET
	 	 	1	 	 	$	1,700.00	 	 	$	1,700.00	 
	DINING CHAIRS
	 	 	8	 	 	$	279.00	 	 	$	2,232.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACTIVITY ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LAMINATE TABLES
	 	 	5	 	 	$	160.64	 	 	$	803.20	 
	ACTIVITY CHAIRS
	 	 	30	 	 	$	117.06	 	 	$	3,511.80	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	GALLERY
	 	 	 	 	 	 	 	 	 	 	 	 
	HIGH BACK LOVESEAT
	 	 	2	 	 	$	1,228.84	 	 	$	2,457.68	 
	LEATHER BOX TABLE
	 	 	2	 	 	$	191.00	 	 	$	382.00	 
	WING CHAIRS
	 	 	2	 	 	$	660.47	 	 	$	1,320.94	 
	DRUM TABLES
	 	 	2	 	 	$	137.80	 	 	$	275.60	 
	CONSOLE CABINET
	 	 	2	 	 	$	669.51	 	 	$	1,339.02	 
	DECORATIVE MIRROR
	 	 	2	 	 	$	135.00	 	 	$	270.00	 
	TABLE LAMPS
	 	 	2	 	 	$	90.00	 	 	$	180.00	 
	PLANT STAND
	 	 	2	 	 	$	156.00	 	 	$	312.00	 
	SILK PLANTS
	 	 	2	 	 	$	198.00	 	 	$	396.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	GALLERY PATIO
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVE SEATS
	 	 	4	 	 	$	260.00	 	 	$	1,040.00	 
	CHAIRS
	 	 	4	 	 	$	179.00	 	 	$	716.00	 
	SIDE TABLES
	 	 	4	 	 	$	129.00	 	 	$	516.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COURTYARD
	 	 	 	 	 	 	 	 	 	 	 	 
	BARREL CHAIRS
	 	 	6	 	 	$	79.00	 	 	$	474.00	 
	SIDE TABLES
	 	 	3	 	 	$	49.00	 	 	$	147.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE FURNITURE
	 	 	 	 	 	 	 	 	 	 	 	 
	DESKS
	 	 	6	 	 	$	600.00	 	 	$	3,600.00	 
	OFFICE CHAIRS
	 	 	8	 	 	$	229.00	 	 	$	1,832.00	 
	GUEST TABLES
	 	 	3	 	 	$	239.00	 	 	$	717.00	 
	HUTCHES
	 	 	2	 	 	$	429.00	 	 	$	858.00	 
	SIDE CHAIRS
	 	 	12	 	 	$	249.00	 	 	$	2,988.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RESIDENT CORRIDORS
	 	 	 	 	 	 	 	 	 	 	 	 
	METAL & TILE CONSOLE TABLE
	 	 	1	 	 	$	274.39	 	 	$	274.39	 
	PUPPY ACCENT LAMP
	 	 	1	 	 	$	181.71	 	 	$	181.71	 





 


 









 






	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	QUEEN ANNE BENCH
	 	 	1	 	 	$	457.41	 	 	$	457.41	 
	CHIPPENDALE BENCH
	 	 	1	 	 	$	427.41	 	 	$	427.41	 
	CONSOLE TABLE
	 	 	1	 	 	$	608.54	 	 	$	608.54	 
	HORSE ACCENT LAMP
	 	 	1	 	 	$	178.05	 	 	$	178.05	 
	APOTHECARY CHEST
	 	 	1	 	 	$	413.41	 	 	$	413.41	 
	ROOSTER ACCENT LAMP
	 	 	1	 	 	$	151.70	 	 	$	151.70	 
	BENCH WITH ARMS
	 	 	1	 	 	$	559.76	 	 	$	559.76	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SALON
	 	 	 	 	 	 	 	 	 	 	 	 
	SIDE TABLES
	 	 	2	 	 	$	650.00	 	 	$	1,300.00	 
	DRYER CHAIRS
	 	 	2	 	 	$	334.88	 	 	$	669.76	 
	STYLING/SHAMPOO CHAIR
	 	 	1	 	 	$	731.91	 	 	$	731.91	 
	PORTABLE DRYER
	 	 	1	 	 	$	259.32	 	 	$	259.32	 
	CURIO CABINET
	 	 	1	 	 	$	260.98	 	 	$	260.98	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	CLINICAL SERVICES
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE CHAIR
	 	 	1	 	 	$	229.00	 	 	$	229.00	 
	ARM CHAIR
	 	 	1	 	 	$	105.00	 	 	$	105.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MEMORY CARE 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SITTING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	CLUB CHAIRS
	 	 	4	 	 	$	907.68	 	 	$	3,630.72	 
	COFFEE TABLE
	 	 	1	 	 	$	152.44	 	 	$	152.44	 
	SIDE CHAIRS
	 	 	2	 	 	$	476.22	 	 	$	952.44	 
	TRUNK
	 	 	1	 	 	$	189.00	 	 	$	189.00	 
	END TABLE
	 	 	1	 	 	$	143.00	 	 	$	143.00	 
	SNACK BAR CHAIRS
	 	 	5	 	 	$	367.38	 	 	$	1,836.90	 
	FISH TANK
	 	 	1	 	 	$	4,000.00	 	 	$	4,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TV LOUNGE
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	2	 	 	$	1,338.42	 	 	$	2,676.84	 
	RECLINER
	 	 	4	 	 	$	930.34	 	 	$	3,721.36	 
	COFFEE TABLE TRUNK
	 	 	1	 	 	$	486.59	 	 	$	486.59	 
	END TABLE
	 	 	3	 	 	$	143.00	 	 	$	429.00	 
	TABLE LAMPS
	 	 	3	 	 	$	157.32	 	 	$	471.96	 
	52' TV
	 	 	1	 	 	$	800.00	 	 	$	800.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	COURTYARD
	 	 	 	 	 	 	 	 	 	 	 	 
	TABLES
	 	 	2	 	 	$	273.00	 	 	$	546.00	 
	OUTDOOR CHAIRS
	 	 	8	 	 	$	120.00	 	 	$	960.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	SQUARE TABLES
	 	 	4	 	 	$	291.22	 	 	$	1,164.88	 
	RECTANGLE TABLES
	 	 	2	 	 	$	405.37	 	 	$	810.74	 
	DINING CHAIRS
	 	 	28	 	 	$	367.38	 	 	$	10,286.64	 
	SIDEBOARD W/MARBLE TOP
	 	 	1	 	 	$	2,028.65	 	 	$	2,028.65	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MC RECEPTION
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE CHAIR
	 	 	1	 	 	$	229.00	 	 	$	229.00	 
	DECORATIVE TRUNK
	 	 	1	 	 	$	486.59	 	 	$	486.59	 
	SIDE CHAIRS
	 	 	2	 	 	$	873.20	 	 	$	1,746.40	 
	BARREL SIDE TABLE
	 	 	1	 	 	$	364.63	 	 	$	364.63	 
	LAMP
	 	 	1	 	 	$	118.29	 	 	$	118.29	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	REMINISCING PARLOR
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	1	 	 	$	1,303.37	 	 	$	1,303.37	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	848.43	 	 	$	1,696.86	 
	END TABLE
	 	 	3	 	 	$	182.93	 	 	$	548.79	 
	END TABLE LAMPS
	 	 	2	 	 	$	51.00	 	 	$	102.00	 
	COFFEE TABLE
	 	 	1	 	 	$	229.00	 	 	$	229.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACCESSORIES FOR COMMON SPACES
	 	 	 	 	 	 	 	 	 	$	7,000.00	 
	WINDOW TREATMENTS THROUGHOUT COMMUNITY
	 	 	 	 	 	 	 	 	 	$	33,246.00	 
	ARTWORK THROUGHOUT COMMUNITY
	 	 	 	 	 	 	 	 	 	$	10,300.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MODEL ROOMS
	 	 	 	 	 	 	 	 	 	 	 	 
	FURNITURE AND ACCESSORIES
	 	 	3	 	 	$	5,000.00	 	 	$	15,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MISCELLANEOUS ACCESSORIES AND GREENERY
	 	 	 	 	 	 	 	 	 	$	10,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMPUTER and PHONE EQUIPMENT (inclusive of wiring)
	 	 	 	 	 	 	 	 	 	$	131,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SMALLWARES/STARTUPSUPPLIES/LINENS
	 	 	 	 	 	 	 	 	 	$	29,182.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE SUPPLIES
	 	 	 	 	 	 	 	 	 	$	5,500.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	TV’S AND STEREO EQUIPMENT
	 	 	 	 	 	 	 	 	 	$	1,800.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAINTENANCE TOOLS
	 	 	 	 	 	 	 	 	 	$	3,800.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MEDICAL SUPPLIES
	 	 	 	 	 	 	 	 	 	$	2,300.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	NURSE CALL SYSTEMS
	 	 	 	 	 	 	 	 	 	$	79,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	PTAC’S
	 	 	 	 	 	 	 	 	 	$	34,555.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	WAREHOUSING/LOGISTICS/TAXES
	 	 	 	 	 	 	 	 	 	$	40,000.00	 
	 
	 	 	 	 	 	 	 	 	 	$	665,690.27	 





 


 









 






Signature
Senior Living Nacogdoches, TX




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	KITCHEN EQUIPMENT 
	 	 	 	 	 	 	 	 	 	 	 	 
	SHELVING,
WIRE 18"x24"
	 	 	4	 	 	$	46.82	 	 	$	187.28	 
	MOP SINK
	 	 	1	 	 	$	488.98	 	 	$	488.98	 
	CLEAN DISHTABLE
	 	 	1	 	 	$	168.36	 	 	$	168.36	 
	RACK, BRUSH/BROOM
	 	 	1	 	 	$	46.34	 	 	$	46.34	 
	FREEZER REACH-IN NO. 4-4070FR
	 	 	1	 	 	$	4,936.69	 	 	$	4,936.69	 
	SHELVING, WIRE 21" x 48"
	 	 	8	 	 	$	137.63	 	 	$	1,101.04	 
	SLICER, FOOD
	 	 	1	 	 	$	1,676.92	 	 	$	1,676.92	 
	PREP/SERVING TABLE
	 	 	1	 	 	$	1,475.84	 	 	$	1,475.84	 
	DOUBLE OVERSHELF
	 	 	1	 	 	$	598.90	 	 	$	598.90	 
	TOASTER, POP-UP
	 	 	1	 	 	$	413.58	 	 	$	413.58	 
	CAN OPENER, MANUAL
	 	 	1	 	 	$	315.27	 	 	$	315.27	 
	BUFFET, HOT FOOD, ELECTRIC
	 	 	1	 	 	$	1,640.94	 	 	$	1,640.94	 
	PLATE DISPENSER, HEATED
	 	 	1	 	 	$	807.95	 	 	$	807.95	 
	EXHAUST HOOD
	 	 	1	 	 	$	10,802.80	 	 	$	10,802.80	 
	WALL PANELS
	 	 	1	 	 	$	406.80	 	 	$	406.80	 
	STEAMER, CONVECTION COUNTERTOP
	 	 	1	 	 	$	4,295.30	 	 	$	4,295.30	 
	CONVECTION OVEN, GAS
	 	 	1	 	 	$	4,334.85	 	 	$	4,334.85	 
	RANGE,
RESTAURANT, GAS, 48^
	 	 	1	 	 	$	5,021.27	 	 	$	5,021.27	 
	REFRIG... REACH-IN NO. 4-4020
	 	 	1	 	 	$	2,237.59	 	 	$	2,237.59	 
	ICE MAKER, CUBE-STYLE
	 	 	1	 	 	$	2,555.72	 	 	$	2,555.72	 
	BEVERAGE COUNTER
	 	 	1	 	 	$	813.60	 	 	$	813.60	 
	ICE & WATER UNIT, DROP-IN
	 	 	1	 	 	$	633.59	 	 	$	633.59	 
	OVEN, MICROWAVE
	 	 	1	 	 	$	491.06	 	 	$	491.06	 
	OVERSHELF WITH POTRACK
	 	 	1	 	 	$	226.00	 	 	$	226.00	 
	SOILED DISHTABLE
	 	 	1	 	 	$	1,409.30	 	 	$	1,409.30	 
	GLASS RACK SHELF
	 	 	1	 	 	 $	248.60	 	 	$	248.60	 
	DISPOSER
	 	 	1	 	 	$	2,838.56	 	 	$	2,838.56	 
	CLEAN DISHTABLE
	 	 	1	 	 	$	2,342.05	 	 	$	2,342.05	 
	SINK, HAND
	 	 	2	 	 	$	239.53	 	 	$	479.06	 
	SHELVING, WIRE 24" x 36"
	 	 	4	 	 	$	201.47	 	 	$	805.88	 
	DISHWASHER RACK DOLLY
	 	 	3	 	 	$	96.62	 	 	$	289.86	 
	REFRIG... REACH-IN NO. 4-4070R
	 	 	1	 	 	$	3,888.31	 	 	$	3,888.31	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	ASSISTED LIVING 
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RECEPTION
	 	 	 	 	 	 	 	 	 	 	 	 
	FRENCH HEPPLEWHITE SETTEE
	 	 	1	 	 	$	1,035.60	 	 	$	1,035.60	 
	END TABLE CHEST
	 	 	2	 	 	$	462.00	 	 	$	924.00	 
	TABLE LAMPS
	 	 	2	 	 	$	192.00	 	 	$	384.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	479.00	 	 	$	958.00	 
	OCCASIONAL TABLE
	 	 	1	 	 	$	408.00	 	 	$	408.00	 
	DEMILUNE CHEST
	 	 	1	 	 	$	732.00	 	 	$	732.00	 
	ROCKERS — FRONT ENTRY
	 	 	8	 	 	$	190.80	 	 	$	1,526.40	 
	THROW PILLOWS
	 	 	2	 	 	$	59.35	 	 	$	118.70	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LIVING/MEDIA
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	2	 	 	$	1,182.00	 	 	$	2,364.00	 
	COCKTAIL TABLE
	 	 	1	 	 	$	285.00	 	 	$	285.00	 
	END TABLES
	 	 	3	 	 	$	233.70	 	 	$	701.10	 
	TABLE LAMPS
	 	 	3	 	 	$	228.00	 	 	$	684.00	 
	ARM CHAIRS
	 	 	6	 	 	$	489.00	 	 	$	2,934.00	 
	DIGITAL PIANO
	 	 	1	 	 	$	1,400.00	 	 	$	1,400.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	789.00	 	 	$	1,578.00	 
	OTTOMANS
	 	 	2	 	 	$	315.00	 	 	$	630.00	 
	SIDE TABLES
	 	 	2	 	 	$	226.00	 	 	$	452.00	 
	CHEST
	 	 	1	 	 	$	500.00	 	 	$	500.00	 
	THROW PILLOWS
	 	 	4	 	 	$	109.00	 	 	$	436.00	 
	LUMBAR PILLOWS
	 	 	2	 	 	$	57.25	 	 	$	114.50	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME TABLES
	 	 	3	 	 	$	768.00	 	 	$	2,304.00	 
	GAME CHAIRS
	 	 	12	 	 	$	230.00	 	 	$	2,760.00	 
	COMPUTER STATION CHAIRS
	 	 	2	 	 	$	230.00	 	 	$	460.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMMONS CORRIDOR
	 	 	 	 	 	 	 	 	 	 	 	 
	BENCH CUSHION
	 	 	1	 	 	$	294.00	 	 	$	294.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	CAFÉ/PARLOR
	 	 	 	 	 	 	 	 	 	 	 	 
	CAFÉ TABLES
	 	 	4	 	 	$	650.00	 	 	$	2,600.00	 
	CAFÉ WICKER CHAIRS
	 	 	14	 	 	$	322.80	 	 	$	4,519.20	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SCREEN PORCH
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	2	 	 	$	942.00	 	 	$	1,884.00	 
	CHAIRS
	 	 	2	 	 	$	310.80	 	 	$	621.60	 
	END TABLES
	 	 	2	 	 	$	241.20	 	 	$	482.40	 
	PLANTER
	 	 	1	 	 	$	376.56	 	 	$	376.56	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAIN DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	ARM CHAIRS
	 	 	46	 	 	$	311.89	 	 	$	14,347.00	 
	WOOD DINING TABLE
	 	 	1	 	 	$	1,200.00	 	 	$	1,200.00	 
	4 TOP SQUARE TABLES
	 	 	6	 	 	$	209.00	 	 	$	1,254.00	 
	2 TOP SQUARE TABLES
	 	 	5	 	 	$	209.00	 	 	$	1,045.00	 
	4 RECTANGULAR TABLES
	 	 	2	 	 	$	317.00	 	 	$	634.00	 
	PLACEMATS
	 	 	25	 	 	$	10.00	 	 	$	250.00	 
	TABLECLOTHS
	 	 	48	 	 	$	10.19	 	 	$	489.12	 
	CLOTH NAPKINS
	 	 	240	 	 	$	1.29	 	 	$	309.60	 
	DINNER PLATES
	 	 	144	 	 	$	6.08	 	 	$	875.52	 
	B&B PLAES
	 	 	144	 	 	$	4.21	 	 	$	606.24	 
	GRAPEFRUIT/SOUP BOWL
	 	 	144	 	 	$	4.00	 	 	$	576.00	 
	MUGS
	 	 	144	 	 	$	4.00	 	 	$	576.00	 
	STEAK KNIFES
	 	 	144	 	 	$	2.92	 	 	$	420.48	 
	DINNER KNIFES
	 	 	144	 	 	$	1.58	 	 	$	227.52	 
	DINNER FORK
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	SALAD FORK
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	TEASPOON
	 	 	144	 	 	$	0.67	 	 	$	96.48	 
	BOUILLON SPOON
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	JUICE GLASSES
	 	 	144	 	 	$	1.00	 	 	$	144.00	 
	COOLER
	 	 	144	 	 	$	1.02	 	 	$	146.88	 
	SALT & PEPPER SHAKERS
	 	 	24	 	 	$	1.21	 	 	$	29.04	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACTIVITY ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LAMINATE TABLES
	 	 	4	 	 	$	208.00	 	 	$	832.00	 
	ACTIVITY CHAIRS
	 	 	13	 	 	$	105.00	 	 	$	1,365.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	GALLERY
	 	 	 	 	 	 	 	 	 	 	 	 
	HIGH BACK LOVESEAT
	 	 	2	 	 	$	807.50	 	 	$	1,615.00	 
	LEATHER BOX TABLE
	 	 	2	 	 	$	191.00	 	 	$	382.00	 
	WING CHAIRS
	 	 	2	 	 	$	560.00	 	 	$	1,120.00	 
	DRUM TABLES
	 	 	2	 	 	$	348.00	 	 	$	696.00	 
	CONSOLE CABINET
	 	 	2	 	 	$	644.00	 	 	$	1,288.00	 
	DECORATIVE MIRROR
	 	 	2	 	 	$	135.00	 	 	$	270.00	 
	TABLE LAMPS
	 	 	2	 	 	$	90.00	 	 	$	180.00	 
	PLANT STAND
	 	 	2	 	 	$	156.00	 	 	$	312.00	 
	SILK PLANTS
	 	 	2	 	 	$	198.00	 	 	$	396.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RESIDENT CORRIDORS
	 	 	 	 	 	 	 	 	 	 	 	 
	METAL & GLASS CONSOLE
	 	 	1	 	 	$	514.00	 	 	$	514.00	 
	GOLD ACCENT LAMP
	 	 	1	 	 	$	179.00	 	 	$	179.00	 
	BENCH
	 	 	2	 	 	$	410.00	 	 	$	820.00	 
	CONSOLE TABLE
	 	 	1	 	 	$	410.00	 	 	$	410.00	 
	GREEN ACCENT LAMP
	 	 	1	 	 	$	156.00	 	 	$	156.00	 
	APOTHECARY CHEST
	 	 	1	 	 	$	595.00	 	 	$	595.00	 
	RUST ACCENT LAMP
	 	 	1	 	 	$	191.00	 	 	$	191.00	 
	BENCH WITH ARMS
	 	 	1	 	 	$	983.00	 	 	$	983.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SALON
	 	 	 	 	 	 	 	 	 	 	 	 
	SIDE TABLES
	 	 	2	 	 	$	318.00	 	 	$	636.00	 
	DRYER CHAIRS
	 	 	3	 	 	$	525.00	 	 	$	1,575.00	 
	STYLING/SHAMPOO CHAIR
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	SHAMPOO BOWL
	 	 	1	 	 	$	710.00	 	 	$	710.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	WELLNESS CENTER
	 	 	 	 	 	 	 	 	 	 	 	 
	EXAM ROOM STOOL
	 	 	1	 	 	$	95.00	 	 	$	95.00	 
	ARM CHAIR
	 	 	1	 	 	$	105.00	 	 	$	105.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ARTWORK THROUGHOUT COMMON SPACES
	 	 	 	 	 	 	 	 	 	$	8,292.00	 
	ACCESSORIES
	 	 	 	 	 	 	 	 	 	$	6,000.00	 
	WINDOW TREATMENTS
	 	 	 	 	 	 	 	 	 	$	27,805.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	MEMORY CARE
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TV LOUNGE
	 	 	 	 	 	 	 	 	 	 	 	 
	CLUB CHAIRS
	 	 	4	 	 	$	502.00	 	 	$	2,008.00	 
	COFFEE TABLE
	 	 	1	 	 	$	1,104.00	 	 	$	1,104.00	 
	Entertainment Center
	 	 	1	 	 	$	1,200.00	 	 	$	1,200.00	 
	LUMBAR PILLOWS
	 	 	4	 	 	$	42.19	 	 	$	168.76	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LIVING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	1	 	 	$	982.00	 	 	$	982.00	 
	LOUNGE CHAIR
	 	 	1	 	 	$	646.00	 	 	$	646.00	 
	OCCASIONAL TABLE
	 	 	1	 	 	$	267.00	 	 	$	267.00	 
	END TABLE LAMP
	 	 	1	 	 	$	143.00	 	 	$	143.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK BAR
	 	 	 	 	 	 	 	 	 	 	 	 
	BAR CHAIRS
	 	 	5	 	 	$	273.00	 	 	$	1,365.00	 
	OUTDOOR CHAIRS
	 	 	2	 	 	$	120.00	 	 	$	240.00	 
	OUTDOOR END TABLE
	 	 	1	 	 	$	120.00	 	 	$	120.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	SQUARE TABLES
	 	 	4	 	 	$	228.00	 	 	$	912.00	 
	ROUND TABLES
	 	 	2	 	 	$	229.00	 	 	$	458.00	 
	DINING CHAIRS
	 	 	20	 	 	$	265.00	 	 	$	5,300.00	 
	SIDEBOARD W/MARBLE TOP
	 	 	1	 	 	$	2,689.00	 	 	$	2,689.00	 
	TABLECLOTHES
	 	 	24	 	 	$	9.42	 	 	$	226.08	 
	NAPKINS
	 	 	72	 	 	$	1.29	 	 	$	92.88	 
	DINNER PLATES
	 	 	48	 	 	$	6.08	 	 	$	291.84	 
	B&B PLAES
	 	 	48	 	 	$	4.21	 	 	$	202.08	 
	GRAPEFRUIT/SOUP BOWL
	 	 	48	 	 	$	4.00	 	 	$	192.00	 
	MUGS
	 	 	72	 	 	$	4.00	 	 	$	288.00	 
	STEAK KNIFES
	 	 	72	 	 	$	2.92	 	 	$	210.24	 
	DINNER KNIFES
	 	 	48	 	 	$	1.58	 	 	$	75.84	 
	DINNER FORK
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	SALAD FORK
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	TEASPOON
	 	 	48	 	 	$	0.67	 	 	$	32.16	 
	BOUILLON SPOON
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	JUICE GLASSES
	 	 	72	 	 	$	1.00	 	 	$	72.00	 
	COOLER
	 	 	72	 	 	$	1.02	 	 	$	73.44	 
	SALT & PEPPER SHAKERS
	 	 	24	 	 	$	1.21	 	 	$	29.04	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	ACTIVITIES
	 	 	 	 	 	 	 	 	 	 	 	 
	WOOD ARM CHAIR
	 	 	4	 	 	$	1,482.00	 	 	$	5,928.00	 
	ACTIVITY TABLES
	 	 	2	 	 	$	537.00	 	 	$	1,074.00	 
	MALE CRICKET TABLE
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	FEMALE CRICKET TABLE
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	QUIET ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	1	 	 	$	925.00	 	 	$	925.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	582.25	 	 	$	1,164.50	 
	END TABLE
	 	 	2	 	 	$	160.00	 	 	$	320.00	 
	END TABLE LAMPS
	 	 	2	 	 	$	51.00	 	 	$	102.00	 
	THROW PILLOWS
	 	 	2	 	 	$	78.50	 	 	$	157.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACCESSORIES FOR COMMON SPACES
	 	 	 	 	 	 	 	 	 	$	1,200.00	 
	WINDOW TREATMENTS
	 	 	 	 	 	 	 	 	 	$	11,226.00	 
	ARTWORK
	 	 	 	 	 	 	 	 	 	$	1,932.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MODEL ROOMS
	 	 	 	 	 	 	 	 	 	 	 	 
	FURNITURE AND ACCESSORIES
	 	 	3	 	 	$	5,700.00	 	 	$	17,100.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MISCELLANEOUS ACCESSORIES AND GREENERY
	 	 	 	 	 	 	 	 	 	$	11,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMPUTER and PHONE EQUIPMENT
	 	 	 	 	 	 	 	 	 	$	45,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE FURNITURE AND PRIVATE DINING ROOM FURNITURE
	 	 	 	 	 	 	 	 	 	$	14,200.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SMALLWARES
	 	 	 	 	 	 	 	 	 	$	19,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE SUPPLIES
	 	 	 	 	 	 	 	 	 	$	5,500.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TV’S AND STEREO EQUIPMENT
	 	 	 	 	 	 	 	 	 	$	5,908.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAINTENANCE TOOLS
	 	 	 	 	 	 	 	 	 	$	1,700.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MEDICAL SUPPLIES
	 	 	 	 	 	 	 	 	 	$	2,300.00	 
	 
	 
	 	 	 	 	 	 	 	 	 	$	340,885.17	 





 


 









 





CL of
Palestine Personal Inventory — 10-19-09




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Cost	 	 	Total	 
	Resident Unit FF&E
	 	 	 	 	 	 	 	 	 	 	 	 
	Beds
	 	 	2	 	 	$	500	 	 	$	1,000	 
	Night stands
	 	 	1	 	 	$	150	 	 	$	150	 
	Lamps
	 	 	2	 	 	$	50	 	 	$	100	 
	Lamp Shades
	 	 	2	 	 	$	20	 	 	$	40	 
	Chairs
	 	 	6	 	 	$	60	 	 	$	360	 
	Tables
	 	 	3	 	 	$	200	 	 	$	600	 
	Glass Top Table
	 	 	1	 	 	$	400	 	 	$	400	 
	Refrigerators
	 	 	52	 	 	$	300	 	 	$	15,600	 
	Microwaves
	 	 	52	 	 	$	180	 	 	$	9,360	 
	PTAC window units
	 	 	52	 	 	$	600	 	 	$	31,200	 
	Silk Plants
	 	 	3	 	 	$	60	 	 	$	180	 
	Artwork
	 	 	4	 	 	$	70	 	 	$	280	 
	TV Stand
	 	 	1	 	 	$	100	 	 	$	100	 
	Ceiling Fans
	 	 	52	 	 	$	120	 	 	$	6,240	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	Dining Room FF&E — MC/AL
	 	 	 	 	 	 	 	 	 	 	 	 
	Tables
	 	 	22	 	 	$	400	 	 	$	8,800	 
	Chairs
	 	 	68	 	 	$	240	 	 	$	16,320	 
	Sideboard
	 	 	1	 	 	$	2,300	 	 	$	2,300	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	Accessories in Common Areas
	 	 	 	 	 	 	 	 	 	 	 	 
	Silk Plants
	 	 	19	 	 	$	60	 	 	$	1,140	 
	Silk Trees
	 	 	14	 	 	$	200	 	 	$	2,800	 
	Artwork
	 	 	56	 	 	$	70	 	 	$	3,920	 
	Ceiling Fans Outdoor
	 	 	4	 	 	$	160	 	 	$	640	 
	Ceiling Fans Indoor
	 	 	16	 	 	$	120	 	 	$	1,920	 
	Chippendale benches
	 	 	3	 	 	$	900	 	 	$	2,700	 
	Hallway Tables
	 	 	3	 	 	$	650	 	 	$	1,950	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	Private Dining Room FF&E
	 	 	 	 	 	 	 	 	 	 	 	 
	Tables
	 	 	5	 	 	$	300	 	 	$	1,500	 
	Chairs
	 	 	24	 	 	$	240	 	 	$	5,760	 
	Piano
	 	 	2	 	 	$	1,000	 	 	$	2,000	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	Patio Furniture FF&E
	 	 	 	 	 	 	 	 	 	 	 	 
	Tables
	 	 	2	 	 	$	250	 	 	$	500	 
	Chairs
	 	 	26	 	 	$	70	 	 	$	1,820	 
	Rockers
	 	 	8	 	 	$	180	 	 	$	1,440	 
	 
	 
	Living Room Entry FF&E
	 	 	 	 	 	 	 	 	 	 	 	 
	Chairs
	 	 	4	 	 	$	300	 	 	$	1,200	 
	Sofas
	 	 	4	 	 	$	700	 	 	$	2,800	 
	Coffee Tables
	 	 	2	 	 	$	250	 	 	$	500	 
	Sofa Tables
	 	 	2	 	 	$	300	 	 	$	600	 
	Side Tables
	 	 	4	 	 	$	150	 	 	$	600	 
	Desks
	 	 	2	 	 	$	250	 	 	$	500	 
	Lamps
	 	 	2	 	 	$	50	 	 	$	100	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Cost	 	 	Total	 
	DVD VCR combo
	 	 	1	 	 	$	150	 	 	$	150	 
	TV
	 	 	1	 	 	$	500	 	 	$	500	 
	TV Armoire
	 	 	1	 	 	$	1,100	 	 	$	1,100	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	Main Living Room MC and AL
	 	 	 	 	 	 	 	 	 	 	 	 
	Chairs
	 	 	14	 	 	$	500	 	 	$	7,000	 
	Sofas
	 	 	3	 	 	$	1,600	 	 	$	4,800	 
	Game table
	 	 	1	 	 	$	520	 	 	$	520	 
	Coffee Tables
	 	 	2	 	 	$	500	 	 	$	1,000	 
	Sofa Tables
	 	 	2	 	 	$	300	 	 	$	600	 
	Side Tables
	 	 	9	 	 	$	150	 	 	$	1,350	 
	Armoire TV Unit
	 	 	1	 	 	$	1,100	 	 	$	1,100	 
	TV
	 	 	2	 	 	$	1,500	 	 	$	3,000	 
	Curio Cabinet
	 	 	1	 	 	$	600	 	 	$	600	 
	Lamps
	 	 	3	 	 	$	160	 	 	$	480	 
	Fish Tank, Small
	 	 	1	 	 	$	500	 	 	$	500	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MC Sitting Area
	 	 	 	 	 	 	 	 	 	 	 	 
	Tables
	 	 	3	 	 	$	700	 	 	$	2,100	 
	Chairs
	 	 	14	 	 	$	230	 	 	$	3,220	 
	Desk
	 	 	1	 	 	$	580	 	 	$	580	 
	Desk Chair
	 	 	1	 	 	$	220	 	 	$	220	 
	Console
	 	 	1	 	 	$	400	 	 	$	400	 
	ED Office
	 	 	 	 	 	 	 	 	 	$	0	 
	Desk
	 	 	1	 	 	$	300	 	 	$	300	 
	Desk Chair
	 	 	2	 	 	$	160	 	 	$	320	 
	Table
	 	 	1	 	 	$	500	 	 	$	500	 
	Chairs
	 	 	2	 	 	$	150	 	 	$	300	 
	Love seat
	 	 	1	 	 	$	400	 	 	$	400	 
	Computer Desk
	 	 	1	 	 	$	300	 	 	$	300	 
	Assorted books and accessories
	 	 	3	 	 	$	300	 	 	$	900	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	Side Sitting Areas
	 	 	 	 	 	 	 	 	 	 	 	 
	Chairs
	 	 	8	 	 	$	300	 	 	$	2,400	 
	Love seats
	 	 	4	 	 	$	400	 	 	$	1,600	 
	Sofas
	 	 	1	 	 	$	500	 	 	$	500	 
	Console Table
	 	 	3	 	 	$	600	 	 	$	1,800	 
	Coffee Tables
	 	 	1	 	 	$	400	 	 	$	400	 
	Side tables
	 	 	6	 	 	$	160	 	 	$	960	 
	Desks
	 	 	1	 	 	$	400	 	 	$	400	 
	Game Tables
	 	 	3	 	 	$	800	 	 	$	2,400	 
	Game Table Chairs
	 	 	12	 	 	$	250	 	 	$	3,000	 
	Lamps
	 	 	3	 	 	$	100	 	 	$	300	 
	Silk Plants/Accessories
	 	 	 	 	 	$	700	 	 	$	700	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	Office Furniture FF&E
	 	 	 	 	 	 	 	 	 	 	 	 
	Desks
	 	 	3	 	 	$	300	 	 	$	900	 
	Desk Chairs
	 	 	3	 	 	$	160	 	 	$	480	 
	Guest Chairs
	 	 	4	 	 	$	160	 	 	$	640	 
	Love seats
	 	 	1	 	 	$	800	 	 	$	800	 
	Bookshelfs
	 	 	3	 	 	$	200	 	 	$	600	 







 


 











 




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Cost	 	 	Total	 
	Refrigerator
	 	 	1	 	 	$	150	 	 	$	150	 
	Computers
	 	 	3	 	 	$	1,000	 	 	$	3,000	 
	Phones
	 	 	4	 	 	$	200	 	 	$	800	 
	 
	 
	Activity Room
	 	 	 	 	 	 	 	 	 	 	 	 
	Tables
	 	 	4	 	 	$	450	 	 	$	1,800	 
	Chairs
	 	 	14	 	 	$	170	 	 	$	2,380	 
	Assorted games and activities
	 	 	1	 	 	$	600	 	 	$	600	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	Salon
	 	 	 	 	 	 	 	 	 	 	 	 
	Shampoo Chair
	 	 	2	 	 	$	580	 	 	$	1,160	 
	Dryer chairs
	 	 	2	 	 	$	450	 	 	$	900	 
	Tables
	 	 	2	 	 	$	320	 	 	$	640	 
	Display Table
	 	 	1	 	 	$	620	 	 	$	620	 
	Storage Cabinet
	 	 	1	 	 	$	200	 	 	$	200	 
	Chest
	 	 	1	 	 	$	580	 	 	$	580	 
	 
	 
	Copy Room
	 	 	1	 	 	$	336	 	 	$	336	 
	Copier/Fax — Lease
	 	 	1	 	 	$	900	 	 	$	900	 
	Time Clock
	 	 	 	 	 	 	 	 	 	$	0	 
	 
	 	 	 	 	 	 	 	 	 	$	0	 
	 
	 	 	 	 	 	 	 	 	 	$	0	 
	Housekeeping FF&#
	 	 	3	 	 	$	270	 	 	$	810	 
	Housekeeping Carts
	 	 	4	 	 	$	140	 	 	$	560	 
	Vaccum Cleaners
	 	 	5	 	 	$	200	 	 	$	1,000	 
	Shelving Units
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	Maintenance Equipment
	 	 	1	 	 	$	20,000	 	 	$	20,000	 
	Security Monitoring System
	 	 	1	 	 	$	45,000	 	 	$	45,000	 
	Nurse Call System
	 	 	1	 	 	$	6,000	 	 	$	6,000	 
	Overhead Sound System
	 	 	 	 	 	 	 	 	 	$	0	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	Kitchen Equipment
	 	 	2	 	 	$	2,200	 	 	$	4,400	 
	Coolers, 1 2 door, 1 3 door
	 	 	1	 	 	$	2,200	 	 	$	2,200	 
	Freezers, 1 3 door
	 	 	1	 	 	$	4,000	 	 	$	4,000	 
	Stove/oven
	 	 	1	 	 	$	1,600	 	 	$	1,600	 
	Ice Machine
	 	 	1	 	 	$	2,100	 	 	$	2,100	 
	Steam Table, 5 well
	 	 	1	 	 	$	1,700	 	 	$	1,700	 
	Deep Fryer, 2 basket
	 	 	2	 	 	$	500	 	 	$	1,000	 
	Slicer, home version
	 	 	1	 	 	$	300	 	 	$	300	 
	Toaster, 4 slice home version
	 	 	1	 	 	$	300	 	 	$	300	 
	Microwave
	 	 	2	 	 	$	900	 	 	$	1,800	 
	Work Tables
	 	 	1	 	 	$	200	 	 	$	200	 
	Can Opener
	 	 	6	 	 	$	200	 	 	$	1,200	 
	Shelving units pantry
	 	 	5	 	 	$	200	 	 	$	1,000	 
	Shelving units in dish room
	 	 	1	 	 	$	1,700	 	 	$	1,700	 
	Triple sink
	 	 	1	 	 	$	1,800	 	 	$	1,800	 
	Pot Sink
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 
	Commercial Laundry
	 	 	2	 	 	$	900	 	 	$	1,800	 
	Washer
	 	 	2	 	 	$	900	 	 	$	1,800	 
	Dryer
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	Resident Laundry
	 	 	4	 	 	$	300	 	 	$	1,200	 
	Washers
	 	 	4	 	 	$	300	 	 	$	1,200	 
	Dryers
	 	 	 	 	 	 	 	 	 	 	 	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Cost	 	 	Total	 
	Lg. Outdoor Storage Unit (owned)
	 	 	4	 	 	$	20	 	 	$	80	 
	4 Rolls of communication wiring
	 	 	3	 	 	$	20	 	 	$	60	 
	Garden hoses
	 	 	4	 	 	$	25	 	 	$	100	 
	Gas Cans
	 	 	1	 	 	$	50	 	 	$	50	 
	5 Gallons of paint
	 	 	1	 	 	$	25	 	 	$	25	 
	Single gallons of paint
	 	 	4	 	 	$	75	 	 	$	300	 
	Lawn Sprinklers
	 	 	1	 	 	$	50	 	 	$	50	 
	30 Gallon Garbage Can
	 	 	 	 	 	 	 	 	 	 	 	 
	Total personal property:
	 	 	 	 	 	 	 	 	 	$	296,941	 





 


 









 





Signature Senior Living Paris, TX




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	KITCHEN EQUIPMENT
	 	 	 	 	 	 	 	 	 	 	 	 
	SHELVING,
WIRE 18"x24"
	 	 	4	 	 	$	46.82	 	 	$	187.28	 
	MOP SINK
	 	 	1	 	 	$	488.98	 	 	$	488.98	 
	CLEAN DISHTABLE
	 	 	1	 	 	$	168.36	 	 	$	168.36	 
	RACK, BRUSH/BROOM
	 	 	1	 	 	$	46.34	 	 	$	46.34	 
	FREEZER REACH-IN NO. 4-4070FR
	 	 	1	 	 	$	4,936.69	 	 	$	4,936.69	 
	SHELVING,
WIRE 21" x 48"
	 	 	8	 	 	$	137.63	 	 	$	1,101.04	 
	SLICER, FOOD
	 	 	1	 	 	$	1,676.92	 	 	$	1,676.92	 
	PREP/SERVING TABLE
	 	 	1	 	 	$	1,475.84	 	 	$	1,475.84	 
	DOUBLE OVERSHELF
	 	 	1	 	 	$	598.90	 	 	$	598.90	 
	TOASTER, POP-UP
	 	 	1	 	 	$	413.58	 	 	$	413.58	 
	CAN OPENER, MANUAL
	 	 	1	 	 	$	315.27	 	 	$	315.27	 
	BUFFET, HOT FOOD, ELECTRIC
	 	 	1	 	 	$	1,640.94	 	 	$	1,640.94	 
	PLATE DISPENSER, HEATED
	 	 	1	 	 	$	807.95	 	 	$	807.95	 
	EXHAUST HOOD
	 	 	1	 	 	$	10,802.80	 	 	$	10,802.80	 
	WALL PANELS
	 	 	1	 	 	$	406.80	 	 	$	406.80	 
	STEAMER, CONVECTION COUNTERTOP
	 	 	1	 	 	$	4,295.30	 	 	$	4,295.30	 
	CONVECTION OVEN, GAS
	 	 	1	 	 	$	4,334.85	 	 	$	4,334.85	 
	RANGE, RESTAURANT, GAS, 48^
	 	 	1	 	 	$	5,021.27	 	 	$	5,021.27	 
	REFRIG... REACH-IN NO. 4-4020
	 	 	1	 	 	$	2,237.59	 	 	$	2,237.59	 
	ICE MAKER, CUBE-STYLE
	 	 	1	 	 	$	2,555.72	 	 	$	2,555.72	 
	BEVERAGE COUNTER
	 	 	1	 	 	$	813.60	 	 	$	813.60	 
	ICE & WATER UNIT, DROP-IN
	 	 	1	 	 	$	633.59	 	 	$	633.59	 
	OVEN, MICROWAVE
	 	 	1	 	 	$	491.06	 	 	$	491.06	 
	OVERSHELF WITH POTRACK
	 	 	1	 	 	$	226.00	 	 	$	226.00	 
	SOILED DISHTABLE
	 	 	1	 	 	$	1,409.30	 	 	$	1,409.30	 
	GLASS RACK SHELF
	 	 	1	 	 	$	248.60	 	 	$	248.60	 
	DISPOSER
	 	 	1	 	 	$	2,838.56	 	 	$	2,838.56	 
	CLEAN DISHTABLE
	 	 	1	 	 	$	2,342.05	 	 	$	2,342.05	 
	SINK, HAND
	 	 	2	 	 	$	239.53	 	 	$	479.06	 
	SHELVING, WIRE 24" x 36"
	 	 	4	 	 	$	201.47	 	 	$	805.88	 
	DISHWASHER RACK DOLLY
	 	 	3	 	 	$	96.62	 	 	$	289.86	 
	REFRIG... REACH-IN NO. 4-4070R
	 	 	1	 	 	$	3,888.31	 	 	$	3,888.31	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	ASSISTED LIVING
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RECEPTION
	 	 	 	 	 	 	 	 	 	 	 	 
	FRENCH HEPPLEWHITE SETTEE
	 	 	1	 	 	$	1,035.60	 	 	$	1,035.60	 
	END TABLE CHEST
	 	 	2	 	 	$	462.00	 	 	$	924.00	 
	TABLE LAMPS
	 	 	2	 	 	$	192.00	 	 	$	384.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	479.00	 	 	$	958.00	 
	OCCASIONAL TABLE
	 	 	1	 	 	$	408.00	 	 	$	408.00	 
	DEMILUNE CHEST
	 	 	1	 	 	$	732.00	 	 	$	732.00	 
	ROCKERS — FRONT ENTRY
	 	 	2	 	 	$	190.80	 	 	$	381.60	 
	THROW PILLOWS
	 	 	2	 	 	$	59.35	 	 	$	118.70	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LIVING/MEDIA
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	2	 	 	$	1,182.00	 	 	$	2,364.00	 
	COCKTAIL TABLE
	 	 	1	 	 	$	285.00	 	 	$	285.00	 
	END TABLES
	 	 	3	 	 	$	233.70	 	 	$	701.10	 
	TABLE LAMPS
	 	 	3	 	 	$	228.00	 	 	$	684.00	 
	ARM CHAIRS
	 	 	4	 	 	$	489.00	 	 	$	1,956.00	 
	DIGITAL PIANO
	 	 	1	 	 	$	1,400.00	 	 	$	1,400.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	789.00	 	 	$	1,578.00	 
	OTTOMANS
	 	 	2	 	 	$	315.00	 	 	$	630.00	 
	SIDE TABLES
	 	 	2	 	 	$	226.00	 	 	$	452.00	 
	CHEST
	 	 	1	 	 	$	500.00	 	 	$	500.00	 
	THROW PILLOWS
	 	 	4	 	 	$	109.00	 	 	$	436.00	 
	LUMBAR PILLOWS
	 	 	2	 	 	$	57.25	 	 	$	114.50	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME TABLES
	 	 	3	 	 	$	768.00	 	 	$	2,304.00	 
	GAME CHAIRS
	 	 	12	 	 	$	230.00	 	 	$	2,760.00	 
	COMPUTER STATION CHAIRS
	 	 	2	 	 	$	230.00	 	 	$	460.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMMONS CORRIDOR
	 	 	 	 	 	 	 	 	 	 	 	 
	BENCH CUSHION
	 	 	1	 	 	$	294.00	 	 	$	294.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	CAFÉ/PARLOR
	 	 	 	 	 	 	 	 	 	 	 	 
	CAFÉ TABLES
	 	 	4	 	 	$	650.00	 	 	$	2,600.00	 
	CAFÉ WICKER CHAIRS
	 	 	14	 	 	$	322.80	 	 	$	4,519.20	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SCREEN PORCH
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	2	 	 	$	942.00	 	 	$	1,884.00	 
	CHAIRS
	 	 	2	 	 	$	310.80	 	 	$	621.60	 
	END TABLES
	 	 	2	 	 	$	241.20	 	 	$	482.40	 
	PLANTER
	 	 	1	 	 	$	376.56	 	 	$	376.56	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAIN DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	ARM CHAIRS
	 	 	46	 	 	$	311.89	 	 	$	14,347.00	 
	WOOD DINING TABLE
	 	 	1	 	 	$	1,200.00	 	 	$	1,200.00	 
	4 TOP SQUARE TABLES
	 	 	6	 	 	$	209.00	 	 	$	1,254.00	 
	2 TOP SQUARE TABLES
	 	 	5	 	 	$	209.00	 	 	$	1,045.00	 
	4 RECTANGULAR TABLES
	 	 	2	 	 	$	317.00	 	 	$	634.00	 
	PLACEMATS
	 	 	25	 	 	$	10.00	 	 	$	250.00	 
	TABLECLOTHS
	 	 	48	 	 	$	10.19	 	 	$	489.12	 
	CLOTH NAPKINS
	 	 	240	 	 	$	1.29	 	 	$	309.60	 
	DINNER PLATES
	 	 	144	 	 	$	6.08	 	 	$	875.52	 
	B&B PLAES
	 	 	144	 	 	$	4.21	 	 	$	606.24	 
	GRAPEFRUIT/SOUP BOWL
	 	 	144	 	 	$	4.00	 	 	$	576.00	 
	MUGS
	 	 	144	 	 	$	4.00	 	 	$	576.00	 
	STEAK KNIFES
	 	 	144	 	 	$	2.92	 	 	$	420.48	 
	DINNER KNIFES
	 	 	144	 	 	$	1.58	 	 	$	227.52	 
	DINNER FORK
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	SALAD FORK
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	TEASPOON
	 	 	144	 	 	$	0.67	 	 	$	96.48	 
	BOUILLON SPOON
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	JUICE GLASSES
	 	 	144	 	 	$	1.00	 	 	$	144.00	 
	COOLER
	 	 	144	 	 	$	1.02	 	 	$	146.88	 
	SALT & PEPPER SHAKERS
	 	 	24	 	 	$	1.21	 	 	$	29.04	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACTIVITY ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LAMINATE TABLES
	 	 	4	 	 	$	208.00	 	 	$	832.00	 
	ACTIVITY CHAIRS
	 	 	13	 	 	$	105.00	 	 	$	1,365.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	GALLERY
	 	 	 	 	 	 	 	 	 	 	 	 
	HIGH BACK LOVESEAT
	 	 	2	 	 	$	807.50	 	 	$	1,615.00	 
	LEATHER BOX TABLE
	 	 	2	 	 	$	191.00	 	 	$	382.00	 
	WING CHAIRS
	 	 	2	 	 	$	560.00	 	 	$	1,120.00	 
	DRUM TABLES
	 	 	2	 	 	$	348.00	 	 	$	696.00	 
	CONSOLE CABINET
	 	 	2	 	 	$	644.00	 	 	$	1,288.00	 
	DECORATIVE MIRROR
	 	 	2	 	 	$	135.00	 	 	$	270.00	 
	TABLE LAMPS
	 	 	2	 	 	$	90.00	 	 	$	180.00	 
	PLANT STAND
	 	 	2	 	 	$	156.00	 	 	$	312.00	 
	SILK PLANTS
	 	 	2	 	 	$	198.00	 	 	$	396.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RESIDENT CORRIDORS
	 	 	 	 	 	 	 	 	 	 	 	 
	METAL & GLASS CONSOLE
	 	 	1	 	 	$	514.00	 	 	$	514.00	 
	GOLD ACCENT LAMP
	 	 	1	 	 	$	179.00	 	 	$	179.00	 
	BENCH
	 	 	2	 	 	$	410.00	 	 	$	820.00	 
	CONSOLE TABLE
	 	 	1	 	 	$	410.00	 	 	$	410.00	 
	GREEN ACCENT LAMP
	 	 	1	 	 	$	156.00	 	 	$	156.00	 
	APOTHECARY CHEST
	 	 	1	 	 	$	595.00	 	 	$	595.00	 
	RUST ACCENT LAMP
	 	 	1	 	 	$	191.00	 	 	$	191.00	 
	BENCH WITH ARMS
	 	 	1	 	 	$	983.00	 	 	$	983.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SALON
	 	 	 	 	 	 	 	 	 	 	 	 
	SIDE TABLES
	 	 	2	 	 	$	318.00	 	 	$	636.00	 
	DRYER CHAIRS
	 	 	3	 	 	$	525.00	 	 	$	1,575.00	 
	STYLING/SHAMPOO CHAIR
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	SHAMPOO BOWL
	 	 	1	 	 	$	710.00	 	 	$	710.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	WELLNESS CENTER
	 	 	 	 	 	 	 	 	 	 	 	 
	EXAM ROOM STOOL
	 	 	1	 	 	$	95.00	 	 	$	95.00	 
	ARM CHAIR
	 	 	1	 	 	$	105.00	 	 	$	105.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ARTWORK THROUGHOUT COMMON SPACES
	 	 	 	 	 	 	 	 	 	$	8,292.00	 
	ACCESSORIES
	 	 	 	 	 	 	 	 	 	$	6,000.00	 
	WINDOW TREATMENTS
	 	 	 	 	 	 	 	 	 	$	27,805.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	MEMORY CARE
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TV LOUNGE
	 	 	 	 	 	 	 	 	 	 	 	 
	CLUB CHAIRS
	 	 	4	 	 	$	502.00	 	 	$	2,008.00	 
	COFFEE TABLE
	 	 	1	 	 	$	1,104.00	 	 	$	1,104.00	 
	CORNER CABINET
	 	 	1	 	 	$	1,021.00	 	 	$	1,021.00	 
	LUMBAR PILLOWS
	 	 	4	 	 	$	42.19	 	 	$	168.76	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LIVING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	1	 	 	$	982.00	 	 	$	982.00	 
	LOUNGE CHAIR
	 	 	1	 	 	$	646.00	 	 	$	646.00	 
	OCCASIONAL TABLE
	 	 	1	 	 	$	267.00	 	 	$	267.00	 
	END TABLE LAMP
	 	 	1	 	 	$	143.00	 	 	$	143.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK BAR
	 	 	 	 	 	 	 	 	 	 	 	 
	BAR CHAIRS
	 	 	5	 	 	$	273.00	 	 	$	1,365.00	 
	OUTDOOR CHAIRS
	 	 	2	 	 	$	120.00	 	 	$	240.00	 
	OUTDOOR END TABLE
	 	 	1	 	 	$	120.00	 	 	$	120.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	SQUARE TABLES
	 	 	4	 	 	$	228.00	 	 	$	912.00	 
	ROUND TABLES
	 	 	2	 	 	$	229.00	 	 	$	458.00	 
	DINING CHAIRS
	 	 	20	 	 	$	265.00	 	 	$	5,300.00	 
	SIDEBOARD W/MARBLE TOP
	 	 	1	 	 	$	2,689.00	 	 	$	2,689.00	 
	TABLECLOTHES
	 	 	24	 	 	$	9.42	 	 	$	226.08	 
	NAPKINS
	 	 	72	 	 	$	1.29	 	 	$	92.88	 
	DINNER PLATES
	 	 	48	 	 	$	6.08	 	 	$	291.84	 
	B&B PLAES
	 	 	48	 	 	$	4.21	 	 	$	202.08	 
	GRAPEFRUIT/SOUP BOWL
	 	 	48	 	 	$	4.00	 	 	$	192.00	 
	MUGS
	 	 	72	 	 	$	4.00	 	 	$	288.00	 
	STEAK KNIFES
	 	 	72	 	 	$	2.92	 	 	$	210.24	 
	DINNER KNIFES
	 	 	48	 	 	$	1.58	 	 	$	75.84	 
	DINNER FORK
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	SALAD FORK
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	TEASPOON
	 	 	48	 	 	$	0.67	 	 	$	32.16	 
	BOUILLON SPOON
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	JUICE GLASSES
	 	 	72	 	 	$	1.00	 	 	$	72.00	 
	COOLER
	 	 	72	 	 	$	1.02	 	 	$	73.44	 
	SALT & PEPPER SHAKERS
	 	 	24	 	 	$	1.21	 	 	$	29.04	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	ACTIVITIES
	 	 	 	 	 	 	 	 	 	 	 	 
	WOOD ARM CHAIR
	 	 	4	 	 	$	1,482.00	 	 	$	5,928.00	 
	ACTIVITY TABLES
	 	 	2	 	 	$	537.00	 	 	$	1,074.00	 
	MALE CRICKET TABLE
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	FEMALE CRICKET TABLE
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	QUIET ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	1	 	 	$	925.00	 	 	$	925.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	582.25	 	 	$	1,164.50	 
	END TABLE
	 	 	2	 	 	$	160.00	 	 	$	320.00	 
	END TABLE LAMPS
	 	 	2	 	 	$	51.00	 	 	$	102.00	 
	THROW PILLOWS
	 	 	2	 	 	$	78.50	 	 	$	157.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACCESSORIES FOR COMMON SPACES
	 	 	 	 	 	 	 	 	 	$	1,200.00	 
	WINDOW TREATMENTS
	 	 	 	 	 	 	 	 	 	$	11,226.00	 
	ARTWORK
	 	 	 	 	 	 	 	 	 	$	1,932.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MODEL ROOMS
	 	 	 	 	 	 	 	 	 	 	 	 
	FURNITURE AND ACCESSORIES
	 	 	3	 	 	$	4,666.66	 	 	$	14,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MISCELLANEOUS ACCESSORIES AND GREENERY
	 	 	 	 	 	 	 	 	 	$	12,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMPUTER and PHONE EQUIPMENT
	 	 	 	 	 	 	 	 	 	$	42,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE FURNITURE AND PRIVATE DINING ROOM FURNITURE
	 	 	 	 	 	 	 	 	 	$	14,500.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SMALLWARES
	 	 	 	 	 	 	 	 	 	$	17,904.27	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE SUPPLIES
	 	 	 	 	 	 	 	 	 	$	4,475.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TV’S AND STEREO EQUIPMENT
	 	 	 	 	 	 	 	 	 	$	5,908.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAINTENANCE TOOLS
	 	 	 	 	 	 	 	 	 	$	1,409.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MEDICAL SUPPLIES
	 	 	 	 	 	 	 	 	 	$	1,744.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	$	330,815.64	 





 


 









 





Signature Senior Living Sherman, TX




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	KITCHEN EQUIPMENT
	 	 	 	 	 	 	 	 	 	 	 	 
	SHELVING,
WIRE 18"x24"
	 	 	4	 	 	$	46.82	 	 	$	187.28	 
	MOP SINK
	 	 	1	 	 	$	488.98	 	 	$	488.98	 
	CLEAN DISHTABLE
	 	 	1	 	 	$	168.36	 	 	$	168.36	 
	RACK, BRUSH/BROOM
	 	 	1	 	 	$	46.34	 	 	$	46.34	 
	FREEZER REACH-IN NO. 4-4070FR
	 	 	1	 	 	$	4,936.69	 	 	$	4,936.69	 
	SHELVING, WIRE 21" x 48"
	 	 	8	 	 	$	137.63	 	 	$	1,101.04	 
	SLICER, FOOD
	 	 	1	 	 	$	1,676.92	 	 	$	1,676.92	 
	PREP/SERVING TABLE
	 	 	1	 	 	$	1,475.84	 	 	$	1,475.84	 
	DOUBLE OVERSHELF
	 	 	1	 	 	$	598.90	 	 	$	598.90	 
	TOASTER, POP-UP
	 	 	1	 	 	$	413.58	 	 	$	413.58	 
	CAN OPENER, MANUAL
	 	 	1	 	 	$	315.27	 	 	$	315.27	 
	BUFFET, HOT FOOD, ELECTRIC
	 	 	1	 	 	$	1,640.94	 	 	$	1,640.94	 
	PLATE DISPENSER, HEATED
	 	 	1	 	 	$	807.95	 	 	$	807.95	 
	EXHAUST HOOD
	 	 	1	 	 	$	10,802.80	 	 	$	10,802.80	 
	WALL PANELS
	 	 	1	 	 	$	406.80	 	 	$	406.80	 
	STEAMER, CONVECTION COUNTERTOP
	 	 	1	 	 	$	4,295.30	 	 	$	4,295.30	 
	CONVECTION OVEN, GAS
	 	 	1	 	 	$	4,334.85	 	 	$	4,334.85	 
	RANGE, RESTAURANT, GAS, 48^
	 	 	1	 	 	$	5,021.27	 	 	$	5,021.27	 
	REFRIG... REACH-IN NO. 4-4020
	 	 	1	 	 	$	2,237.59	 	 	$	2,237.59	 
	ICE MAKER, CUBE-STYLE
	 	 	1	 	 	$	2,555.72	 	 	$	2,555.72	 
	BEVERAGE COUNTER
	 	 	1	 	 	$	813.60	 	 	$	813.60	 
	ICE & WATER UNIT, DROP-IN
	 	 	1	 	 	$	633.59	 	 	$	633.59	 
	OVEN, MICROWAVE
	 	 	1	 	 	$	491.06	 	 	$	491.06	 
	OVERSHELF WITH POTRACK
	 	 	1	 	 	$	226.00	 	 	$	226.00	 
	SOILED DISHTABLE
	 	 	1	 	 	$	1,409.30	 	 	$	1,409.30	 
	GLASS RACK SHELF
	 	 	1	 	 	$	248.60	 	 	$	248.60	 
	DISPOSER
	 	 	1	 	 	$	2,838.56	 	 	$	2,838.56	 
	CLEAN DISHTABLE
	 	 	1	 	 	$	2,342.05	 	 	$	2,342.05	 
	SINK, HAND
	 	 	2	 	 	$	239.53	 	 	$	479.06	 
	SHELVING, WIRE 24" x 36"
	 	 	4	 	 	$	201.47	 	 	$	805.88	 
	DISHWASHER
RACK DOLLY
	 	 	3	 	 	$	96.62	 	 	$	289.86	 
	REFRIG... REACH-IN NO. 4-4070R
	 	 	1	 	 	$	3,888.31	 	 	$	3,888.31	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	ASSISTED LIVING	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RECEPTION
	 	 	 	 	 	 	 	 	 	 	 	 
	FRENCH HEPPLEWHITE SETTEE
	 	 	1	 	 	$	1,035.60	 	 	$	1,035.60	 
	END TABLE CHEST
	 	 	2	 	 	$	462.00	 	 	$	924.00	 
	TABLE LAMPS
	 	 	2	 	 	$	192.00	 	 	$	384.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	479.00	 	 	$	958.00	 
	OCCASIONAL TABLE
	 	 	1	 	 	$	408.00	 	 	$	408.00	 
	DEMILUNE CHEST
	 	 	1	 	 	$	732.00	 	 	$	732.00	 
	ROCKERS — FRONT ENTRY
	 	 	2	 	 	$	190.80	 	 	$	381.60	 
	THROW PILLOWS
	 	 	2	 	 	$	59.35	 	 	$	118.70	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LIVING/MEDIA
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	2	 	 	$	1,182.00	 	 	$	2,364.00	 
	COCKTAIL TABLE
	 	 	1	 	 	$	285.00	 	 	$	285.00	 
	END TABLES
	 	 	3	 	 	$	233.70	 	 	$	701.10	 
	TABLE LAMPS
	 	 	3	 	 	$	228.00	 	 	$	684.00	 
	ARM CHAIRS
	 	 	4	 	 	$	489.00	 	 	$	1,956.00	 
	DIGITAL PIANO
	 	 	1	 	 	$	1,400.00	 	 	$	1,400.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	789.00	 	 	$	1,578.00	 
	OTTOMANS
	 	 	2	 	 	$	315.00	 	 	$	630.00	 
	SIDE TABLES
	 	 	2	 	 	$	226.00	 	 	$	452.00	 
	CHEST
	 	 	1	 	 	$	500.00	 	 	$	500.00	 
	THROW PILLOWS
	 	 	4	 	 	$	109.00	 	 	$	436.00	 
	LUMBAR PILLOWS
	 	 	2	 	 	$	57.25	 	 	$	114.50	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME TABLES
	 	 	3	 	 	$	768.00	 	 	$	2,304.00	 
	GAME CHAIRS
	 	 	12	 	 	$	230.00	 	 	$	2,760.00	 
	COMPUTER STATION CHAIRS
	 	 	2	 	 	$	230.00	 	 	$	460.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMMONS CORRIDOR
	 	 	 	 	 	 	 	 	 	 	 	 
	BENCH CUSHION
	 	 	1	 	 	$	294.00	 	 	$	294.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	CAFÉ/PARLOR
	 	 	 	 	 	 	 	 	 	 	 	 
	CAFÉ TABLES
	 	 	4	 	 	$	650.00	 	 	$	2,600.00	 
	CAFÉ WICKER CHAIRS
	 	 	14	 	 	$	322.80	 	 	$	4,519.20	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SCREEN PORCH
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	2	 	 	$	942.00	 	 	$	1,884.00	 
	CHAIRS
	 	 	2	 	 	$	310.80	 	 	$	621.60	 
	END TABLES
	 	 	2	 	 	$	241.20	 	 	$	482.40	 
	PLANTER
	 	 	1	 	 	$	376.56	 	 	$	376.56	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAIN DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	ARM CHAIRS
	 	 	46	 	 	$	311.89	 	 	$	14,347.00	 
	WOOD DINING TABLE
	 	 	1	 	 	$	1,200.00	 	 	$	1,200.00	 
	4 TOP SQUARE TABLES
	 	 	6	 	 	$	209.00	 	 	$	1,254.00	 
	2 TOP SQUARE TABLES
	 	 	5	 	 	$	209.00	 	 	$	1,045.00	 
	4 RECTANGULAR TABLES
	 	 	2	 	 	$	317.00	 	 	$	634.00	 
	PLACEMATS
	 	 	25	 	 	$	10.00	 	 	$	250.00	 
	TABLECLOTHS
	 	 	48	 	 	$	10.19	 	 	$	489.12	 
	CLOTH NAPKINS
	 	 	240	 	 	$	1.29	 	 	$	309.60	 
	DINNER PLATES
	 	 	144	 	 	$	6.08	 	 	$	875.52	 
	B&B PLAES
	 	 	144	 	 	$	4.21	 	 	$	606.24	 
	GRAPEFRUIT/SOUP BOWL
	 	 	144	 	 	$	4.00	 	 	$	576.00	 
	MUGS
	 	 	144	 	 	$	4.00	 	 	$	576.00	 
	STEAK KNIFES
	 	 	144	 	 	$	2.92	 	 	$	420.48	 
	DINNER KNIFES
	 	 	144	 	 	$	1.58	 	 	$	227.52	 
	DINNER FORK
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	SALAD FORK
	 	 	144	 	 	$	0.83        	 	 	$	119.52	 
	TEASPOON
	 	 	144	 	 	$	0.67	 	 	$	96.48	 
	BOUILLON SPOON
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	JUICE GLASSES
	 	 	144	 	 	$	1.00	 	 	$	144.00	 
	COOLER
	 	 	144	 	 	$	1.02	 	 	$	146.88	 
	SALT & PEPPER SHAKERS
	 	 	24	 	 	$	1.21	 	 	$	29.04	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACTIVITY ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LAMINATE TABLES
	 	 	4	 	 	$	208.00	 	 	$	832.00	 
	ACTIVITY CHAIRS
	 	 	13	 	 	$	105.00	 	 	$	1,365.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	GALLERY
	 	 	 	 	 	 	 	 	 	 	 	 
	HIGH BACK LOVESEAT
	 	 	2	 	 	$	807.50	 	 	$	1,615.00	 
	LEATHER BOX TABLE
	 	 	2	 	 	$	191.00	 	 	$	382.00	 
	WING CHAIRS
	 	 	2	 	 	$	560.00	 	 	$	1,120.00	 
	DRUM TABLES
	 	 	2	 	 	$	348.00	 	 	$	696.00	 
	CONSOLE CABINET
	 	 	2	 	 	$	644.00	 	 	$	1,288.00	 
	DECORATIVE MIRROR
	 	 	2	 	 	$	135.00	 	 	$	270.00	 
	TABLE LAMPS
	 	 	2	 	 	$	90.00	 	 	$	180.00	 
	PLANT STAND
	 	 	2	 	 	$	156.00	 	 	$	312.00	 
	SILK PLANTS
	 	 	2	 	 	$	198.00	 	 	$	396.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RESIDENT CORRIDORS
	 	 	 	 	 	 	 	 	 	 	 	 
	METAL & GLASS CONSOLE
	 	 	1	 	 	$	514.00	 	 	$	514.00	 
	GOLD ACCENT LAMP
	 	 	1	 	 	$	179.00	 	 	$	179.00	 
	BENCH
	 	 	2	 	 	$	410.00	 	 	$	820.00	 
	CONSOLE TABLE
	 	 	1	 	 	 $	410.00	 	 	$	410.00	 
	GREEN ACCENT LAMP
	 	 	1	 	 	$	156.00	 	 	$	156.00	 
	APOTHECARY CHEST
	 	 	1	 	 	$	595.00	 	 	$	595.00	 
	RUST ACCENT LAMP
	 	 	1	 	 	$	191.00	 	 	$	191.00	 
	BENCH WITH ARMS
	 	 	1	 	 	$	983.00	 	 	$	983.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SALON
	 	 	 	 	 	 	 	 	 	 	 	 
	SIDE TABLES
	 	 	2	 	 	$	318.00	 	 	$	636.00	 
	DRYER CHAIRS
	 	 	3	 	 	$	525.00	 	 	$	1,575.00	 
	STYLING/SHAMPOO CHAIR
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	SHAMPOO BOWL
	 	 	1	 	 	$	710.00	 	 	$	710.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	WELLNESS CENTER
	 	 	 	 	 	 	 	 	 	 	 	 
	EXAM ROOM STOOL
	 	 	1	 	 	$	95.00	 	 	$	95.00	 
	ARM CHAIR
	 	 	1	 	 	$	105.00	 	 	$	105.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ARTWORK THROUGHOUT COMMON SPACES
	 	 	 	 	 	 	 	 	 	$	8,292.00	 
	ACCESSORIES
	 	 	 	 	 	 	 	 	 	$	6,000.00	 
	WINDOW TREATMENTS
	 	 	 	 	 	 	 	 	 	$	27,805.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	MEMORY CARE	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TV LOUNGE
	 	 	 	 	 	 	 	 	 	 	 	 
	CLUB CHAIRS
	 	 	4	 	 	$	502.00	 	 	$	2,008.00	 
	COFFEE TABLE
	 	 	1	 	 	$	1,104.00	 	 	$	1,104.00	 
	CORNER CABINET
	 	 	1	 	 	$	1,021.00	 	 	$	1,021.00	 
	LUMBAR PILLOWS
	 	 	4	 	 	$	42.19	 	 	$	168.76	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LIVING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	1	 	 	$	982.00	 	 	$	982.00	 
	LOUNGE CHAIR
	 	 	1	 	 	$	646.00	 	 	$	646.00	 
	OCCASIONAL TABLE
	 	 	1	 	 	$	267.00	 	 	$	267.00	 
	END TABLE LAMP
	 	 	1	 	 	$	143.00	 	 	$	143.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK BAR
	 	 	 	 	 	 	 	 	 	 	 	 
	BAR CHAIRS
	 	 	5	 	 	$	273.00	 	 	$	1,365.00	 
	OUTDOOR CHAIRS
	 	 	2	 	 	$	120.00	 	 	$	240.00	 
	OUTDOOR END TABLE
	 	 	1	 	 	$	120.00	 	 	$	120.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	SQUARE TABLES
	 	 	4	 	 	$	228.00	 	 	$	912.00	 
	ROUND TABLES
	 	 	2	 	 	$	229.00	 	 	$	458.00	 
	DINING CHAIRS
	 	 	20	 	 	$	265.00	 	 	$	5,300.00	 
	SIDEBOARD W/MARBLE TOP
	 	 	1	 	 	$	2,689.00	 	 	$	2,689.00	 
	TABLECLOTHES
	 	 	24	 	 	$	9.42	 	 	$	226.08	 
	NAPKINS
	 	 	72	 	 	$	1.29	 	 	$	92.88	 
	DINNER PLATES
	 	 	48	 	 	$	6.08	 	 	$	291.84	 
	B&B PLAES
	 	 	48	 	 	$	4.21	 	 	$	202.08	 
	GRAPEFRUIT/SOUP BOWL
	 	 	48	 	 	$	4.00	 	 	$	192.00	 
	MUGS
	 	 	72	 	 	$	4.00	 	 	$	288.00	 
	STEAK KNIFES
	 	 	72	 	 	$	2.92	 	 	$	210.24	 
	DINNER KNIFES
	 	 	48	 	 	$	1.58	 	 	$	75.84	 
	DINNER FORK
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	SALAD FORK
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	TEASPOON
	 	 	48	 	 	$	0.67	 	 	$	32.16	 
	BOUILLON SPOON
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	JUICE GLASSES
	 	 	72	 	 	$	1.00	 	 	$	72.00	 
	COOLER
	 	 	72	 	 	$	1.02	 	 	$	73.44	 







 


 











 




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	SALT & PEPPER SHAKERS
	 	 	24	 	 	$	1.21	 	 	$	29.04	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACTIVITIES
	 	 	 	 	 	 	 	 	 	 	 	 
	WOOD ARM CHAIR
	 	 	4	 	 	$	1,482.00	 	 	$	5,928.00	 
	ACTIVITY TABLES
	 	 	2	 	 	$	537.00	 	 	$	1,074.00	 
	MALE CRICKET TABLE
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	FEMALE CRICKET TABLE
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	QUIET ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	1	 	 	$	925.00	 	 	$	925.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	582.25	 	 	$	1,164.50	 
	END TABLE
	 	 	2	 	 	$	160.00	 	 	$	320.00	 
	END TABLE LAMPS
	 	 	2	 	 	$	51.00	 	 	$	102.00	 
	THROW PILLOWS
	 	 	2	 	 	$	78.50	 	 	$	157.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACCESSORIES FOR COMMON SPACES
	 	 	 	 	 	 	 	 	 	$	1,200.00	 
	WINDOW TREATMENTS
	 	 	 	 	 	 	 	 	 	$	11,226.00	 
	ARTWORK
	 	 	 	 	 	 	 	 	 	$	1,932.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MODEL ROOMS
	 	 	 	 	 	 	 	 	 	 	 	 
	FURNITURE AND ACCESSORIES
	 	 	3	 	 	$	4,666.66	 	 	$	14,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MISCELLANEOUS ACCESSORIES AND GREENERY
	 	 	 	 	 	 	 	 	 	$	12,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMPUTER and PHONE EQUIPMENT
	 	 	 	 	 	 	 	 	 	$	42,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE FURNITURE AND PRIVATE DINING ROOM FURNITURE
	 	 	 	 	 	 	 	 	 	$	14,500.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SMALLWARES
	 	 	 	 	 	 	 	 	 	$	17,904.27	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE SUPPLIES
	 	 	 	 	 	 	 	 	 	$	4,475.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TV’S AND STEREO EQUIPMENT
	 	 	 	 	 	 	 	 	 	$	5,908.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAINTENANCE TOOLS
	 	 	 	 	 	 	 	 	 	$	1,409.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MEDICAL SUPPLIES
	 	 	 	 	 	 	 	 	 	$	1,744.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	$	330,815.64	 





 


 









 





Signature Senior Living Tyler, TX




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	KITCHEN EQUIPMENT
	 	 	 	 	 	 	 	 	 	 	 	 
	SHELVING,
WIRE 18"x24"
	 	 	4	 	 	$	46.82	 	 	$	187.28	 
	MOP SINK
	 	 	1	 	 	$	488.98	 	 	$	488.98	 
	CLEAN DISHTABLE
	 	 	1	 	 	$	168.36	 	 	$	168.36	 
	RACK, BRUSH/BROOM
	 	 	1	 	 	$	46.34	 	 	$	46.34	 
	FREEZER REACH-IN NO. 4-4070FR
	 	 	1	 	 	$	4,936.69	 	 	$	4,936.69	 
	SHELVING, WIRE 21" x 48"
	 	 	8	 	 	$	137.63	 	 	$	1,101.04	 
	SLICER, FOOD
	 	 	1	 	 	$	1,676.92	 	 	$	1,676.92	 
	PREP/SERVING TABLE
	 	 	1	 	 	$	1,475.84	 	 	$	1,475.84	 
	DOUBLE OVERSHELF
	 	 	1	 	 	$	598.90	 	 	$	598.90	 
	TOASTER, POP-UP
	 	 	1	 	 	$	413.58	 	 	$	413.58	 
	CAN OPENER, MANUAL
	 	 	1	 	 	$	315.27	 	 	$	315.27	 
	BUFFET, HOT FOOD, ELECTRIC
	 	 	1	 	 	$	1,640.94	 	 	$	1,640.94	 
	PLATE DISPENSER, HEATED
	 	 	1	 	 	$	807.95	 	 	$	807.95	 
	EXHAUST HOOD
	 	 	1	 	 	$	10,802.80	 	 	$	10,802.80	 
	WALL PANELS
	 	 	1	 	 	$	406.80	 	 	$	406.80	 
	STEAMER, CONVECTION COUNTERTOP
	 	 	1	 	 	$	4,295.30	 	 	$	4,295.30	 
	CONVECTION OVEN, GAS
	 	 	1	 	 	$	4,334.85	 	 	$	4,334.85	 
	RANGE, RESTAURANT, GAS, 48^
	 	 	1	 	 	$	5,021.27	 	 	$	5,021.27	 
	REFRIG... REACH-IN NO. 4-4020
	 	 	1	 	 	$	2,237.59	 	 	$	2,237.59	 
	ICE MAKER, CUBE-STYLE
	 	 	1	 	 	$	2,555.72	 	 	$	2,555.72	 
	BEVERAGE COUNTER
	 	 	1	 	 	$	813.60	 	 	$	813.60	 
	ICE & WATER UNIT, DROP-IN
	 	 	1	 	 	$	633.59	 	 	$	633.59	 
	OVEN, MICROWAVE
	 	 	1	 	 	$	491.06	 	 	$	491.06	 
	OVERSHELF WITH POTRACK
	 	 	1	 	 	$	226.00	 	 	$	226.00	 
	SOILED DISHTABLE
	 	 	1	 	 	$	1,409.30	 	 	$	1,409.30	 
	GLASS RACK SHELF
	 	 	1	 	 	$	248.60	 	 	$	248.60	 
	DISPOSER
	 	 	1	 	 	$	2,838.56	 	 	$	2,838.56	 
	CLEAN DISHTABLE
	 	 	1	 	 	$	2,342.05	 	 	$	2,342.05	 
	SINK, HAND
	 	 	2	 	 	$	239.53	 	 	$	479.06	 
	SHELVING, WIRE 24" x 36"
	 	 	4	 	 	$	201.47	 	 	$	805.88	 
	DISHWASHER RACK DOLLY
	 	 	3	 	 	$	96.62	 	 	$	289.86	 
	REFRIG... REACH-IN NO. 4-4070R
	 	 	1	 	 	$	3,888.31	 	 	$	3,888.31	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	ASSISTED LIVING
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RECEPTION
	 	 	 	 	 	 	 	 	 	 	 	 
	FRENCH HEPPLEWHITE SETTEE
	 	 	1	 	 	$	1,035.60	 	 	$	1,035.60	 
	END TABLE CHEST
	 	 	2	 	 	$	462.00	 	 	$	924.00	 
	TABLE LAMPS
	 	 	2	 	 	$	192.00	 	 	$	384.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	479.00	 	 	$	958.00	 
	OCCASIONAL TABLE
	 	 	1	 	 	$	408.00	 	 	$	408.00	 
	DEMILUNE CHEST
	 	 	1	 	 	$	732.00	 	 	$	732.00	 
	ROCKERS — FRONT ENTRY
	 	 	8	 	 	$	190.80	 	 	$	1,526.40	 
	THROW PILLOWS
	 	 	2	 	 	$	59.35	 	 	$	118.70	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LIVING/MEDIA
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	2	 	 	$	1,182.00	 	 	$	2,364.00	 
	COCKTAIL TABLE
	 	 	1	 	 	$	285.00	 	 	$	285.00	 
	END TABLES
	 	 	3	 	 	$	233.70	 	 	$	701.10	 
	TABLE LAMPS
	 	 	3	 	 	$	228.00	 	 	$	684.00	 
	ARM CHAIRS
	 	 	6	 	 	$	489.00	 	 	$	2,934.00	 
	DIGITAL PIANO
	 	 	1	 	 	$	1,400.00	 	 	$	1,400.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	789.00	 	 	$	1,578.00	 
	OTTOMANS
	 	 	2	 	 	$	315.00	 	 	$	630.00	 
	SIDE TABLES
	 	 	2	 	 	$	226.00	 	 	$	452.00	 
	CHEST
	 	 	1	 	 	$	500.00	 	 	$	500.00	 
	THROW PILLOWS
	 	 	4	 	 	$	109.00	 	 	$	436.00	 
	LUMBAR PILLOWS
	 	 	2	 	 	$	57.25	 	 	$	114.50	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME TABLES
	 	 	3	 	 	$	768.00	 	 	$	2,304.00	 
	GAME CHAIRS
	 	 	12	 	 	$	230.00	 	 	$	2,760.00	 
	COMPUTER STATION CHAIRS
	 	 	2	 	 	$	230.00	 	 	$	460.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMMONS CORRIDOR
	 	 	 	 	 	 	 	 	 	 	 	 
	BENCH CUSHION
	 	 	1	 	 	$	294.00	 	 	$	294.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	CAFÉ/PARLOR
	 	 	 	 	 	 	 	 	 	 	 	 
	CAFÉ TABLES
	 	 	4	 	 	$	650.00	 	 	$	2,600.00	 
	CAFÉ WICKER CHAIRS
	 	 	14	 	 	$	322.80	 	 	$	4,519.20	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SCREEN PORCH
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	2	 	 	$	942.00	 	 	$	1,884.00	 
	CHAIRS
	 	 	2	 	 	$	310.80	 	 	$	621.60	 
	END TABLES
	 	 	2	 	 	$	241.20	 	 	$	482.40	 
	PLANTER
	 	 	1	 	 	$	376.56	 	 	$	376.56	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAIN DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	ARM CHAIRS
	 	 	46	 	 	$	311.89	 	 	$	14,347.00	 
	WOOD DINING TABLE
	 	 	1	 	 	$	1,200.00	 	 	$	1,200.00	 
	4 TOP SQUARE TABLES
	 	 	6	 	 	$	209.00	 	 	$	1,254.00	 
	2 TOP SQUARE TABLES
	 	 	5	 	 	$	209.00	 	 	$	1,045.00	 
	4 RECTANGULAR TABLES
	 	 	2	 	 	$	317.00	 	 	$	634.00	 
	PLACEMATS
	 	 	25	 	 	$	10.00	 	 	$	250.00	 
	TABLECLOTHS
	 	 	48	 	 	$	10.19	 	 	$	489.12	 
	CLOTH NAPKINS
	 	 	240	 	 	$	1.29	 	 	$	309.60	 
	DINNER PLATES
	 	 	144	 	 	$	6.08	 	 	$	875.52	 
	B&B PLAES
	 	 	144	 	 	$	4.21	 	 	$	606.24	 
	GRAPEFRUIT/SOUP BOWL
	 	 	144	 	 	$	4.00	 	 	$	576.00	 
	MUGS
	 	 	144	 	 	$	4.00	 	 	$	576.00	 
	STEAK KNIFES
	 	 	144	 	 	$	2.92	 	 	$	420.48	 
	DINNER KNIFES
	 	 	144	 	 	$	1.58	 	 	$	227.52	 
	DINNER FORK
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	SALAD FORK
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	TEASPOON
	 	 	144	 	 	$	0.67	 	 	$	96.48	 
	BOUILLON SPOON
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	JUICE GLASSES
	 	 	144	 	 	$	1.00	 	 	$	144.00	 
	COOLER
	 	 	144	 	 	$	1.02	 	 	$	146.88	 
	SALT & PEPPER SHAKERS
	 	 	24	 	 	$	1.21	 	 	$	29.04	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACTIVITY ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LAMINATE TABLES
	 	 	4	 	 	$	208.00	 	 	$	832.00	 
	ACTIVITY CHAIRS
	 	 	13	 	 	$	105.00	 	 	$	1,365.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	GALLERY
	 	 	 	 	 	 	 	 	 	 	 	 
	HIGH BACK LOVESEAT
	 	 	2	 	 	$	807.50	 	 	$	1,615.00	 
	LEATHER BOX TABLE
	 	 	2	 	 	$	191.00	 	 	$	382.00	 
	WING CHAIRS
	 	 	2	 	 	$	560.00	 	 	$	1,120.00	 
	DRUM TABLES
	 	 	2	 	 	$	348.00	 	 	$	696.00	 
	CONSOLE CABINET
	 	 	2	 	 	$	644.00	 	 	$	1,288.00	 
	DECORATIVE MIRROR
	 	 	2	 	 	$	135.00	 	 	$	270.00	 
	TABLE LAMPS
	 	 	2	 	 	$	90.00	 	 	$	180.00	 
	PLANT STAND
	 	 	2	 	 	$	156.00	 	 	$	312.00	 
	SILK PLANTS
	 	 	2	 	 	$	198.00	 	 	$	396.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RESIDENT CORRIDORS
	 	 	 	 	 	 	 	 	 	 	 	 
	METAL & GLASS CONSOLE
	 	 	1	 	 	$	514.00	 	 	$	514.00	 
	GOLD ACCENT LAMP
	 	 	1	 	 	$	179.00	 	 	$	179.00	 
	BENCH
	 	 	2	 	 	$	410.00	 	 	$	820.00	 
	CONSOLE TABLE
	 	 	1	 	 	$	410.00	 	 	$	410.00	 
	GREEN ACCENT LAMP
	 	 	1	 	 	$	156.00	 	 	$	156.00	 
	APOTHECARY CHEST
	 	 	1	 	 	$	595.00	 	 	$	595.00	 
	RUST ACCENT LAMP
	 	 	1	 	 	$	191.00	 	 	$	191.00	 
	BENCH WITH ARMS
	 	 	1	 	 	$	983.00	 	 	$	983.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SALON
	 	 	 	 	 	 	 	 	 	 	 	 
	SIDE TABLES
	 	 	2	 	 	$	318.00	 	 	$	636.00	 
	DRYER CHAIRS
	 	 	3	 	 	$	525.00	 	 	$	1,575.00	 
	STYLING/SHAMPOO CHAIR
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	SHAMPOO BOWL
	 	 	1	 	 	$	710.00	 	 	$	710.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	WELLNESS CENTER
	 	 	 	 	 	 	 	 	 	 	 	 
	EXAM ROOM STOOL
	 	 	1	 	 	$	95.00	 	 	$	95.00	 
	ARM CHAIR
	 	 	1	 	 	$	105.00	 	 	$	105.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ARTWORK THROUGHOUT COMMON SPACES
	 	 	 	 	 	 	 	 	 	$	8,292.00	 
	ACCESSORIES
	 	 	 	 	 	 	 	 	 	$	6,000.00	 
	WINDOW TREATMENTS
	 	 	 	 	 	 	 	 	 	$	27,805.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	MEMORY CARE
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TV LOUNGE
	 	 	 	 	 	 	 	 	 	 	 	 
	CLUB CHAIRS
	 	 	4	 	 	$	502.00	 	 	$	2,008.00	 
	COFFEE TABLE
	 	 	1	 	 	$	1,104.00	 	 	$	1,104.00	 
	ENTERTAINMENT CENTER
	 	 	1	 	 	$	1,200.00	 	 	$	1,200.00	 
	LUMBAR PILLOWS
	 	 	4	 	 	$	42.19	 	 	$	168.76	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LIVING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	1	 	 	$	982.00	 	 	$	982.00	 
	LOUNGE CHAIR
	 	 	1	 	 	$	646.00	 	 	$	646.00	 
	OCCASIONAL TABLE
	 	 	1	 	 	$	267.00	 	 	$	267.00	 
	END TABLE LAMP
	 	 	1	 	 	$	143.00	 	 	$	143.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK BAR
	 	 	 	 	 	 	 	 	 	 	 	 
	BAR CHAIRS
	 	 	5	 	 	$	273.00	 	 	$	1,365.00	 
	OUTDOOR CHAIRS
	 	 	2	 	 	$	120.00	 	 	$	240.00	 
	OUTDOOR END TABLE
	 	 	1	 	 	$	120.00	 	 	$	120.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	SQUARE TABLES
	 	 	4	 	 	$	228.00	 	 	$	912.00	 
	ROUND TABLES
	 	 	2	 	 	$	229.00	 	 	$	458.00	 
	DINING CHAIRS
	 	 	20	 	 	$	265.00	 	 	$	5,300.00	 
	SIDEBOARD W/MARBLE TOP
	 	 	1	 	 	$	2,689.00	 	 	$	2,689.00	 
	TABLECLOTHES
	 	 	24	 	 	$	9.42	 	 	$	226.08	 
	NAPKINS
	 	 	72	 	 	$	1.29	 	 	$	92.88	 
	DINNER PLATES
	 	 	48	 	 	$	6.08	 	 	$	291.84	 
	B&B PLAES
	 	 	48	 	 	$	4.21	 	 	$	202.08	 
	GRAPEFRUIT/SOUP BOWL
	 	 	48	 	 	$	4.00	 	 	$	192.00	 
	MUGS
	 	 	72	 	 	$	4.00	 	 	$	288.00	 
	STEAK KNIFES
	 	 	72	 	 	$	2.92	 	 	$	210.24	 
	DINNER KNIFES
	 	 	48	 	 	$	1.58	 	 	$	75.84	 
	DINNER FORK
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	SALAD FORK
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	TEASPOON
	 	 	48	 	 	$	0.67	 	 	$	32.16	 
	BOUILLON SPOON
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	JUICE GLASSES
	 	 	72	 	 	$	1.00	 	 	$	72.00	 
	COOLER
	 	 	72	 	 	$	1.02	 	 	$	73.44	 





 


 









 






	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	SALT & PEPPER SHAKERS
	 	 	24	 	 	$	1.21	 	 	$	29.04	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACTIVITIES
	 	 	 	 	 	 	 	 	 	 	 	 
	WOOD ARM CHAIR
	 	 	4	 	 	$	1,482.00	 	 	$	5,928.00	 
	ACTIVITY TABLES
	 	 	2	 	 	$	537.00	 	 	$	1,074.00	 
	MALE CRICKET TABLE
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	FEMALE CRICKET TABLE
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	QUIET ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	1	 	 	$	925.00	 	 	$	925.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	582.25	 	 	$	1,164.50	 
	END TABLE
	 	 	2	 	 	$	160.00	 	 	$	320.00	 
	END TABLE LAMPS
	 	 	2	 	 	$	51.00	 	 	$	102.00	 
	THROW PILLOWS
	 	 	2	 	 	$	78.50	 	 	$	157.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACCESSORIES FOR COMMON SPACES
	 	 	 	 	 	 	 	 	 	$	1,200.00	 
	WINDOW TREATMENTS
	 	 	 	 	 	 	 	 	 	$	11,226.00	 
	ARTWORK
	 	 	 	 	 	 	 	 	 	$	1,932.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MODEL ROOMS
	 	 	 	 	 	 	 	 	 	 	 	 
	FURNITURE AND ACCESSORIES
	 	 	3	 	 	$	5,700.00	 	 	$	17,100.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MISCELLANEOUS ACCESSORIES AND GREENERY
	 	 	 	 	 	 	 	 	 	$	11,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMPUTER and PHONE EQUIPMENT
	 	 	 	 	 	 	 	 	 	$	45,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE FURNITURE AND PRIVATE DINING ROOM FURNITURE
	 	 	 	 	 	 	 	 	 	$	14,300.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SMALLWARES
	 	 	 	 	 	 	 	 	 	$	19,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE SUPPLIES
	 	 	 	 	 	 	 	 	 	$	5,500.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TV’S AND STEREO EQUIPMENT
	 	 	 	 	 	 	 	 	 	$	5,908.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAINTENANCE TOOLS
	 	 	 	 	 	 	 	 	 	$	1,700.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MEDICAL SUPPLIES
	 	 	 	 	 	 	 	 	 	$	2,300.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	$	340,985.17	 





 


 









 







Signature Senior Living Waxahachie, TX




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	KITCHEN EQUIPMENT
	 	 	 	 	 	 	 	 	 	 	 	 
	SHELVING,
WIRE 18"x24"
	 	 	4	 	 	$	46.82	 	 	$	187.28	 
	MOP SINK
	 	 	1	 	 	$	488.98	 	 	$	488.98	 
	CLEAN DISHTABLE
	 	 	1	 	 	$	168.36	 	 	$	168.36	 
	RACK, BRUSH/BROOM
	 	 	1	 	 	$	46.34	 	 	$	46.34	 
	FREEZER REACH-IN NO. 4-4070FR
	 	 	1	 	 	$	4,936.69	 	 	$	4,936.69	 
	SHELVING, WIRE 21" x 48"
	 	 	8	 	 	$	137.63	 	 	$	1,101.04	 
	SLICER, FOOD
	 	 	1	 	 	$	1,676.92	 	 	$	1,676.92	 
	PREP/SERVING TABLE
	 	 	1	 	 	$	1,475.84	 	 	$	1,475.84	 
	DOUBLE OVERSHELF
	 	 	1	 	 	$	598.90	 	 	$	598.90	 
	TOASTER, POP-UP
	 	 	1	 	 	$	413.58	 	 	$	413.58	 
	CAN OPENER, MANUAL
	 	 	1	 	 	$	315.27	 	 	$	315.27	 
	BUFFET, HOT FOOD, ELECTRIC
	 	 	1	 	 	$	1,640.94	 	 	$	1,640.94	 
	PLATE DISPENSER, HEATED
	 	 	1	 	 	$	807.95	 	 	$	807.95	 
	EXHAUST HOOD
	 	 	1	 	 	$	10,802.80	 	 	$	10,802.80	 
	WALL PANELS
	 	 	1	 	 	$	406.80	 	 	$	406.80	 
	STEAMER, CONVECTION COUNTERTOP
	 	 	1	 	 	$	4,295.30	 	 	$	4,295.30	 
	CONVECTION OVEN, GAS
	 	 	1	 	 	$	4,334.85	 	 	$	4,334.85	 
	RANGE,
RESTAURANT, GAS, 48^
	 	 	1	 	 	$	5,021.27	 	 	$	5,021.27	 
	REFRIG... REACH-IN NO. 4-4020
	 	 	1	 	 	$	2,237.59	 	 	$	2,237.59	 
	ICE MAKER, CUBE-STYLE
	 	 	1	 	 	$	2,555.72	 	 	$	2,555.72	 
	BEVERAGE COUNTER
	 	 	1	 	 	$	813.60	 	 	$	813.60	 
	ICE & WATER UNIT, DROP-IN
	 	 	1	 	 	$	633.59	 	 	$	633.59	 
	OVEN, MICROWAVE
	 	 	1	 	 	$	491.06	 	 	$	491.06	 
	OVERSHELF WITH POTRACK
	 	 	1	 	 	$	226.00	 	 	$	226.00	 
	SOILED DISHTABLE
	 	 	1	 	 	$	1,409.30	 	 	$	1,409.30	 
	GLASS RACK SHELF
	 	 	1	 	 	$	248.60	 	 	$	248.60	 
	DISPOSER
	 	 	1	 	 	$	2,838.56	 	 	$	2,838.56	 
	CLEAN DISHTABLE
	 	 	1	 	 	$	2,342.05	 	 	$	2,342.05	 
	SINK, HAND
	 	 	2	 	 	$	239.53	 	 	$	479.06	 
	SHELVING, WIRE 24" x 36"
	 	 	4	 	 	$	201.47	 	 	$	805.88	 
	DISHWASHER RACK DOLLY
	 	 	3	 	 	$	96.62	 	 	$	289.86	 
	REFRIG... REACH-IN NO. 4-4070R
	 	 	1	 	 	$	3,888.31	 	 	$	3,888.31	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	ASSISTED LIVING
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RECEPTION
	 	 	 	 	 	 	 	 	 	 	 	 
	FRENCH HEPPLEWHITE SETTEE
	 	 	1	 	 	$	1,035.60	 	 	$	1,035.60	 
	END TABLE CHEST
	 	 	2	 	 	$	462.00	 	 	$	924.00	 
	TABLE LAMPS
	 	 	2	 	 	$	192.00	 	 	$	384.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	479.00	 	 	$	958.00	 
	OCCASIONAL TABLE
	 	 	1	 	 	$	408.00	 	 	$	408.00	 
	DEMILUNE CHEST
	 	 	1	 	 	$	732.00	 	 	$	732.00	 
	ROCKERS — FRONT ENTRY
	 	 	8	 	 	$	190.80	 	 	$	1,526.40	 
	THROW PILLOWS
	 	 	2	 	 	$	59.35	 	 	$	118.70	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LIVING/MEDIA
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	2	 	 	$	1,182.00	 	 	$	2,364.00	 
	COCKTAIL TABLE
	 	 	1	 	 	$	285.00	 	 	$	285.00	 
	END TABLES
	 	 	3	 	 	$	233.70	 	 	$	701.10	 
	TABLE LAMPS
	 	 	3	 	 	$	228.00	 	 	$	684.00	 
	ARM CHAIRS
	 	 	6	 	 	$	489.00	 	 	$	2,934.00	 
	DIGITAL PIANO
	 	 	1	 	 	$	1,400.00	 	 	$	1,400.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	789.00	 	 	$	1,578.00	 
	OTTOMANS
	 	 	2	 	 	$	315.00	 	 	$	630.00	 
	SIDE TABLES
	 	 	2	 	 	$	226.00	 	 	$	452.00	 
	CHEST
	 	 	1	 	 	$	500.00	 	 	$	500.00	 
	THROW PILLOWS
	 	 	4	 	 	$	109.00	 	 	$	436.00	 
	LUMBAR PILLOWS
	 	 	2	 	 	$	57.25	 	 	$	114.50	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME TABLES
	 	 	3	 	 	$	768.00	 	 	$	2,304.00	 
	GAME CHAIRS
	 	 	12	 	 	$	230.00	 	 	$	2,760.00	 
	COMPUTER STATION CHAIRS
	 	 	2	 	 	$	230.00	 	 	$	460.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMMONS CORRIDOR
	 	 	 	 	 	 	 	 	 	 	 	 
	BENCH CUSHION
	 	 	1	 	 	$	294.00	 	 	$	294.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	CAFÉ/PARLOR
	 	 	 	 	 	 	 	 	 	 	 	 
	CAFÉ TABLES
	 	 	4	 	 	$	650.00	 	 	$	2,600.00	 
	CAFÉ WICKER CHAIRS
	 	 	14	 	 	$	322.80	 	 	$	4,519.20	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SCREEN PORCH
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	2	 	 	$	942.00	 	 	$	1,884.00	 
	CHAIRS
	 	 	2	 	 	$	310.80	 	 	$	621.60	 
	END TABLES
	 	 	2	 	 	$	241.20	 	 	$	482.40	 
	PLANTER
	 	 	1	 	 	$	376.56	 	 	$	376.56	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAIN DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	ARM CHAIRS
	 	 	46	 	 	$	311.89	 	 	$	14,347.00	 
	WOOD DINING TABLE
	 	 	1	 	 	$	1,200.00	 	 	$	1,200.00	 
	4 TOP SQUARE TABLES
	 	 	6	 	 	$	209.00	 	 	$	1,254.00	 
	2 TOP SQUARE TABLES
	 	 	5	 	 	$	209.00	 	 	$	1,045.00	 
	4 RECTANGULAR TABLES
	 	 	2	 	 	$	317.00	 	 	$	634.00	 
	PLACEMATS
	 	 	25	 	 	$	10.00	 	 	$	250.00	 
	TABLECLOTHS
	 	 	48	 	 	$	10.19	 	 	$	489.12	 
	CLOTH NAPKINS
	 	 	240	 	 	$	1.29	 	 	$	309.60	 
	DINNER PLATES
	 	 	144	 	 	$	6.08	 	 	$	875.52	 
	B&B PLAES
	 	 	144	 	 	$	4.21	 	 	$	606.24	 
	GRAPEFRUIT/SOUP BOWL
	 	 	144	 	 	$	4.00	 	 	$	576.00	 
	MUGS
	 	 	144	 	 	$	4.00	 	 	$	576.00	 
	STEAK KNIFES
	 	 	144	 	 	$	2.92	 	 	$	420.48	 
	DINNER KNIFES
	 	 	144	 	 	$	1.58	 	 	$	227.52	 
	DINNER FORK
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	SALAD FORK
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	TEASPOON
	 	 	144	 	 	$	0.67	 	 	$	96.48	 
	BOUILLON SPOON
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	JUICE GLASSES
	 	 	144	 	 	$	1.00	 	 	$	144.00	 
	COOLER
	 	 	144	 	 	$	1.02	 	 	$	146.88	 
	SALT & PEPPER SHAKERS
	 	 	24	 	 	$	1.21	 	 	$	29.04	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACTIVITY ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LAMINATE TABLES
	 	 	4	 	 	$	208.00	 	 	$	832.00	 
	ACTIVITY CHAIRS
	 	 	13	 	 	$	105.00	 	 	$	1,365.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	GALLERY
	 	 	 	 	 	 	 	 	 	 	 	 
	HIGH BACK LOVESEAT
	 	 	2	 	 	$	807.50	 	 	$	1,615.00	 
	LEATHER BOX TABLE
	 	 	2	 	 	$	191.00	 	 	$	382.00	 
	WING CHAIRS
	 	 	2	 	 	$	560.00	 	 	$	1,120.00	 
	DRUM TABLES
	 	 	2	 	 	$	348.00	 	 	$	696.00	 
	CONSOLE CABINET
	 	 	2	 	 	$	644.00	 	 	$	1,288.00	 
	DECORATIVE MIRROR
	 	 	2	 	 	$	135.00	 	 	$	270.00	 
	TABLE LAMPS
	 	 	2	 	 	$	90.00	 	 	$	180.00	 
	PLANT STAND
	 	 	2	 	 	$	156.00	 	 	$	312.00	 
	SILK PLANTS
	 	 	2	 	 	$	198.00	 	 	$	396.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RESIDENT CORRIDORS
	 	 	 	 	 	 	 	 	 	 	 	 
	METAL & GLASS CONSOLE
	 	 	1	 	 	$	514.00	 	 	$	514.00	 
	GOLD ACCENT LAMP
	 	 	1	 	 	$	179.00	 	 	$	179.00	 
	BENCH
	 	 	2	 	 	$	410.00	 	 	$	820.00	 
	CONSOLE TABLE
	 	 	1	 	 	$	410.00	 	 	$	410.00	 
	GREEN ACCENT LAMP
	 	 	1	 	 	$	156.00	 	 	$	156.00	 
	APOTHECARY CHEST
	 	 	1	 	 	$	595.00	 	 	$	595.00	 
	RUST ACCENT LAMP
	 	 	1	 	 	$	191.00	 	 	$	191.00	 
	BENCH WITH ARMS
	 	 	1	 	 	$	983.00	 	 	$	983.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SALON
	 	 	 	 	 	 	 	 	 	 	 	 
	SIDE TABLES
	 	 	2	 	 	$	318.00	 	 	$	636.00	 
	DRYER CHAIRS
	 	 	3	 	 	$	525.00	 	 	$	1,575.00	 
	STYLING/SHAMPOO CHAIR
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	SHAMPOO BOWL
	 	 	1	 	 	$	710.00	 	 	$	710.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	WELLNESS CENTER
	 	 	 	 	 	 	 	 	 	 	 	 
	EXAM ROOM STOOL
	 	 	1	 	 	$	95.00	 	 	$	95.00	 
	ARM CHAIR
	 	 	1	 	 	$	105.00	 	 	$	105.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ARTWORK THROUGHOUT COMMON SPACES
	 	 	 	 	 	 	 	 	 	$	8,292.00	 
	ACCESSORIES
	 	 	 	 	 	 	 	 	 	$	6,000.00	 
	WINDOW TREATMENTS
	 	 	 	 	 	 	 	 	 	$	27,805.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	MEMORY CARE
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TV LOUNGE
	 	 	 	 	 	 	 	 	 	 	 	 
	CLUB CHAIRS
	 	 	4	 	 	$	502.00	 	 	$	2,008.00	 
	COFFEE TABLE
	 	 	1	 	 	$	1,104.00	 	 	$	1,104.00	 
	Entertainment Center
	 	 	1	 	 	$	1,200.00	 	 	$	1,200.00	 
	LUMBAR PILLOWS
	 	 	4	 	 	$	42.19	 	 	$	168.76	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LIVING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	1	 	 	$	982.00	 	 	$	982.00	 
	LOUNGE CHAIR
	 	 	1	 	 	$	646.00	 	 	$	646.00	 
	OCCASIONAL TABLE
	 	 	1	 	 	$	267.00	 	 	$	267.00	 
	END TABLE LAMP
	 	 	1	 	 	$	143.00	 	 	$	143.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK BAR
	 	 	 	 	 	 	 	 	 	 	 	 
	BAR CHAIRS
	 	 	5	 	 	$	273.00	 	 	$	1,365.00	 
	OUTDOOR CHAIRS
	 	 	2	 	 	$	120.00	 	 	$	240.00	 
	OUTDOOR END TABLE
	 	 	1	 	 	$	120.00	 	 	$	120.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	SQUARE TABLES
	 	 	4	 	 	$	228.00	 	 	$	912.00	 
	ROUND TABLES
	 	 	2	 	 	$	229.00	 	 	$	458.00	 
	DINING CHAIRS
	 	 	20	 	 	$	265.00	 	 	$	5,300.00	 
	SIDEBOARD W/MARBLE TOP
	 	 	1	 	 	$	2,689.00	 	 	$	2,689.00	 
	TABLECLOTHES
	 	 	24	 	 	$	9.42	 	 	$	226.08	 
	NAPKINS
	 	 	72	 	 	$	1.29	 	 	$	92.88	 
	DINNER PLATES
	 	 	48	 	 	$	6.08	 	 	$	291.84	 
	B&B PLAES
	 	 	48	 	 	$	4.21	 	 	$	202.08	 
	GRAPEFRUIT/SOUP BOWL
	 	 	48	 	 	$	4.00	 	 	$	192.00	 
	MUGS
	 	 	72	 	 	$	4.00	 	 	$	288.00	 
	STEAK KNIFES
	 	 	72	 	 	$	2.92	 	 	$	210.24	 
	DINNER KNIFES
	 	 	48	 	 	$	1.58	 	 	$	75.84	 
	DINNER FORK
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	SALAD FORK
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	TEASPOON
	 	 	48	 	 	$	0.67	 	 	$	32.16	 
	BOUILLON SPOON
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	JUICE GLASSES
	 	 	72	 	 	$	1.00	 	 	$	72.00	 
	COOLER
	 	 	72	 	 	$	1.02	 	 	$	73.44	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	SALT & PEPPER SHAKERS
	 	 	24	 	 	$	1.21	 	 	$	29.04	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACTIVITIES
	 	 	 	 	 	 	 	 	 	 	 	 
	WOOD ARM CHAIR
	 	 	4	 	 	$	1,482.00	 	 	$	5,928.00	 
	ACTIVITY TABLES
	 	 	2	 	 	$	537.00	 	 	$	1,074.00	 
	MALE CRICKET TABLE
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	FEMALE CRICKET TABLE
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	QUIET ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	1	 	 	$	925.00	 	 	$	925.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	582.25	 	 	$	1,164.50	 
	END TABLE
	 	 	2	 	 	$	160.00	 	 	$	320.00	 
	END TABLE LAMPS
	 	 	2	 	 	$	51.00	 	 	$	102.00	 
	THROW PILLOWS
	 	 	2	 	 	$	78.50	 	 	$	157.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACCESSORIES FOR COMMON SPACES
	 	 	 	 	 	 	 	 	 	$	1,200.00	 
	WINDOW TREATMENTS
	 	 	 	 	 	 	 	 	 	$	11,226.00	 
	ARTWORK
	 	 	 	 	 	 	 	 	 	$	1,932.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MODEL ROOMS
	 	 	 	 	 	 	 	 	 	 	 	 
	FURNITURE AND ACCESSORIES
	 	 	3	 	 	$	5,700.00	 	 	$	17,100.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MISCELLANEOUS ACCESSORIES AND GREENERY
	 	 	 	 	 	 	 	 	 	$	11,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMPUTER and PHONE EQUIPMENT
	 	 	 	 	 	 	 	 	 	$	45,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE FURNITURE AND PRIVATE DINING ROOM FURNITURE
	 	 	 	 	 	 	 	 	 	$	14,200.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SMALLWARES
	 	 	 	 	 	 	 	 	 	$	19,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE SUPPLIES
	 	 	 	 	 	 	 	 	 	$	5,500.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TV’S AND STEREO EQUIPMENT
	 	 	 	 	 	 	 	 	 	$	5,908.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAINTENANCE TOOLS
	 	 	 	 	 	 	 	 	 	$	1,700.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MEDICAL SUPPLIES
	 	 	 	 	 	 	 	 	 	$	2,300.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	$	340,885.17	 







 


 











 




Signature Senior Living Weatherford, TX




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	KITCHEN EQUIPMENT
	 	 	 	 	 	 	 	 	 	 	 	 
	SHELVING,
WIRE 18"x24"
	 	 	4	 	 	$	46.82	 	 	$	187.28	 
	MOP SINK
	 	 	1	 	 	$	488.98	 	 	$	488.98	 
	CLEAN DISHTABLE
	 	 	1	 	 	$	168.36	 	 	$	168.36	 
	RACK, BRUSH/BROOM
	 	 	1	 	 	$	46.34	 	 	$	46.34	 
	FREEZER REACH-IN NO. 4-4070FR
	 	 	1	 	 	$	4,936.69	 	 	$	4,936.69	 
	SHELVING, WIRE 21" x 48"
	 	 	8	 	 	$	137.63	 	 	$	1,101.04	 
	SLICER, FOOD
	 	 	1	 	 	$	1,676.92	 	 	$	1,676.92	 
	PREP/SERVING TABLE
	 	 	1	 	 	$	1,475.84	 	 	$	1,475.84	 
	DOUBLE OVERSHELF
	 	 	1	 	 	$	598.90	 	 	$	598.90	 
	TOASTER, POP-UP
	 	 	1	 	 	$	413.58	 	 	$	413.58	 
	CAN OPENER, MANUAL
	 	 	1	 	 	$	315.27	 	 	$	315.27	 
	BUFFET, HOT FOOD, ELECTRIC
	 	 	1	 	 	$	1,640.94	 	 	$	1,640.94	 
	PLATE DISPENSER, HEATED
	 	 	1	 	 	$	807.95	 	 	$	807.95	 
	EXHAUST HOOD
	 	 	1	 	 	$	10,802.80	 	 	$	10,802.80	 
	WALL PANELS
	 	 	1	 	 	$	406.80	 	 	$	406.80	 
	STEAMER, CONVECTION COUNTERTOP
	 	 	1	 	 	$	4,295.30	 	 	$	4,295.30	 
	CONVECTION OVEN, GAS
	 	 	1	 	 	$	4,334.85	 	 	$	4,334.85	 
	RANGE, RESTAURANT, GAS, 48^
	 	 	1	 	 	$	5,021.27	 	 	$	5,021.27	 
	REFRIG... REACH-IN NO. 4-4020
	 	 	1	 	 	$	2,237.59	 	 	$	2,237.59	 
	ICE MAKER, CUBE-STYLE
	 	 	1	 	 	$	2,555.72	 	 	$	2,555.72	 
	BEVERAGE COUNTER
	 	 	1	 	 	$	813.60	 	 	$	813.60	 
	ICE & WATER UNIT, DROP-IN
	 	 	1	 	 	$	633.59	 	 	$	633.59	 
	OVEN, MICROWAVE
	 	 	1	 	 	$	491.06	 	 	$	491.06	 
	OVERSHELF WITH POTRACK
	 	 	1	 	 	$	226.00	 	 	$	226.00	 
	SOILED DISHTABLE
	 	 	1	 	 	$	1,409.30	 	 	$	1,409.30	 
	GLASS RACK SHELF
	 	 	1	 	 	$	248.60	 	 	$	248.60	 
	DISPOSER
	 	 	1	 	 	$	2,838.56	 	 	$	2,838.56	 
	CLEAN DISHTABLE
	 	 	1	 	 	$	2,342.05	 	 	$	2,342.05	 
	SINK, HAND
	 	 	2	 	 	$	239.53	 	 	$	479.06	 
	SHELVING, WIRE 24" x 36"
	 	 	4	 	 	$	201.47	 	 	$	805.88	 
	DISHWASHER RACK DOLLY
	 	 	3	 	 	$	96.62	 	 	$	289.86	 
	REFRIG... REACH-IN NO. 4-4070R
	 	 	1	 	 	$	3,888.31	 	 	$	3,888.31	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	ASSISTED LIVING
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RECEPTION
	 	 	 	 	 	 	 	 	 	 	 	 
	FRENCH HEPPLEWHITE SETTEE
	 	 	1	 	 	$	1,035.60	 	 	$	1,035.60	 
	END TABLE CHEST
	 	 	2	 	 	$	462.00	 	 	$	924.00	 
	TABLE LAMPS
	 	 	2	 	 	$	192.00	 	 	$	384.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	479.00	 	 	$	958.00	 
	OCCASIONAL TABLE
	 	 	1	 	 	$	408.00	 	 	$	408.00	 
	DEMILUNE CHEST
	 	 	1	 	 	$	732.00	 	 	$	732.00	 
	ROCKERS — FRONT ENTRY
	 	 	2	 	 	$	190.80	 	 	$	381.60	 
	THROW PILLOWS
	 	 	2	 	 	$	59.35	 	 	$	118.70	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LIVING/MEDIA
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	2	 	 	$	1,182.00	 	 	$	2,364.00	 
	COCKTAIL TABLE
	 	 	1	 	 	$	285.00	 	 	$	285.00	 
	END TABLES
	 	 	3	 	 	$	233.70	 	 	$	701.10	 
	TABLE LAMPS
	 	 	3	 	 	$	228.00	 	 	$	684.00	 
	ARM CHAIRS
	 	 	6	 	 	$	489.00	 	 	$	2,934.00	 
	DIGITAL PIANO
	 	 	1	 	 	$	1,400.00	 	 	$	1,400.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	789.00	 	 	$	1,578.00	 
	OTTOMANS
	 	 	2	 	 	$	315.00	 	 	$	630.00	 
	SIDE TABLES
	 	 	2	 	 	$	226.00	 	 	$	452.00	 
	CHEST
	 	 	1	 	 	$	500.00	 	 	$	500.00	 
	THROW PILLOWS
	 	 	4	 	 	$	109.00	 	 	$	436.00	 
	LUMBAR PILLOWS
	 	 	2	 	 	$	57.25	 	 	$	114.50	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME TABLES
	 	 	3	 	 	$	768.00	 	 	$	2,304.00	 
	GAME CHAIRS
	 	 	12	 	 	$	230.00	 	 	$	2,760.00	 
	COMPUTER STATION CHAIRS
	 	 	2	 	 	$	230.00	 	 	$	460.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMMONS CORRIDOR
	 	 	 	 	 	 	 	 	 	 	 	 
	BENCH CUSHION
	 	 	1	 	 	$	294.00	 	 	$	294.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	CAFÉ/PARLOR
	 	 	 	 	 	 	 	 	 	 	 	 
	CAFÉ TABLES
	 	 	4	 	 	$	650.00	 	 	$	2,600.00	 
	CAFÉ WICKER CHAIRS
	 	 	14	 	 	$	322.80	 	 	$	4,519.20	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SCREEN PORCH
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	2	 	 	$	942.00	 	 	$	1,884.00	 
	CHAIRS
	 	 	2	 	 	$	310.80	 	 	$	621.60	 
	END TABLES
	 	 	2	 	 	$	241.20	 	 	$	482.40	 
	PLANTER
	 	 	1	 	 	$	376.56	 	 	$	376.56	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAIN DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	ARM CHAIRS
	 	 	46	 	 	$	311.89	 	 	$	14,347.00	 
	WOOD DINING TABLE
	 	 	1	 	 	$	1,200.00	 	 	$	1,200.00	 
	4 TOP SQUARE TABLES
	 	 	6	 	 	$	209.00	 	 	$	1,254.00	 
	2 TOP SQUARE TABLES
	 	 	5	 	 	$	209.00	 	 	$	1,045.00	 
	4 RECTANGULAR TABLES
	 	 	2	 	 	$	317.00	 	 	$	634.00	 
	PLACEMATS
	 	 	25	 	 	$	10.00	 	 	$	250.00	 
	TABLECLOTHS
	 	 	48	 	 	$	10.19	 	 	$	489.12	 
	CLOTH NAPKINS
	 	 	240	 	 	$	1.29	 	 	$	309.60	 
	DINNER PLATES
	 	 	144	 	 	$	6.08	 	 	$	875.52	 
	B&B PLAES
	 	 	144	 	 	$	4.21	 	 	$	606.24	 
	GRAPEFRUIT/SOUP BOWL
	 	 	144	 	 	$	4.00	 	 	$	576.00	 
	MUGS
	 	 	144	 	 	$	4.00	 	 	$	576.00	 
	STEAK KNIFES
	 	 	144	 	 	$	2.92	 	 	$	420.48	 
	DINNER KNIFES
	 	 	144	 	 	$	1.58	 	 	$	227.52	 
	DINNER FORK
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	SALAD FORK
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	TEASPOON
	 	 	144	 	 	$	0.67	 	 	$	96.48	 
	BOUILLON SPOON
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	JUICE GLASSES
	 	 	144	 	 	$	1.00	 	 	$	144.00	 
	COOLER
	 	 	144	 	 	$	1.02	 	 	$	146.88	 
	SALT & PEPPER SHAKERS
	 	 	24	 	 	$	1.21	 	 	$	29.04	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACTIVITY ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LAMINATE TABLES
	 	 	4	 	 	$	208.00	 	 	$	832.00	 
	ACTIVITY CHAIRS
	 	 	13	 	 	$	105.00	 	 	$	1,365.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	GALLERY
	 	 	 	 	 	 	 	 	 	 	 	 
	HIGH BACK LOVESEAT
	 	 	2	 	 	$	807.50	 	 	$	1,615.00	 
	LEATHER BOX TABLE
	 	 	2	 	 	$	191.00	 	 	$	382.00	 
	WING CHAIRS
	 	 	2	 	 	$	560.00	 	 	$	1,120.00	 
	DRUM TABLES
	 	 	2	 	 	$	348.00	 	 	$	696.00	 
	CONSOLE CABINET
	 	 	2	 	 	$	644.00	 	 	$	1,288.00	 
	DECORATIVE MIRROR
	 	 	2	 	 	$	135.00	 	 	$	270.00	 
	TABLE LAMPS
	 	 	2	 	 	$	90.00	 	 	$	180.00	 
	PLANT STAND
	 	 	2	 	 	$	156.00	 	 	$	312.00	 
	SILK PLANTS
	 	 	2	 	 	$	198.00	 	 	$	396.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RESIDENT CORRIDORS
	 	 	 	 	 	 	 	 	 	 	 	 
	METAL & GLASS CONSOLE
	 	 	1	 	 	$	514.00	 	 	$	514.00	 
	GOLD ACCENT LAMP
	 	 	1	 	 	$	179.00	 	 	$	179.00	 
	BENCH
	 	 	2	 	 	$	410.00	 	 	$	820.00	 
	CONSOLE TABLE
	 	 	1	 	 	$	410.00	 	 	$	410.00	 
	GREEN ACCENT LAMP
	 	 	1	 	 	$	156.00	 	 	$	156.00	 
	APOTHECARY CHEST
	 	 	1	 	 	$	595.00	 	 	$	595.00	 
	RUST ACCENT LAMP
	 	 	1	 	 	$	191.00	 	 	$	191.00	 
	BENCH WITH ARMS
	 	 	1	 	 	$	983.00	 	 	$	983.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SALON
	 	 	 	 	 	 	 	 	 	 	 	 
	SIDE TABLES
	 	 	2	 	 	$	318.00	 	 	$	636.00	 
	DRYER CHAIRS
	 	 	3	 	 	$	525.00	 	 	$	1,575.00	 
	STYLING/SHAMPOO CHAIR
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	SHAMPOO BOWL
	 	 	1	 	 	$	710.00	 	 	$	710.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	WELLNESS CENTER
	 	 	 	 	 	 	 	 	 	 	 	 
	EXAM ROOM STOOL
	 	 	1	 	 	$	95.00	 	 	$	95.00	 
	ARM CHAIR
	 	 	1	 	 	$	105.00	 	 	$	105.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ARTWORK THROUGHOUT COMMON SPACES
	 	 	 	 	 	 	 	 	 	$	8,292.00	 
	ACCESSORIES
	 	 	 	 	 	 	 	 	 	$	6,000.00	 
	WINDOW TREATMENTS
	 	 	 	 	 	 	 	 	 	$	27,805.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	MEMORY CARE
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TV LOUNGE
	 	 	 	 	 	 	 	 	 	 	 	 
	CLUB CHAIRS
	 	 	4	 	 	$	502.00	 	 	$	2,008.00	 
	COFFEE TABLE
	 	 	1	 	 	$	1,104.00	 	 	$	1,104.00	 
	CORNER CABINET
	 	 	1	 	 	$	1,021.00	 	 	$	1,021.00	 
	LUMBAR PILLOWS
	 	 	4	 	 	$	42.19	 	 	$	168.76	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LIVING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	1	 	 	$	982.00	 	 	$	982.00	 
	LOUNGE CHAIR
	 	 	1	 	 	$	646.00	 	 	$	646.00	 
	OCCASIONAL TABLE
	 	 	1	 	 	$	267.00	 	 	$	267.00	 
	END TABLE LAMP
	 	 	1	 	 	$	143.00	 	 	$	143.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK BAR
	 	 	 	 	 	 	 	 	 	 	 	 
	BAR CHAIRS
	 	 	5	 	 	$	273.00	 	 	$	1,365.00	 
	OUTDOOR CHAIRS
	 	 	2	 	 	$	120.00	 	 	$	240.00	 
	OUTDOOR END TABLE
	 	 	1	 	 	$	120.00	 	 	$	120.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	SQUARE TABLES
	 	 	4	 	 	$	228.00	 	 	$	912.00	 
	ROUND TABLES
	 	 	2	 	 	$	229.00	 	 	$	458.00	 
	DINING CHAIRS
	 	 	20	 	 	$	265.00	 	 	$	5,300.00	 
	SIDEBOARD W/MARBLE TOP
	 	 	1	 	 	$	2,689.00	 	 	$	2,689.00	 
	TABLECLOTHES
	 	 	24	 	 	$	9.42	 	 	$	226.08	 
	NAPKINS
	 	 	72	 	 	$	1.29	 	 	$	92.88	 
	DINNER PLATES
	 	 	48	 	 	$	6.08	 	 	$	291.84	 
	B&B PLAES
	 	 	48	 	 	$	4.21	 	 	$	202.08	 
	GRAPEFRUIT/SOUP BOWL
	 	 	48	 	 	$	4.00	 	 	$	192.00	 
	MUGS
	 	 	72	 	 	$	4.00	 	 	$	288.00	 
	STEAK KNIFES
	 	 	72	 	 	$	2.92	 	 	$	210.24	 
	DINNER KNIFES
	 	 	48	 	 	$	1.58	 	 	$	75.84	 
	DINNER FORK
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	SALAD FORK
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	TEASPOON
	 	 	48	 	 	$	0.67	 	 	$	32.16	 
	BOUILLON SPOON
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	JUICE GLASSES
	 	 	72	 	 	$	1.00	 	 	$	72.00	 
	COOLER
	 	 	72	 	 	$	1.02	 	 	$	73.44	 
	SALT & PEPPER SHAKERS
	 	 	24	 	 	$	1.21	 	 	$	29.04	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	ACTIVITIES
	 	 	 	 	 	 	 	 	 	 	 	 
	WOOD ARM CHAIR
	 	 	4	 	 	$	1,482.00	 	 	$	5,928.00	 
	ACTIVITY TABLES
	 	 	2	 	 	$	537.00	 	 	$	1,074.00	 
	MALE CRICKET TABLE
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	FEMALE CRICKET TABLE
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	QUIET ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	1	 	 	$	925.00	 	 	$	925.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	582.25	 	 	$	1,164.50	 
	END TABLE
	 	 	2	 	 	$	160.00	 	 	$	320.00	 
	END TABLE LAMPS
	 	 	2	 	 	$	51.00	 	 	$	102.00	 
	THROW PILLOWS
	 	 	2	 	 	$	78.50	 	 	$	157.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACCESSORIES FOR COMMON SPACES
	 	 	 	 	 	 	 	 	 	$	1,200.00	 
	WINDOW TREATMENTS
	 	 	 	 	 	 	 	 	 	$	11,226.00	 
	ARTWORK
	 	 	 	 	 	 	 	 	 	$	1,932.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MODEL ROOMS
	 	 	 	 	 	 	 	 	 	 	 	 
	FURNITURE AND ACCESSORIES
	 	 	3	 	 	$	5,700.00	 	 	$	17,100.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MISCELLANEOUS ACCESSORIES AND GREENERY
	 	 	 	 	 	 	 	 	 	$	11,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMPUTER and PHONE EQUIPMENT
	 	 	 	 	 	 	 	 	 	$	45,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE FURNITURE AND PRIVATE DINING ROOM FURNITURE
	 	 	 	 	 	 	 	 	 	$	14,300.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SMALLWARES
	 	 	 	 	 	 	 	 	 	$	19,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE SUPPLIES
	 	 	 	 	 	 	 	 	 	$	5,500.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TVS AND STEREO EQUIPMENT
	 	 	 	 	 	 	 	 	 	$	5,908.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAINTENANCE TOOLS
	 	 	 	 	 	 	 	 	 	$	1,700.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MEDICAL SUPPLIES
	 	 	 	 	 	 	 	 	 	$	2,300.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	$	339,661.37	 





 


 









 





Signature Senior Living Cleburne, TX




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	KITCHEN EQUIPMENT
	 	 	 	 	 	 	 	 	 	 	 	 
	SHELVING,
WIRE 18"x24"
	 	 	4	 	 	$	46.82	 	 	$	187.28	 
	MOP SINK
	 	 	1	 	 	$	488.98	 	 	$	488.98	 
	CLEAN DISHTABLE
	 	 	1	 	 	$	168.36	 	 	$	168.36	 
	RACK, BRUSH/BROOM
	 	 	1	 	 	$	46.34	 	 	$	46.34	 
	FREEZER REACH-IN NO. 4-4070FR
	 	 	1	 	 	$	4,936.69	 	 	$	4,936.69	 
	SHELVING, WIRE 21" x 48"
	 	 	8	 	 	$	137.63	 	 	$	1,101.04	 
	SLICER, FOOD
	 	 	1	 	 	$	1,676.92	 	 	$	1,676.92	 
	PREP/SERVING TABLE
	 	 	1	 	 	$	1,475.84	 	 	$	1,475.84	 
	DOUBLE OVERSHELF
	 	 	1	 	 	$	598.90	 	 	$	598.90	 
	TOASTER, POP-UP
	 	 	1	 	 	$	413.58	 	 	$	413.58	 
	CAN OPENER, MANUAL
	 	 	1	 	 	$	315.27	 	 	$	315.27	 
	BUFFET, HOT FOOD, ELECTRIC
	 	 	1	 	 	$	1,640.94	 	 	$	1,640.94	 
	PLATE DISPENSER, HEATED
	 	 	1	 	 	$	807.95	 	 	$	807.95	 
	EXHAUST HOOD
	 	 	1	 	 	$	10,802.80	 	 	$	10,802.80	 
	WALL PANELS
	 	 	1	 	 	$	406.80	 	 	$	406.80	 
	STEAMER, CONVECTION COUNTERTOP
	 	 	1	 	 	$	4,295.30	 	 	$	4,295.30	 
	CONVECTION OVEN, GAS
	 	 	1	 	 	$	4,334.85	 	 	$	4,334.85	 
	RANGE, RESTAURANT, GAS, 48^
	 	 	1	 	 	$	5,021.27	 	 	$	5,021.27	 
	REFRIG... REACH-IN NO. 4-4020
	 	 	1	 	 	$	2,237.59	 	 	$	2,237.59	 
	ICE MAKER, CUBE-STYLE
	 	 	1	 	 	$	2,555.72	 	 	$	2,555.72	 
	BEVERAGE COUNTER
	 	 	1	 	 	$	813.60	 	 	$	813.60	 
	ICE & WATER UNIT, DROP-IN
	 	 	1	 	 	$	633.59	 	 	$	633.59	 
	OVEN, MICROWAVE
	 	 	1	 	 	$	491.06	 	 	$	491.06	 
	OVERSHELF WITH POTRACK
	 	 	1	 	 	$	226.00	 	 	$	226.00	 
	SOILED DISHTABLE
	 	 	1	 	 	$	1,409.30	 	 	$	1,409.30	 
	GLASS RACK SHELF
	 	 	1	 	 	$	248.60	 	 	$	248.60	 
	DISPOSER
	 	 	1	 	 	$	2,838.56	 	 	$	2,838.56	 
	CLEAN DISHTABLE
	 	 	1	 	 	$	2,342.05	 	 	$	2,342.05	 
	SINK, HAND
	 	 	2	 	 	$	239.53	 	 	$	479.06	 
	SHELVING, WIRE 24" x 36"
	 	 	4	 	 	$	201.47	 	 	$	805.88	 
	DISHWASHER RACK DOLLY
	 	 	3	 	 	$	96.62	 	 	$	289.86	 
	REFRIG... REACH-IN NO. 4-4070R
	 	 	1	 	 	$	3.888.31	 	 	$	3,888.31	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	ASSISTED LIVING
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RECEPTION
	 	 	 	 	 	 	 	 	 	 	 	 
	FRENCH HEPPLEWHITE SETTEE
	 	 	1	 	 	$	1,035.60	 	 	$	1,035.60	 
	END TABLE CHEST
	 	 	2	 	 	$	462.00	 	 	$	924.00	 
	TABLE LAMPS
	 	 	2	 	 	$	192.00	 	 	$	384.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	479.00	 	 	$	958.00	 
	OCCASIONAL TABLE
	 	 	1	 	 	$	408.00	 	 	$	408.00	 
	DEMILUNE CHEST
	 	 	1	 	 	$	732.00	 	 	$	732.00	 
	ROCKERS — FRONT ENTRY
	 	 	2	 	 	$	190.80	 	 	$	381.60	 
	THROW PILLOWS
	 	 	2	 	 	$	59.35	 	 	$	118.70	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LIVING/MEDIA
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	2	 	 	$	1,182.00	 	 	$	2,364.00	 
	COCKTAIL TABLE
	 	 	1	 	 	$	285.00	 	 	$	285.00	 
	END TABLES
	 	 	3	 	 	$	233.70	 	 	$	701.10	 
	TABLE LAMPS
	 	 	3	 	 	$	228.00	 	 	$	684.00	 
	ARM CHAIRS
	 	 	4	 	 	$	489.00	 	 	$	1,956.00	 
	DIGITAL PIANO
	 	 	1	 	 	$	1,400.00	 	 	$	1,400.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	789.00	 	 	$	1,578.00	 
	OTTOMANS
	 	 	2	 	 	$	315.00	 	 	$	630.00	 
	SIDE TABLES
	 	 	2	 	 	$	226.00	 	 	$	452.00	 
	CHEST
	 	 	1	 	 	$	500.00	 	 	$	500.00	 
	THROW PILLOWS
	 	 	4	 	 	$	109.00	 	 	$	436.00	 
	LUMBAR PILLOWS
	 	 	2	 	 	$	57.25	 	 	$	114.50	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME TABLES
	 	 	3	 	 	$	768.00	 	 	$	2,304.00	 
	GAME CHAIRS
	 	 	12	 	 	$	230.00	 	 	$	2,760.00	 
	COMPUTER STATION CHAIRS
	 	 	2	 	 	$	230.00	 	 	$	460.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMMONS CORRIDOR
	 	 	 	 	 	 	 	 	 	 	 	 
	BENCH CUSHION
	 	 	1	 	 	$	294.00	 	 	$	294.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	CAFÉ/PARLOR
	 	 	 	 	 	 	 	 	 	 	 	 
	CAFÉ TABLES
	 	 	4	 	 	$	650.00	 	 	$	2,600.00	 
	CAFÉ WICKER CHAIRS
	 	 	14	 	 	$	322.80	 	 	$	4,519.20	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SCREEN PORCH
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	2	 	 	$	942.00	 	 	$	1,884.00	 
	CHAIRS
	 	 	2	 	 	$	310.80	 	 	$	621.60	 
	END TABLES
	 	 	2	 	 	$	241.20	 	 	$	482.40	 
	PLANTER
	 	 	1	 	 	$	376.56	 	 	$	376.56	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAIN DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	ARM CHAIRS
	 	 	46	 	 	$	311.89	 	 	$	14,347.00	 
	WOOD DINING TABLE
	 	 	1	 	 	$	1,200.00	 	 	$	1,200.00	 
	4 TOP SQUARE TABLES
	 	 	6	 	 	$	209.00	 	 	$	1,254.00	 
	2 TOP SQUARE TABLES
	 	 	5	 	 	$	209.00	 	 	$	1,045.00	 
	4 RECTANGULAR TABLES
	 	 	2	 	 	$	317.00	 	 	$	634.00	 
	PLACEMATS
	 	 	25	 	 	$	10.00	 	 	$	250.00	 
	TABLECLOTHS
	 	 	48	 	 	$	10.19	 	 	$	489.12	 
	CLOTH NAPKINS
	 	 	240	 	 	$	1.29	 	 	$	309.60	 
	DINNER PLATES
	 	 	144	 	 	$	6.08	 	 	$	875.52	 
	B&B PLAES
	 	 	144	 	 	$	4.21	 	 	$	606.24	 
	GRAPEFRUIT/SOUP BOWL
	 	 	144	 	 	$	4.00	 	 	$	576.00	 
	MUGS
	 	 	144	 	 	$	4.00	 	 	$	576.00	 
	STEAK KNIFES
	 	 	144	 	 	$	2.92	 	 	$	420.48	 
	DINNER KNIFES
	 	 	144	 	 	$	1.58	 	 	$	227.52	 
	DINNER FORK
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	SALAD FORK
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	TEASPOON
	 	 	144	 	 	$	0.67	 	 	$	96.48	 
	BOUILLON SPOON
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	JUICE GLASSES
	 	 	144	 	 	$	1.00	 	 	$	144.00	 
	COOLER
	 	 	144	 	 	$	1.02	 	 	$	146.88	 
	SALT & PEPPER SHAKERS
	 	 	24	 	 	$	1.21	 	 	$	29.04	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACTIVITY ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LAMINATE TABLES
	 	 	4	 	 	$	208.00	 	 	$	832.00	 
	ACTIVITY CHAIRS
	 	 	13	 	 	$	105.00	 	 	$	1,365.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	GALLERY
	 	 	 	 	 	 	 	 	 	 	 	 
	HIGH BACK LOVESEAT
	 	 	2	 	 	$	807.50	 	 	$	1,615.00	 
	LEATHER BOX TABLE
	 	 	2	 	 	$	191.00	 	 	$	382.00	 
	WING CHAIRS
	 	 	2	 	 	$	560.00	 	 	$	1,120.00	 
	DRUM TABLES
	 	 	2	 	 	$	348.00	 	 	$	696.00	 
	CONSOLE CABINET
	 	 	2	 	 	$	644.00	 	 	$	1,288.00	 
	DECORATIVE MIRROR
	 	 	2	 	 	$	135.00	 	 	$	270.00	 
	TABLE LAMPS
	 	 	2	 	 	$	90.00	 	 	$	180.00	 
	PLANT STAND
	 	 	2	 	 	$	156.00	 	 	$	312.00	 
	SILK PLANTS
	 	 	2	 	 	$	198.00	 	 	$	396.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RESIDENT CORRIDORS
	 	 	 	 	 	 	 	 	 	 	 	 
	METAL & GLASS CONSOLE
	 	 	1	 	 	$	514.00	 	 	$	514.00	 
	GOLD ACCENT LAMP
	 	 	1	 	 	$	179.00	 	 	$	179.00	 
	BENCH
	 	 	2	 	 	$	410.00	 	 	$	820.00	 
	CONSOLE TABLE
	 	 	1	 	 	$	410.00	 	 	$	410.00	 
	GREEN ACCENT LAMP
	 	 	1	 	 	$	156.00	 	 	$	156.00	 
	APOTHECARY CHEST
	 	 	1	 	 	$	595.00	 	 	$	595.00	 
	RUST ACCENT LAMP
	 	 	1	 	 	$	191.00	 	 	$	191.00	 
	BENCH WITH ARMS
	 	 	1	 	 	$	983.00	 	 	$	983.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SALON
	 	 	 	 	 	 	 	 	 	 	 	 
	SIDE TABLES
	 	 	2	 	 	$	318.00	 	 	$	636.00	 
	DRYER CHAIRS
	 	 	3	 	 	$	525.00	 	 	$	1,575.00	 
	STYLING/SHAMPOO CHAIR
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	SHAMPOO BOWL
	 	 	1	 	 	$	710.00	 	 	$	710.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	WELLNESS CENTER
	 	 	 	 	 	 	 	 	 	 	 	 
	EXAM ROOM STOOL
	 	 	1	 	 	$	95.00	 	 	$	95.00	 
	ARM CHAIR
	 	 	1	 	 	$	105.00	 	 	$	105.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ARTWORK THROUGHOUT COMMON SPACES
	 	 	 	 	 	 	 	 	 	$	8,292.00	 
	ACCESSORIES
	 	 	 	 	 	 	 	 	 	$	6,000.00	 
	WINDOW TREATMENTS
	 	 	 	 	 	 	 	 	 	$	27,805.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	MEMORY CARE
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TV LOUNGE
	 	 	 	 	 	 	 	 	 	 	 	 
	CLUB CHAIRS
	 	 	4	 	 	$	502.00	 	 	$	2,008.00	 
	COFFEE TABLE
	 	 	1	 	 	$	1,104.00	 	 	$	1,104.00	 
	CORNER CABINET
	 	 	1	 	 	$	1,021.00	 	 	$	1,021.00	 
	LUMBAR PILLOWS
	 	 	4	 	 	$	42.19	 	 	$	168.76	 
	RECLINERS
	 	 	2	 	 	$	1,100.00	 	 	$	2,200.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LIVING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	1	 	 	$	982.00	 	 	$	982.00	 
	LOUNGE CHAIR
	 	 	1	 	 	$	646.00	 	 	$	646.00	 
	OCCASIONAL TABLE
	 	 	1	 	 	$	267.00	 	 	$	267.00	 
	END TABLE LAMP
	 	 	1	 	 	$	143.00	 	 	$	143.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK BAR
	 	 	 	 	 	 	 	 	 	 	 	 
	BAR CHAIRS
	 	 	5	 	 	$	273.00	 	 	$	1,365.00	 
	OUTDOOR CHAIRS
	 	 	2	 	 	$	120.00	 	 	$	240.00	 
	OUTDOOR END TABLE
	 	 	1	 	 	$	120.00	 	 	$	120.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	SQUARE TABLES
	 	 	4	 	 	$	228.00	 	 	$	912.00	 
	ROUND TABLES
	 	 	2	 	 	$	229.00	 	 	$	458.00	 
	DINING CHAIRS
	 	 	20	 	 	$	265.00	 	 	$	5,300.00	 
	SIDEBOARD W/MARBLE TOP
	 	 	1	 	 	$	2,689.00	 	 	$	2,689.00	 
	TABLECLOTHES
	 	 	24	 	 	$	9.42	 	 	$	226.08	 
	NAPKINS
	 	 	72	 	 	$	1.29	 	 	$	92.88	 
	DINNER PLATES
	 	 	48	 	 	$	6.08	 	 	$	291.84	 
	B&B PLAES
	 	 	48	 	 	$	4.21	 	 	$	202.08	 
	GRAPEFRUIT/SOUP BOWL
	 	 	48	 	 	$	4.00	 	 	$	192.00	 
	MUGS
	 	 	72	 	 	$	4.00	 	 	$	288.00	 
	STEAK KNIFES
	 	 	72	 	 	$	2.92	 	 	$	210.24	 
	DINNER KNIFES
	 	 	48	 	 	$	1.58	 	 	$	75.84	 
	DINNER FORK
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	SALAD FORK
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	TEASPOON
	 	 	48	 	 	$	0.67	 	 	$	32.16	 
	BOUILLON SPOON
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	JUICE GLASSES
	 	 	72	 	 	$	1.00	 	 	$	72.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	COOLER
	 	 	72	 	 	$	1.02	 	 	$	73.44	 
	SALT & PEPPER SHAKERS
	 	 	24	 	 	$	1.21	 	 	$	29.04	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACTIVITIES
	 	 	 	 	 	 	 	 	 	 	 	 
	WOOD ARM CHAIR
	 	 	4	 	 	$	1,482.00	 	 	$	5,928.00	 
	ACTIVITY TABLES
	 	 	2	 	 	$	537.00	 	 	$	1,074.00	 
	MALE CRICKET TABLE
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	FEMALE CRICKET TABLE
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	QUIET ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	1	 	 	$	925.00	 	 	$	925.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	582.25	 	 	$	1,164.50	 
	END TABLE
	 	 	2	 	 	$	160.00	 	 	$	320.00	 
	END TABLE LAMPS
	 	 	2	 	 	$	51.00	 	 	$	102.00	 
	THROW PILLOWS
	 	 	2	 	 	$	78.50	 	 	$	157.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACCESSORIES FOR COMMON SPACES
	 	 	 	 	 	 	 	 	 	$	1,200.00	 
	WINDOW TREATMENTS
	 	 	 	 	 	 	 	 	 	$	11,226.00	 
	ARTWORK
	 	 	 	 	 	 	 	 	 	$	1,932.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MODEL ROOMS
	 	 	 	 	 	 	 	 	 	 	 	 
	FURNITURE AND ACCESSORIES
	 	 	3	 	 	$	5,700.00	 	 	$	17,100.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MISCELLANEOUS ACCESSORIES AND GREENERY
	 	 	 	 	 	 	 	 	 	$	12,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMPUTER and PHONE EQUIPMENT
	 	 	 	 	 	 	 	 	 	$	45,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE FURNITURE AND PRIVATE DINING ROOM FURNITURE
	 	 	 	 	 	 	 	 	 	$	14,500.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SMALLWARES
	 	 	 	 	 	 	 	 	 	$	19,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE SUPPLIES
	 	 	 	 	 	 	 	 	 	$	5,500.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TV’S AND STEREO EQUIPMENT
	 	 	 	 	 	 	 	 	 	$	5,908.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAINTENANCE TOOLS
	 	 	 	 	 	 	 	 	 	$	1,700.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MEDICAL SUPPLIES
	 	 	 	 	 	 	 	 	 	$	2,300.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	$	342,083.37	 







 


 












 




Signature Senior Living Longview, TX




	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	KITCHEN EQUIPMENT
	 	 	 	 	 	 	 	 	 	 	 	 
	SHELVING,
WIRE 18"x24"
	 	 	4	 	 	$	46.82	 	 	$	187.28	 
	MOP SINK
	 	 	1	 	 	$	488.98	 	 	$	488.98	 
	CLEAN DISHTABLE
	 	 	1	 	 	$	168.36	 	 	$	168.36	 
	RACK, BRUSH/BROOM
	 	 	1	 	 	$	46.34	 	 	$	46.34	 
	FREEZER REACH-IN NO. 4-4070FR
	 	 	1	 	 	$	4,936.69	 	 	$	4,936.69	 
	SHELVING,
WIRE 21" x 48"
	 	 	8	 	 	$	137.63	 	 	$	1,101.04	 
	SLICER, FOOD
	 	 	1	 	 	$	1,676.92	 	 	$	1,676.92	 
	PREP/SERVING TABLE
	 	 	1	 	 	$	1,475.84	 	 	$	1,475.84	 
	DOUBLE OVERSHELF
	 	 	1	 	 	$	598.90	 	 	$	598.90	 
	TOASTER, POP-UP
	 	 	1	 	 	$	413.58	 	 	$	413.58	 
	CAN OPENER, MANUAL
	 	 	1	 	 	$	315.27	 	 	$	315.27	 
	BUFFET, HOT FOOD, ELECTRIC
	 	 	1	 	 	$	1,640.94	 	 	$	1,640.94	 
	PLATE DISPENSER, HEATED
	 	 	1	 	 	$	807.95	 	 	$	807.95	 
	EXHAUST HOOD
	 	 	1	 	 	$	10,802.80	 	 	$	10,802.80	 
	WALL PANELS
	 	 	1	 	 	$	406.80	 	 	$	406.80	 
	STEAMER, CONVECTION COUNTERTOP
	 	 	1	 	 	$	4,295.30	 	 	$	4,295.30	 
	CONVECTION OVEN, GAS
	 	 	1	 	 	$	4,334.85	 	 	$	4,334.85	 
	RANGE,
RESTAURANT, GAS, 48^
	 	 	1	 	 	$	5,021.27	 	 	$	5,021.27	 
	REFRIG... REACH-IN NO. 4-4020
	 	 	1	 	 	$	2,237.59	 	 	$	2,237.59	 
	ICE MAKER, CUBE-STYLE
	 	 	1	 	 	$	2,555.72	 	 	$	2,555.72	 
	BEVERAGE COUNTER
	 	 	1	 	 	$	813.60	 	 	$	813.60	 
	ICE & WATER UNIT, DROP-IN
	 	 	1	 	 	$	633.59	 	 	$	633.59	 
	OVEN, MICROWAVE
	 	 	1	 	 	$	491.06	 	 	$	491.06	 
	OVERSHELF WITH POTRACK
	 	 	1	 	 	$	226.00	 	 	$	226.00	 
	SOILED DISHTABLE
	 	 	1	 	 	$	1,409.30	 	 	$	1,409.30	 
	GLASS RACK SHELF
	 	 	1	 	 	$	248.60	 	 	$	248.60	 
	DISPOSER
	 	 	1	 	 	$	2,838.56	 	 	$	2,838.56	 
	CLEAN DISHTABLE
	 	 	1	 	 	$	2,342.05	 	 	$	2,342.05	 
	SINK, HAND
	 	 	2	 	 	$	239.53	 	 	$	479.06	 
	SHELVING, WIRE 24" x 36"
	 	 	4	 	 	$	201.47	 	 	$	805.88	 
	DISHWASHER RACK DOLLY
	 	 	3	 	 	$	96.62	 	 	$	289.86	 
	REFRIG... REACH-IN NO. 4-4070R
	 	 	1	 	 	$	3,888.31	 	 	$	3,888.31	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	ASSISTED LIVING
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RECEPTION
	 	 	 	 	 	 	 	 	 	 	 	 
	FRENCH HEPPLEWHITE SETTEE
	 	 	1	 	 	$	1,035.60	 	 	$	1,035.60	 
	END TABLE CHEST
	 	 	2	 	 	$	462.00	 	 	$	924.00	 
	TABLE LAMPS
	 	 	2	 	 	$	192.00	 	 	$	384.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	479.00	 	 	$	958.00	 
	OCCASIONAL TABLE
	 	 	1	 	 	$	408.00	 	 	$	408.00	 
	DEMILUNE CHEST
	 	 	1	 	 	$	732.00	 	 	$	732.00	 
	ROCKERS — FRONT ENTRY
	 	 	8	 	 	$	190.80	 	 	$	1,526.40	 
	THROW PILLOWS
	 	 	2	 	 	$	59.35	 	 	$	118.70	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LIVING/MEDIA
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	2	 	 	$	1,182.00	 	 	$	2,364.00	 
	COCKTAIL TABLE
	 	 	1	 	 	$	285.00	 	 	$	285.00	 
	END TABLES
	 	 	3	 	 	$	233.70	 	 	$	701.10	 
	TABLE LAMPS
	 	 	3	 	 	$	228.00	 	 	$	684.00	 
	ARM CHAIRS
	 	 	6	 	 	$	489.00	 	 	$	2,934.00	 
	DIGITAL PIANO
	 	 	1	 	 	$	1,400.00	 	 	$	1,400.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	789.00	 	 	$	1,578.00	 
	OTTOMANS
	 	 	2	 	 	$	315.00	 	 	$	630.00	 
	SIDE TABLES
	 	 	2	 	 	$	226.00	 	 	$	452.00	 
	CHEST
	 	 	1	 	 	$	500.00	 	 	$	500.00	 
	THROW PILLOWS
	 	 	4	 	 	$	109.00	 	 	$	436.00	 
	LUMBAR PILLOWS
	 	 	2	 	 	$	57.25	 	 	$	114.50	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	GAME TABLES
	 	 	3	 	 	$	768.00	 	 	$	2,304.00	 
	GAME CHAIRS
	 	 	12	 	 	$	230.00	 	 	$	2,760.00	 
	COMPUTER STATION CHAIRS
	 	 	2	 	 	$	230.00	 	 	$	460.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMMONS CORRIDOR
	 	 	 	 	 	 	 	 	 	 	 	 
	BENCH CUSHION
	 	 	1	 	 	$	294.00	 	 	$	294.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	CAFÉ/PARLOR
	 	 	 	 	 	 	 	 	 	 	 	 
	CAFÉ TABLES
	 	 	4	 	 	$	650.00	 	 	$	2,600.00	 
	CAFÉ WICKER CHAIRS
	 	 	14	 	 	$	322.80	 	 	$	4,519.20	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SCREEN PORCH
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEATS
	 	 	2	 	 	$	942.00	 	 	$	1,884.00	 
	CHAIRS
	 	 	2	 	 	$	310.80	 	 	$	621.60	 
	END TABLES
	 	 	2	 	 	$	241.20	 	 	$	482.40	 
	PLANTER
	 	 	1	 	 	$	376.56	 	 	$	376.56	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAIN DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	ARM CHAIRS
	 	 	46	 	 	$	311.89	 	 	$	14,347.00	 
	WOOD DINING TABLE
	 	 	1	 	 	$	1,200.00	 	 	$	1,200.00	 
	4 TOP SQUARE TABLES
	 	 	6	 	 	$	209.00	 	 	$	1,254.00	 
	2 TOP SQUARE TABLES
	 	 	5	 	 	$	209.00	 	 	$	1,045.00	 
	4 RECTANGULAR TABLES
	 	 	2	 	 	$	317.00	 	 	$	634.00	 
	PLACEMATS
	 	 	25	 	 	$	10.00	 	 	$	250.00	 
	TABLECLOTHS
	 	 	48	 	 	$	10.19	 	 	$	489.12	 
	CLOTH NAPKINS
	 	 	240	 	 	$	1.29	 	 	$	309.60	 
	DINNER PLATES
	 	 	144	 	 	$	6.08	 	 	$	875.52	 
	B&B PLAES
	 	 	144	 	 	$	4.21	 	 	$	606.24	 
	GRAPEFRUIT/SOUP BOWL
	 	 	144	 	 	$	4.00	 	 	$	576.00	 
	MUGS
	 	 	144	 	 	$	4.00	 	 	$	576.00	 
	STEAK KNIFES
	 	 	144	 	 	$	2.92	 	 	$	420.48	 
	DINNER KNIFES
	 	 	144	 	 	$	1.58	 	 	$	227.52	 
	DINNER FORK
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	SALAD FORK
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	TEASPOON
	 	 	144	 	 	$	0.67	 	 	$	96.48	 
	BOUILLON SPOON
	 	 	144	 	 	$	0.83	 	 	$	119.52	 
	JUICE GLASSES
	 	 	144	 	 	$	1.00	 	 	$	144.00	 
	COOLER
	 	 	144	 	 	$	1.02	 	 	$	146.88	 
	SALT & PEPPER SHAKERS
	 	 	24	 	 	$	1.21	 	 	$	29.04	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ACTIVITY ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LAMINATE TABLES
	 	 	4	 	 	$	208.00	 	 	$	832.00	 
	ACTIVITY CHAIRS
	 	 	13	 	 	$	105.00	 	 	$	1,365.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	GALLERY
	 	 	 	 	 	 	 	 	 	 	 	 
	HIGH BACK LOVESEAT
	 	 	2	 	 	$	807.50	 	 	$	1,615.00	 
	LEATHER BOX TABLE
	 	 	2	 	 	$	191.00	 	 	$	382.00	 
	WING CHAIRS
	 	 	2	 	 	$	560.00	 	 	$	1,120.00	 
	DRUM TABLES
	 	 	2	 	 	$	348.00	 	 	$	696.00	 
	CONSOLE CABINET
	 	 	2	 	 	$	644.00	 	 	$	1,288.00	 
	DECORATIVE MIRROR
	 	 	2	 	 	$	135.00	 	 	$	270.00	 
	TABLE LAMPS
	 	 	2	 	 	$	90.00	 	 	$	180.00	 
	PLANT STAND
	 	 	2	 	 	$	156.00	 	 	$	312.00	 
	SILK PLANTS
	 	 	2	 	 	$	198.00	 	 	$	396.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	RESIDENT CORRIDORS
	 	 	 	 	 	 	 	 	 	 	 	 
	METAL & GLASS CONSOLE
	 	 	1	 	 	$	514.00	 	 	$	514.00	 
	GOLD ACCENT LAMP
	 	 	1	 	 	$	179.00	 	 	$	179.00	 
	BENCH
	 	 	2	 	 	$	410.00	 	 	$	820.00	 
	CONSOLE TABLE
	 	 	1	 	 	$	410.00	 	 	$	410.00	 
	GREEN ACCENT LAMP
	 	 	1	 	 	$	156.00	 	 	$	156.00	 
	APOTHECARY CHEST
	 	 	1	 	 	$	595.00	 	 	$	595.00	 
	RUST ACCENT LAMP
	 	 	1	 	 	$	191.00	 	 	$	191.00	 
	BENCH WITH ARMS
	 	 	1	 	 	$	983.00	 	 	$	983.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SALON
	 	 	 	 	 	 	 	 	 	 	 	 
	SIDE TABLES
	 	 	2	 	 	$	318.00	 	 	$	636.00	 
	DRYER CHAIRS
	 	 	3	 	 	$	525.00	 	 	$	1,575.00	 
	STYLING/SHAMPOO CHAIR
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	SHAMPOO BOWL
	 	 	1	 	 	$	710.00	 	 	$	710.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	WELLNESS CENTER
	 	 	 	 	 	 	 	 	 	 	 	 
	EXAM ROOM STOOL
	 	 	1	 	 	$	95.00	 	 	$	95.00	 
	ARM CHAIR
	 	 	1	 	 	$	105.00	 	 	$	105.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	ARTWORK THROUGHOUT COMMON SPACES
	 	 	 	 	 	 	 	 	 	$	8,292.00	 
	ACCESSORIES
	 	 	 	 	 	 	 	 	 	$	6,000.00	 
	WINDOW TREATMENTS
	 	 	 	 	 	 	 	 	 	$	27,805.00	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	MEMORY CARE
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TV LOUNGE
	 	 	 	 	 	 	 	 	 	 	 	 
	CLUB CHAIRS
	 	 	4	 	 	$	502.00	 	 	$	2,008.00	 
	COFFEE TABLE
	 	 	1	 	 	$	1,104.00	 	 	$	1,104.00	 
	Entertainment Center
	 	 	1	 	 	$	1,200.00	 	 	$	1,200.00	 
	LUMBAR PILLOWS
	 	 	4	 	 	$	42.19	 	 	$	168.76	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	LIVING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	1	 	 	$	982.00	 	 	$	982.00	 
	LOUNGE CHAIR
	 	 	1	 	 	$	646.00	 	 	$	646.00	 
	OCCASIONAL TABLE
	 	 	1	 	 	$	267.00	 	 	$	267.00	 
	END TABLE LAMP
	 	 	1	 	 	$	143.00	 	 	$	143.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SNACK BAR
	 	 	 	 	 	 	 	 	 	 	 	 
	BAR CHAIRS
	 	 	5	 	 	$	273.00	 	 	$	1,365.00	 
	OUTDOOR CHAIRS
	 	 	2	 	 	$	120.00	 	 	$	240.00	 
	OUTDOOR END TABLE
	 	 	1	 	 	$	120.00	 	 	$	120.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	DINING ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	SQUARE TABLES
	 	 	4	 	 	$	228.00	 	 	$	912.00	 
	ROUND TABLES
	 	 	2	 	 	$	229.00	 	 	$	458.00	 
	DINING CHAIRS
	 	 	20	 	 	$	265.00	 	 	$	5,300.00	 
	SIDEBOARD W/MARBLE TOP
	 	 	1	 	 	$	2,689.00	 	 	$	2,689.00	 
	TABLECLOTHES
	 	 	24	 	 	$	9.42	 	 	$	226.08	 
	NAPKINS
	 	 	72	 	 	$	1.29	 	 	$	92.88	 
	DINNER PLATES
	 	 	48	 	 	$	6.08	 	 	$	291.84	 
	B&B PLAES
	 	 	48	 	 	$	4.21	 	 	$	202.08	 
	GRAPEFRUIT/SOUP BOWL
	 	 	48	 	 	$	4.00	 	 	$	192.00	 
	MUGS
	 	 	72	 	 	$	4.00	 	 	$	288.00	 
	STEAK KNIFES
	 	 	72	 	 	$	2.92	 	 	$	210.24	 
	DINNER KNIFES
	 	 	48	 	 	$	1.58	 	 	$	75.84	 
	DINNER FORK
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	SALAD FORK
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	TEASPOON
	 	 	48	 	 	$	0.67	 	 	$	32.16	 
	BOUILLON SPOON
	 	 	48	 	 	$	0.83	 	 	$	39.84	 
	JUICE GLASSES
	 	 	72	 	 	$	1.00	 	 	$	72.00	 
	COOLER
	 	 	72	 	 	$	1.02	 	 	$	73.44	 
	SALT & PEPPER SHAKERS
	 	 	24	 	 	$	1.21	 	 	$	29.04	 





 


 









 





	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	Quantity	 	 	Price	 	 	Total	 
	ACTIVITIES
	 	 	 	 	 	 	 	 	 	 	 	 
	WOOD ARM CHAIR
	 	 	4	 	 	$	1,482.00	 	 	$	5,928.00	 
	ACTIVITY TABLES
	 	 	2	 	 	$	537.00	 	 	$	1,074.00	 
	MALE CRICKET TABLE
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	FEMALE CRICKET TABLE
	 	 	1	 	 	$	696.00	 	 	$	696.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	QUIET ROOM
	 	 	 	 	 	 	 	 	 	 	 	 
	LOVESEAT
	 	 	2	 	 	$	925.00	 	 	$	1,850.00	 
	LOUNGE CHAIRS
	 	 	2	 	 	$	582.25	 	 	$	1,164.50	 
	END TABLE
	 	 	2	 	 	$	160.00	 	 	$	320.00	 
	END TABLE LAMPS
	 	 	2	 	 	$	51.00	 	 	$	102.00	 
	THROW PILLOWS
	 	 	2	 	 	$	78.50	 	 	$	157.00	 
	 
	 
	ACCESSORIES FOR COMMON SPACES
	 	 	 	 	 	 	 	 	 	$	1,200.00	 
	WINDOW TREATMENTS
	 	 	 	 	 	 	 	 	 	$	11,226.00	 
	ARTWORK
	 	 	 	 	 	 	 	 	 	$	1,932.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MODEL ROOMS
	 	 	 	 	 	 	 	 	 	 	 	 
	FURNITURE AND ACCESSORIES
	 	 	2	 	 	$	5,700.00	 	 	$	11,400.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MISCELLANEOUS ACCESSORIES AND GREENERY
	 	 	 	 	 	 	 	 	 	$	11,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	COMPUTER and PHONE EQUIPMENT
	 	 	 	 	 	 	 	 	 	$	45,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE FURNITURE AND PRIVATE DINING ROOM FURNITURE
	 	 	 	 	 	 	 	 	 	$	14,200.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	SMALLWARES
	 	 	 	 	 	 	 	 	 	$	19,000.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	OFFICE SUPPLIES
	 	 	 	 	 	 	 	 	 	$	5,500.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	TV’S AND STEREO EQUIPMENT
	 	 	 	 	 	 	 	 	 	$	5,908.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MAINTENANCE TOOLS
	 	 	 	 	 	 	 	 	 	$	1,700.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	MEDICAL SUPPLIES
	 	 	 	 	 	 	 	 	 	$	2,300.00	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	$	336,110.17	 







 


 











 





EXHIBIT E: DOCUMENTS TO BE DELIVERED




	 	 	 	 	 	 	 

	 	 	 	 	Entity Names as of August 3, 2010

	 
	Operator

	 	Capital Senior Living
	 	Parent
	 	Capital Senior Living Corporation
	Agreement

	 	Master Lease 2
	 	Tenant
	 	Capital Texas S, LLC
	Asset Manager

	 	DRR
	 	Subtenant
	 	See Exhibit C of Master Lease
	Fiscal Year End

	 	December 31
	 	Entity Guarantor
	 	Capital Senior Living Properties, Inc.







			 
	     Key	 	   signifies requirement is due during this month

E Received Electronically

P Received Paper Copy





	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	Jan	 	Feb	 	Mar	 	Apr	 	May	 	Jun	 	Jul	 	Aug	 	Sep	 	Oct	 	Nov	 	Dec
	Financial Statements

	1

	 	Annual Audited Parent Financial Statement — to be
delivered as soon as available but in no event later than
120 days from FYE	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	2

	 	Tenant’s Periodic Financial Statement (Quarterly) — to
be delivered as soon as available, but in no event later
than 45 days after quarter end	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	3

	 	Entity Guarantor’s Periodic Financial Statement
(Quarterly) — to be delivered as soon as available, but
in no event later than 45 days after quarter end	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	4

	 	Monthly Facility Financial Statements — to be delivered
as soon as available but in no event later than 30 days
from month end	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Census Data

	1

	 	Monthly Census Report including average patients per
day or total patients by payor type — to be delivered
with Facility Financial Statements	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	2

	 	Monthly Rent Roll upon HCN Request	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Budgets

	1

	 	Annual Facility Budget — to be delivered as soon as
available but in no event later than 30 days prior to FYE	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	2

	 	Annual Capital Expenditure Report — to be delivered as
soon as available but in no event later than 30 days
prior to fiscal year end	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Certifications

	1

	 	Quarterly financial certification — with delivery of
Tenant financial statements (Exhibit F)	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	2

	 	Annual Entity Guarantor’s Certificate (Exhibit G) —
with delivery of Entity Guarantor Statements	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	3

	 	Annual Facility Configuration Certification (Exhibit J)
— within 120 days of FYE	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Debt/Commitment Requirements

	1

	 	Quarterly evidence of covenant compliance for all
loans/commitments — to be delivered as soon as available
but in no event later than 45 days after quarter end	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	2

	 	Quarterly schedule of all loans including interest
rate, principal amounts, maturity dates and lender name —
to be delivered as soon as available but in no event
later than 45 days after quarter end	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	3

	 	Annual Debt Maturity Schedule — to be delivered as soon
as available but in no event later than 90 days after
fiscal year end	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Other Documents

	1

	 	Certificate of Insurance Renewal	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	2

	 	Evidence of Annual Licensure Renewal	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	3

	 	Set up quarterly variance call upon the request of
HCN	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	4

	 	Copies of all Management Letters as well as adjustments
made by Management and those made at the Advice of an
Independent Auditor — to be delivered as soon as
available, but in no event later than with the delivery
of the Audit (Upon HCN Request)	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	5

	 	Updates to Operator Profile (Semi Annual)	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	6

	 	State and Federal Health Survey Reports for each
Facility	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	7

	 	Monthly management reports showing the number of
inquiries, rental applications received, deposits
received, and an accounting of all security deposits
(upon request by servicer of the Freddie Mac debt)	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Documents to be Delivered in the Event of Default

	1

	 	security deposit report (resident name, date of move-in) with a monthly update
	 	Not Applicable
	2

	 	report accounting for all resident trust funds,
including trust fund deposit bank accounts	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	3

	 	a schedule and copies of any equipment, leases and
financings	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	4

	 	a schedule of all utility providers and utility deposits	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	5

	 	list of all rent concessions	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	6

	 	a copy of each private pay resident’s occupancy
agreement and each Facility’s form of agreement	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	7

	 	a schedule of employee vacation and sick days	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	8

	 	employee policies and procedures handbook, including
employee benefits (due on or before 3/31 of each year)	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 






 









 








EXHIBIT F: FINANCIAL CERTIFICATION



Report Period: Commencing                                          and ending                          
                                   





			
	Lease:	 	Master Lease (“Lease”) made by certain Affiliates of Health Care REIT, Inc. (collectively called
“Landlord”) to Capital Texas S, LLC (“Tenant”)





I hereby certify to Landlord as of the date stated below as follows:



1. The attached [specify audited or unaudited and annual or
quarterly, and if consolidated, so state] financial statements of [fill
in entity name] [i] have been prepared in accordance with generally accepted accounting
principles consistently applied; [ii] have been prepared in a manner substantially consistent with
prior financial statements submitted to Landlord; and [iii] fairly present the financial condition
and performance of                            
                         
in all material respects.



2. The attached Quarterly Facility Accounts Receivable and Accounts Payable Aging Reports for
the Report Period are complete, true and accurate and have been prepared in a manner substantially
consistent with prior schedules submitted to Landlord. Tenant has [OR has not] maintained the
Portfolio Coverage Ratio and minimum Net Worth for the Report Period as required under the Lease.



3. To the best of my knowledge, Tenant was in compliance with all of the provisions of the
Lease and all other documents executed by Tenant in connection with the Lease at all times during
the Report Period, and no default, or any event which with the passage of time or the giving of
notice or both would constitute a default, has occurred under the Lease, except for the following:
                    
                    
                    
                  
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    
                    .



Executed this
                    
day of                     
                    ,
                    .




	 	 	 	 	 	 	 

	 	 	 	 	 
	 

	 	Name:	 	 	 	 
	 

	 	 	 	 

	 	 
	 

	 	Title:	 	 	 	 
	 

	 	 	 	 	 	 






 











 





QUARTERLY FACILITY ACCOUNTS RECEIVABLE AGING REPORT]





	11/5/2009 4:12:27 PM	AR Aging Report	 	Page 1	 







For Ames

Aged By Transaction Date. Aging Date: 10/31/2009

Transactions thru 10/31/2009; Entry dates thru 11/02/2009 23:59

Sorted by Resident Name and Payer and Admission; Summarized by Admission     
       * — Resident has been discharged.




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Resident/Adm ID	 	Payer	 	Total	 	 	Current	 	 	32+ Days	 	 	62+ Days	 	 	93+ Days	 	 	124+ Days	 	 	154+ Days	 	 	A.D.O.	 
	Allee, Helen (12185AL)
	 	Private Pay (PPAL)	 	 	108.50	 	 	 	4,133.50	 	 	 	0.00	 	 	 	4,025.00	CR	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	57	 
	Allee, Helen Totals:
	 	 	 	 	108.50	 	 	 	4,133.50	 	 	 	0.00	 	 	 	4,025.00	CR	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Baker, Cora (11314AL)
	 	Private Pay (PPAL)	 	 	387.00	 	 	 	387.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Baker, Cora Totals:
	 	 	 	 	387.00	 	 	 	387.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Bergman, Helen (11269AL)
	 	Private Pay (PPAL)	 	 	341.00	 	 	 	341.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Bergman, Helen Totals:
	 	 	 	 	341.00	 	 	 	341.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Bie, Helen (13437AL)
	 	Private Pay (PPAL)	 	 	1,515.30	 	 	 	3,935.30	 	 	 	2,420.00	CR	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	22	 
	Bie, Helen Totals:
	 	 	 	 	1,515.30	 	 	 	3,935.30	 	 	 	2,420.00	CR	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Borts, Molly (11278AL)
	 	Iowa Medicaid (IA MCD)	 	 	1,117.00	 	 	 	1,117.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	30	 
	Borts, Molly (11278AL)
	 	Private Pay (PPAL)	 	 	16.95	 	 	 	16.95	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Borts, Molly Totals:
	 	 	 	 	1,133.95	 	 	 	1,133.95	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Branon, Helen (11317AL)
	 	Private Pay (PPAL)	 	 	506.40	 	 	 	506.40	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Branon, Helen Totals:
	 	 	 	 	506.40	 	 	 	506.40	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Carothers, Alice Jane (11324AL)
	 	Private Pay (PPAL)	 	 	15.00	 	 	 	15.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Carothers, Alice Jane Totals:
	 	 	 	 	15.00	 	 	 	15.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Charles, Don (11322AL)
	 	Private Pay (PPAL)	 	 	10.00	 	 	 	10.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Charles, Don Totals:
	 	 	 	 	10.00	 	 	 	10.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Conkin, Bessie (11286AL)
	 	Private Pay (PPAL)	 	 	108.50	 	 	 	108.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Conkin, Bessie Totals:
	 	 	 	 	108.50	 	 	 	108.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Crim, Mildred (11301AL)
	 	Private Pay (PPAL)	 	 	97.50	 	 	 	97.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Crim, Mildred Totals:
	 	 	 	 	97.50	 	 	 	97.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Eichler, Maxine (11284AL)
	 	Private Pay (PPAL)	 	 	108.50	 	 	 	108.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Eichler, Maxine Totals:
	 	 	 	 	108.50	 	 	 	108.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Fisher, Della (11319AL)
	 	Private Pay (PPAL)	 	 	128.50	 	 	 	128.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Fisher, Della Totals:
	 	 	 	 	128.50	 	 	 	128.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Godsey, Mary (11305AL)
	 	Private Pay (PPAL)	 	 	108.50	 	 	 	108.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Godsey, Mary Totals:
	 	 	 	 	108.50	 	 	 	108.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Gogerty, Ruth (11306AL)
	 	Private Pay (PPAL)	 	 	133.90	 	 	 	133.90	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Gogerty, Ruth Totals:
	 	 	 	 	133.90	 	 	 	133.90	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Grabau, Ruth (11292AL)
	 	Private Pay (PPAL)	 	 	681.00	 	 	 	681.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	16	 
	Grabau, Ruth Totals:
	 	 	 	 	681.00	 	 	 	681.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Haugsted, Clarence (11275AL)
	 	Private Pay (PPAL)	 	 	297.50	 	 	 	297.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Haugsted, Clarence Totals:
	 	 	 	 	297.50	 	 	 	297.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Hendershot, James (11315AL)
	 	Private Pay (PPAL)	 	 	223.55	 	 	 	223.55	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Hendershot, James Totals:
	 	 	 	 	223.55	 	 	 	223.55	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 






 


 









 





	11/5/2009  4:12:27 PM	AR Aging Report	 	Page 2	 





	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Resident/Adm ID	 	Payer	 	Total	 	 	Current	 	 	32+ Days	 	 	62+ Days	 	 	93+ Days	 	 	124+ Days	 	 	154+ Days	 	 	A.D.O.	 
	Horner, Norma (11320AL)
	 	Private Pay (PPAL)	 	 	208.50	 	 	 	208.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Horner, Norma Totals:
	 	 	 	 	208.50	 	 	 	208.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Jehu, Virginia (11285AL)
	 	Private Pay (PPAL)	 	 	1,070.10	 	 	 	1,070.10	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Jehu, Virginia Totals:
	 	 	 	 	1,070.10	 	 	 	1,070.10	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Johnson, Betty (11495AL)
	 	Private Pay (PPAL)	 	 	10.00	 	 	 	10.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Johnson, Betty Totals:
	 	 	 	 	10.00	 	 	 	10.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Jones, Margaret (14412AL)
	 	Private Pay (PPAL)	 	 	3,031.50	CR	 	 	3,031.50	CR	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	1	 
	Jones, Margaret Totals:
	 	 	 	 	3,031.50	CR	 	 	3,031.50	CR	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Keenan, Betty (11318AL)
	 	Private Pay (PPAL)	 	 	532.50	 	 	 	532.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Keenan, Betty Totals:
	 	 	 	 	532.50	 	 	 	532.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Kleppin, Fred (11310AL)
	 	Private Pay (PPAL)	 	 	11.00	 	 	 	11.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Kleppin, Fred Totals:
	 	 	 	 	11.00	 	 	 	11.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Knudson, Edna (11283AL)
	 	Private Pay (PPAL)	 	 	75.50	 	 	 	75.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	15	 
	Knudson, Edna Totals:
	 	 	 	 	75.50	 	 	 	75.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Koenig, Bernice (13007AL)
	 	Private Pay (PPAL)	 	 	318.50	 	 	 	318.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	23	 
	Koenig, Bernice Totals:
	 	 	 	 	318.50	 	 	 	318.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Larkins, Fay (11298AL)
	 	Private Pay (PPAL)	 	 	15.80	 	 	 	15.80	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Larkins, Fay Totals:
	 	 	 	 	15.80	 	 	 	15.80	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Lewis, Ron (11277AL)
	 	Private Pay (PPAL)	 	 	72.00	 	 	 	72.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	19	 
	Lewis, Ron Totals:
	 	 	 	 	72.00	 	 	 	72.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Maroney, Dorothy (11313AL)
	 	Private Pay (PPAL)	 	 	2.60	 	 	 	2.60	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Maroney, Dorothy Totals:
	 	 	 	 	2.60	 	 	 	2.60	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	McHone, Clita (11279AL)
	 	Private Pay (PPAL)	 	 	108.50	 	 	 	108.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	McHone, Clita Totals:
	 	 	 	 	108.50	 	 	 	108.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Minkler, Marcus (11312AL)
	 	Private Pay (PPAL)	 	 	65.50	 	 	 	65.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Minkler, Marcus Totals:
	 	 	 	 	65.50	 	 	 	65.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Oregon, Beverly (11593AL)
	 	Private Pay (PPAL)	 	 	186.00	 	 	 	186.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Oregon, Beverly Totals:
	 	 	 	 	186.00	 	 	 	186.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Pearey, Lenore (11287AL)
	 	Private Pay (PPAL)	 	 	456.55	 	 	 	456.55	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	11	 
	Pearey, Lenore Totals:
	 	 	 	 	456.55	 	 	 	456.55	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Pederson, Harvey (11309AL)
	 	Private Pay (PPAL)	 	 	22.00	 	 	 	22.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Pederson, Harvey Totals:
	 	 	 	 	22.00	 	 	 	22.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Peterson, Orpha (11280AL)
	 	Private Pay (PPAL)	 	 	144.50	 	 	 	144.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Peterson, Orpha Totals:
	 	 	 	 	144.50	 	 	 	144.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Petrich, Anna (11316AL)
	 	Private Pay (PPAL)	 	 	120.35	 	 	 	120.35	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Petrich, Anna Totals:
	 	 	 	 	120.35	 	 	 	120.35	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Pompe, Betty (13067AL)
	 	Private Pay (PPAL)	 	 	108.50	 	 	 	108.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Pompe, Betty Totals:
	 	 	 	 	108.50	 	 	 	108.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Posegate, Bernard (11296AL)
	 	Private Pay (PPAL)	 	 	150.50	 	 	 	150.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Posegate, Bernard Totals:
	 	 	 	 	150.50	 	 	 	150.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Riley, Larry (11293AL)
	 	Private Pay (PPAL)	 	 	459.30	 	 	 	459.30	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Riley, Larry Totals:
	 	 	 	 	459.30	 	 	 	459.30	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 







 


2











 





	 	 	 	 	 
	11/5/2009 4:12:27 PM

	 	AR Aging Report
	 	Page 3






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Resident/Adm ID	 	Payer	 	Total	 	 	Current	 	 	32+ Days	 	 	62+ Days	 	 	93+ Days	 	 	124+ Days	 	 	154+ Days	 	 	A.D.O.	 
	Ross, Irene (Ames) (11299AL)
	 	Private Pay (PPAL)	 	 	113.55	 	 	 	113.55	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Ross, Irene (Ames) Totals:
	 	 	 	 	113.55	 	 	 	113.55	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Schultz, Elizabeth (13426AL)
	 	Private Pay (PPAL)	 	 	687.80	 	 	 	3,410.30	 	 	 	2,722.50	CR	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	24	 
	Schultz, Elizabeth Totals:
	 	 	 	 	687.80	 	 	 	3,410.30	 	 	 	2,722.50	CR	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Shannon, Violet (11300AL)
	 	Private Pay (PPAL)	 	 	829.00	 	 	 	829.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Shannon, Violet Totals:
	 	 	 	 	829.00	 	 	 	829.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Skare, Doris (11281AL)
	 	Iowa Medicaid (IA MCD)	 	 	2,286.42	 	 	 	2,143.75	CR	 	 	448.86	CR	 	 	3,025.00	 	 	 	1,854.03	 	 	 	0.00	 	 	 	0.00	 	 	 	71	 
	Skare, Doris (11281AL)
	 	Private Pay (PPAL)	 	 	1,630.53	CR	 	 	2,147.55	 	 	 	1,100.95	 	 	 	3,025.00	CR	 	 	1,854.03	CR	 	 	0.00	 	 	 	0.00	 	 	 	66	 
	Skare, Doris Totals:
	 	 	 	 	655.89	 	 	 	3.80	 	 	 	652.09	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Testori, Margaret (11321AL)
	 	Private Pay (PPAL)	 	 	389.00	 	 	 	389.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Testori, Margaret Totals:
	 	 	 	 	389.00	 	 	 	389.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Toporek, Walter (11303AL)
	 	Private Pay (PPAL)	 	 	159.45	 	 	 	159.45	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Toporek, Walter Totals:
	 	 	 	 	159.45	 	 	 	159.45	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Uthe, Marie (11274AL)
	 	Private Pay (PPAL)	 	 	112.00	 	 	 	112.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Uthe, Marie Totals:
	 	 	 	 	112.00	 	 	 	112.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Voelker, Don (11290AL)
	 	Private Pay (PPAL)	 	 	326.50	 	 	 	326.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	16	 
	Voelker, Don Totals:
	 	 	 	 	326.50	 	 	 	326.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Von Ah, Albert (13053AL)
	 	Private Pay (PPAL)	 	 	108.50	 	 	 	108.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Von Ah, Albert Totals:
	 	 	 	 	108.50	 	 	 	108.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Voss, Regis (11294AL)
	 	Private Pay (PPAL)	 	 	108.50	 	 	 	108.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Voss, Regis Totals:
	 	 	 	 	108.50	 	 	 	108.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Webb, Evelyn (11289AL)
	 	Private Pay (PPAL)	 	 	4,280.15	 	 	 	2,872.35	 	 	 	1,407.80	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	28	 
	Webb, Evelyn Totals:
	 	 	 	 	4,280.15	 	 	 	2,872.35	 	 	 	1,407.80	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Webster, Donna (13436AL)
	 	Private Pay (PPAL)	 	 	673.00	 	 	 	3,365.00	 	 	 	2,692.00	CR	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	32	 
	Webster, Donna Totals:
	 	 	 	 	673.00	 	 	 	3,365.00	 	 	 	2,692.00	CR	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Wessman, Geraldine (11273AL)
	 	Private Pay (PPAL)	 	 	414.80	 	 	 	414.80	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Wessman, Geraldine Totals:
	 	 	 	 	414.80	 	 	 	414.80	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Woster, Bernetta (11297AL)
	 	Private Pay (PPAL)	 	 	195.50	 	 	 	195.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	9	 
	Woster, Bernetta Totals:
	 	 	 	 	195.50	 	 	 	195.50	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	AL — AME Totals:
	 	 	 	 	16,064.94	 	 	 	25,864.55	 	 	 	5,774.61	CR	 	 	4,025.00	CR	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Henze, Irma (14296WL)
	 	Private Pay (PPAL)	 	 	500.00	CR	 	 	500.00	CR	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	8	 
	Henze, Irma Totals:
	 	 	 	 	500.00	CR	 	 	500.00	CR	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Hodnefield, Lillian (11581WL)
	 	Private Pay (PPAL)	 	 	500.00	CR	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	500.00	CR	 	 	0.00	 	 	 	123	 
	Hodnefield, Lillian Totals:
	 	 	 	 	500.00	CR	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	500.00	CR	 	 	0.00	 	 	 	 	 
	Huzzy, Eileen (11582WL)
	 	Private Pay (PPAL)	 	 	500.00	CR	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	500.00	CR	 	 	0.00	 	 	 	123	 
	Huzzy, Eileen Totals:
	 	 	 	 	500.00	CR	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	500.00	CR	 	 	0.00	 	 	 	 	 
	Thousand, Chuck (11580WL)
	 	Private Pay (PPAL)	 	 	500.00	CR	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	500.00	CR	 	 	0.00	 	 	 	123	 
	Thousand, Chuck Totals:
	 	 	 	 	500.00	CR	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	500.00	CR	 	 	0.00	 	 	 	 	 
	WL — AME Totals:
	 	 	 	 	2,000.00	CR	 	 	500.00	CR	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	1,500.00	CR	 	 	0.00	 	 	 	 	 
	Grand Totals
	 	 	 	 	14,064.94	 	 	 	25,364.55	 	 	 	5,774.61	CR	 	 	4,025.00	CR	 	 	0.00	 	 	 	1,500.00	CR	 	 	0.00	 	 	 	 	 





 

3









 





	 	 	 	 	 
	11/5/2009  4:12:27
PM

	 	AR Aging Report — Payer Summary
	 	Page 4






	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Payer	 	Total	 	 	Current	 	 	32+ Days	 	 	62+ Days	 	 	93+ Days	 	 	124+ Days	 	 	154+ Days	 	 	A.D.O.	 
	Payer Totals:
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Private Pay (PPAL)
	 	 	10,661.52	 	 	 	26,391.30	 	 	 	5,325.75	CR	 	 	7,050.00	CR	 	 	1,854.03	CR	 	 	1,500.00	CR	 	 	0.00	 	 	 	75	 
	1 Private Pay Totals
	 	 	10,661.52	 	 	 	26,391.30	 	 	5,325.75	CR	 	7,050.00	CR	 	1,854.03	CR	 	1,500.00	CR	 	 	0.00	 	 	 	 	 
	Iowa Medicaid (IA MCD)
	 	 	3,403.42	 	 	 	1,026.75	CR	 	448.86	CR	 	 	3,025.00	 	 	 	1,854.03	 	 	 	0.00	 	 	 	0.00	 	 	 	72	 
	Medicaid Totals
	 	 	3,403.42	 	 	1,026.75	CR	 	448.86	CR	 	 	3,025.00	 	 	 	1,854.03	 	 	 	0.00	 	 	 	0.00	 	 	 	 	 
	Payer Totals:
	 	 	14,064.94	 	 	 	25,364.55	 	 	5,774.61	CR	 	4,025.00	CR	 	 	0.00	 	 	1,500.00	CR	 	 	0.00	 	 	 	 	 
	Grand Totals
	 	 	14,064.94	 	 	 	25,364.55	 	 	5,774.61	CR	 	4,025.00	CR	 	 	0.00	 	 	1,500.00	CR	 	 	0.00	 	 	 	 	 





...End Of Report



 

4











 




QUARTERLY FACILITY ACCOUNTS PAYABLE AGING REPORT



 


					
	 Report ID: APY 1406
	 	People Soft Accounts Payable
	 	Page No. 1
Run Date 1/6/2010
Run Time 9:43:56 AM







PAYABLES OPEN LIABILITY REPORT

As of Accounting Date: 12/31/2009


Liability: Only Recorded Liability

Prepayment: Not Included

Unmatured Draft Payment: Not Included

Available Discount: Not Included

Currency: Base Currency

Vendor: Invoice Vendor




	 	 	 	 	 	 	 	 	 	 	 
	Group by:

	 	BUSINESS UNIT
	 	J1203
	 	Waterford at Roxbury Park
	 	Business Unit Option:
	 	Value
	Base Currency:

	 	 	 	USD
	 	 	 	Vendor Option:
	 	Select All
	Detail Report
	 	 	 	 	 	 	 	 	 	 






Vendor          SHARE 0000006849          Abe’s Trash Service Inc.



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00003173	 	378567
	 	 	12/25/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	163.96	 	 	 	163.96	 
	Total for        Vendor               SHARE 0000006849             Abe’s Trash Service Inc.	 	 	163.96	 	 	 	163.96	 






Vendor          SHARE 0000006894          McKesson Medical Surgical




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00001670	 	ck#2784 dup pymt 1/23/08
	 	 	12/31/2008	 	 	 	1/7/2009	 	 	 	12/31/2008	 	 	Credit	 	 	-107.54	 	 	 	-107.54	 
	00001679	 	ck#2806 dup pymt 1/24/08
	 	 	12/31/2008	 	 	 	1/7/2009	 	 	 	12/31/2008	 	 	Credit	 	 	-153.68	 	 	 	-153.68	 
	00003072	 	91360790
	 	 	11/18/2009	 	 	 	11/30/2009	 	 	 	11/30/2009	 	 	Invoice	 	 	89.67	 	 	 	89.67	 
	Total for        Vendor               SHARE 0000006894             McKesson Medical Surgical	 	 	-171.55	 	 	 	-171.55	 






Vendor          SHARE 0000006895          Memories By-Design




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00003174	 	12182009
	 	 	12/18/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	26.75	 	 	 	26.75	 
	Total for        Vendor               SHARE 0000006895             Memories By-Design	 	 	26.75	 	 	 	26.75	 






Vendor          SHARE 0000006896          Metropolitan Utilities District




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00003197	 	12182009
	 	 	12/18/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	31.49	 	 	 	31.49	 
	00003198	 	12182009-2
	 	 	12/18/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	1,119.78	 	 	 	1,119.78	 
	Total for        Vendor               SHARE 0000006896             Metropolitan Utilities District	 	 	1,151.27	 	 	 	1,151.27	 





 


 









 





					
	Report ID: APY 1406
	 	People Soft Accounts Payable
	 	Page No. 2
	 
	 	 	 	Run Date 1/6/2010
	 
	 	 	 	Run Time 9:43:56 AM






PAYABLES OPEN LIABILITY REPORT

As of Accounting Date: 12/31/2009


Liability: Only Recorded Liability

Prepayment: Not Included

Unmatured Draft Payment: Not Included

Available Discount: Not Included

Currency: Base Currency

Vendor: Invoice Vendor




	 	 	 	 	 	 	 	 	 	 	 
	Group by:

	 	BUSINESS UNIT
	 	J1203
	 	Waterford at Roxbury Park
	 	Business Unit Option:
	 	Value
	Base Currency:

	 	 	 	USD
	 	 	 	Vendor Option:
	 	Select All
	Detail Report
	 	 	 	 	 	 	 	 	 	 






Vendor          SHARE 0000007870          Accurate Testing




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00001681	 	ck#2809 dup pymt 1/24/08
	 	 	12/31/2008	 	 	 	1/7/2009	 	 	 	12/31/2008	 	 	Credit	 	 	-100.00	 	 	 	-100.00	 
	Total for        Vendor               SHARE 0000007870             Accurate Testing	 	 	-100.00	 	 	 	-100.00	 






Vendor          SHARE 0000007875          ADP Inc.



	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00001672	 	ck#2787 dup pymt 1/23/08
	 	 	12/31/2008	 	 	 	1/7/2009	 	 	 	12/31/2008	 	 	Credit	 	 	-108.43	 	 	 	-108.43	 
	00001682	 	ck#2810 dup pymt 1/24/08
	 	 	12/31/2008	 	 	 	1/7/2009	 	 	 	12/31/2008	 	 	Credit	 	 	-110.12	 	 	 	-110.12	 
	00002160	 	400112826
	 	 	4/10/2009	 	 	 	4/28/2009	 	 	 	4/30/2009	 	 	Invoice	 	 	114.78	 	 	 	114.78	 
	00003182	 	400418832
	 	 	12/18/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	139.85	 	 	 	139.85	 
	Total for        Vendor               SHARE 0000007875             ADP Inc.	 	 	36.08	 	 	 	36.08	 






Vendor          SHARE 0000007931          Bag ‘N Save




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00003187	 	43081
	 	 	12/28/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	34.22	 	 	 	34.22	 
	00003188	 	43072
	 	 	12/19/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	5.70	 	 	 	5.70	 
	00003189	 	43085
	 	 	12/28/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	10.38	 	 	 	10.38	 
	00003190	 	43080
	 	 	12/26/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	44.55	 	 	 	44.55	 
	00003192	 	43073
	 	 	12/21/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	22.84	 	 	 	22.84	 
	00003194	 	43075
	 	 	12/22/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	7.98	 	 	 	7.98	 
	00003196	 	43078
	 	 	12/23/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	8.54	 	 	 	8.54	 
	Total for        Vendor               SHARE 0000007931             Bag ‘N Save	 	 	134.21	 	 	 	134.21	 







 


2











 





	 	 	 	 	 	 	 	 	 
	Report ID: APY 1406

	 	People Soft Accounts Payable
	 	Page No.
	 	3	 
	 

	 	 	 	Run Date
	 	1/6/2010	 
	 

	 	 	 	Run Time
	 	9:43:56 AM







PAYABLES OPEN LIABILITY REPORT

As of Accounting Date: 12/31/2009




Liability: Only Recorded Liability

Prepayment: Not Included

Unmatured Draft Payment: Not Included

Available Discount: Not Included

Currency: Base Currency

Vendor: Invoice Vendor




	 	 	 	 	 	 	 	 	 	 	 
	Group by:

	 	BUSINESS UNIT
	 	J1203
	 	Waterford at Roxbury Park
	 	Business Unit Option:
	 	Value
	Base Currency:

	 	 	 	USD
	 	 	 	Vendor Option:
	 	Select All
	Detail Report
	 	 	 	 	 	 	 	 	 	 






Vendor          SHARE 0000007955          Briggs Corporation




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00001683	 	ck#2812 dup pymt 1/24/08
	 	 	12/31/2008	 	 	 	1/7/2009	 	 	 	12/31/2008	 	 	Credit	 	 	-224.92	 	 	 	-224.92	 
	00002017	 	4519908
	 	 	3/18/2009	 	 	 	3/24/2009	 	 	 	3/27/2009	 	 	Invoice	 	 	10.13	 	 	 	10.13	 
	Total for        Vendor               SHARE 0000007955             Briggs Corporation	 	 	-214.79	 	 	 	-214.79	 






Vendor          SHARE 0000007981          Choice Electric




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00001684	 	ck#2813 dup pymt 1/24/08
	 	 	12/31/2008	 	 	 	1/7/2009	 	 	 	12/31/2008	 	 	Credit	 	 	-426.40	 	 	 	426.40	 
	Total for        Vendor               SHARE 0000007981             Choice Electric	 	 	-426.40	 	 	 	-426.40	 






Vendor          SHARE 0000008062          Ecolab




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00003203	 	1109913
	 	 	12/20/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	619.71	 	 	 	619.71	 
	Total for        Vendor               SHARE 0000008062             Ecolab	 	 	619.71	 	 	 	619.71	 






Vendor          SHARE 0000009110          Grainger




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00001686	 	ck#2818 dup pymt 1/24/08
	 	 	12/31/2008	 	 	 	1/7/2009	 	 	 	12/31/2008	 	 	Credit	 	 	-35.64	 	 	 	-35.64	 
	Total for        Vendor               SHARE 0000008110             Grainger	 	 	-35.64	 	 	 	-35.64	 





Vendor          SHARE [ILLEGIBLE]          [ILLEGIBLE]




 


3









 





	 	 	 	 	 	 	 
	Report ID: APY 1406
	 	People Soft Accounts Payable	 	Page No.	 	4
	 
	 	 	 	Run Date	 	1/6/2010
	 
	 	 	 	Run Time	 	9:43:56 AM






PAYABLES OPEN LIABILITY REPORT

As of Accounting Date: 12/31/2009




Liability: Only Recorded Liability

Prepayment: Not Included

Unmatured Draft Payment: Not Included

Available Discount: Not Included

Currency: Base Currency

Vendor: Invoice Vendor




	 	 	 	 	 	 	 	 	 	 	 
	Group by:

	 	BUSINESS UNIT
	 	J1203
	 	Waterford at Roxbury Park
	 	 Business Unit Option:
	 	Value
	Base Currency:

	 	 	 	USD
	 	 	 	Vendor Option:
	 	Select All
	Detail Report
	 	 	 	 	 	 	 	 	 	 






Vendor          SHARE 0000008144          Hy-Vee




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00003201	 	122209
	 	 	12/22/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	4.63	 	 	 	4.63	 
	Total for        Vendor               SHARE 0000008144             Hy-Vee	 	 	4.63	 	 	 	4.63	 





Vendor          SHARE 0000008151          Imagistics International, Inc.




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00003177	 	649828
	 	 	12/29/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	105.46	 	 	 	105.46	 
	Total for        Vendor               SHARE 0000008151             Imagistics International, Inc.	 	 	105.46	 	 	 	105.46	 






Vendor          SHARE 0000008180          Johnstone Supply




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00003176	 	008397
	 	 	12/21/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	65.05	 	 	 	65.05	 
	Total for        Vendor               SHARE 0000008180             Johnstone Supply	 	 	65.05	 	 	 	65.05	 






Vendor          SHARE 0000008211          Lowes




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00002924	 	10022009
	 	 	10/2/2009	 	 	 	10/28/2009	 	 	 	10/30/2009	 	 	Credit	 	 	-7.54	 	 	 	-7.54	 
	Total for        Vendor               SHARE 0000008211             Lowes	 	 	-7.54	 	 	 	-7.54	 





Vendor          SHARE 0000008259          Nebraska State Patrol





 


4











 




					
	Report ID: APY 1406
	 	People Soft Accounts Payable
	 	Page No. 5
	 
	 	 	 	Run Date 1/6/2010
	 
	 	 	 	Run Time 9:43:56 AM






PAYABLES OPEN LIABILITY REPORT

As of Accounting Date: 12/31/2009


Liability: Only Recorded Liability

Prepayment: Not Included

Unmatured Draft Payment: Not Included

Available Discount: Not Included

Currency: Base Currency

Vendor: Invoice Vendor




	 	 	 	 	 	 	 	 	 	 	 
	Group by:

	 	BUSINESS UNIT
	 	J1203
	 	Waterford at Roxbury Park
	 	Business Unit Option:
	 	Value
	Base Currency:

	 	 	 	USD
	 	 	 	Vendor Option:
	 	Select All
	Detail Report
	 	 	 	 	 	 	 	 	 	 






Vendor          SHARE 0000008259          Nebraska State Patrol




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00001687	 	ck#2825 dup pymt 1/24/08
	 	 	12/31/2008	 	 	 	1/7/2009	 	 	 	12/31/2008	 	 	Credit	 	 	-30.00	 	 	 	-30.00	 
	00003107	 	12032009
	 	 	12/3/2009	 	 	 	12/11/2009	 	 	 	12/11/2009	 	 	Invoice	 	 	15.00	 	 	 	15.00	 
	Total for        Vendor               SHARE 0000008259             Nebraska State Patrol	 	 	-15.00	 	 	 	-15.00	 






Vendor          SHARE
0000008270          Nobbies, Inc.




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00003168	 	29599
	 	 	12/20/2009	 	 	 	12/22/2009	 	 	 	12/25/2009	 	 	Credit	 	 	-74.65	 	 	 	-74.65	 
	Total for        Vendor               SHARE 0000008270             Nobbies, Inc.	 	 	 	 	-74.65	 	 	 	-74.65	 






Vendor          SHARE 0000008329          Roberts Dairy




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00003200	 	31535
	 	 	12/23/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	161.67	 	 	 	161.67	 
	Total for        Vendor               SHARE 0000008329             Roberts Dairy	 	 	 	 	161.67	 	 	 	161.67	 






Vendor          SHARE
0000008340          Rotella’s
Italian Bakery, Inc.




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00003191	 	116920
	 	 	12/28/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	20.89	 	 	 	20.88	 
	00003193	 	112856
	 	 	12/21/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	20.89	 	 	 	20.89	 
	00003195	 	115174
	 	 	12/24/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	23.57	 	 	 	23.57	 
	Total for        Vendor               SHARE 0000008340             Rotella’s Italian Bakery, Inc.	65.35	 	 	 	65.35	 





 


5









 




					
	Report ID: APY 1406
	 	People Soft Accounts Payable
	 	Page No. 6
	 
	 	 	 	Run Date 1/6/2010
	 
	 	 	 	Run Time 9:43:56 AM






PAYABLES OPEN LIABILITY REPORT

As of Accounting Date: 12/31/2009


Liability: Only Recorded Liability

Prepayment: Not Included

Unmatured Draft Payment: Not Included

Available Discount: Not Included

Currency: Base Currency

Vendor: Invoice Vendor




	 	 	 	 	 	 	 	 	 	 	 
	Group by:

	 	BUSINESS UNIT
	 	J1203
	 	Waterford at Roxbury Park
	 	Business Unit Option:
	 	Value
	Base Currency:

	 	 	 	USD
	 	 	 	Vendor Option:
	 	Select All
	Detail Report
	 	 	 	 	 	 	 	 	 	 






Vendor           SHARE 0000008347          Sam’s Club




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00003181	 	12212009
	 	 	12/21/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	85.93	 	 	 	85.93	 
	Total for        Vendor               SHARE 0000008347             Sam’s Club	 	 	 	 	85.93	 	 	 	85.93	 






Vendor          SHARE 0000008396          Seniors for Living




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00003202	 	5887
	 	 	12/8/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	30.00	 	 	 	30.00	 
	Total for        Vendor               SHARE 0000008396             Seniors for Living	 	 	 	 	30.00	 	 	 	30.00	 






Vendor          SHARE 0000008458          U S Foodservice, Inc.




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	Unpaid Amount	 	 	Net	 
	00003175	 	cm90220951
	 	 	12/22/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Credit	 	 	-8.68	 	 	 	-8.68	 
	00003180	 	90223616
	 	 	12/25/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	190.44	 	 	 	190.44	 
	00003183	 	90222811
	 	 	12/22/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	37.68	 	 	 	37.68	 
	00003184	 	90220951
	 	 	12/18/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	772.05	 	 	 	772.05	 
	00003185	 	90222393
	 	 	12/22/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	1,264.48	 	 	 	1,264.48	 
	00003186	 	90220957
	 	 	12/18/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	35.90	 	 	 	35.90	 
	00003199	 	90222761
	 	 	12/22/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	40.67	 	 	 	40.67	 
	Total for        Vendor               SHARE 0000008458             US Foodservice, Inc.	 	 	 	 	2,332.54	 	 	 	2,332.54	 






Vendor          SHARE 0000008464          Verizon Wireless





 


6











 




	 	 	 	 	 
	Report ID: APY 1406	 	People Soft Accounts Payable	 	Page No.    7
	 	 	 	 	Run Date   1/6/2010
	 	 	 	 	Run Time   9:43:56 AM
	 	 	 

PAYABLES OPEN LIABILITY REPORT

As of Accounting Date: 12/31/2009	 	 
	 	 	 	 	 
	 	 	Liability: Only Recorded Liability	 	 
	 	 	Prepayment: Not Included	 	 
	 
	 	Unmatured Draft Payment: Not Included	 	 
	 	 	Available Discount: Not Included	 	 
	 	 	Currency: Base Currency	 	 
	 	 	Vendor: Invoice Vendor	 	 






	 	 	 	 	 	 	 	 	 	 	 
	Group by:
	 	BUSINESS UNIT	 	J1203	 	Waterford at Roxbury Park	 	Business Unit Option:	 	Value
	Base Currency:
	 	 	 	USD	 	 	 	Vendor Option:	 	Select All
	Detail Report
	 	 	 	 	 	 	 	 	 	 






Vendor      SHARE 0000008464      Verizon Wireless




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	 	Unpaid Amount	 	 	Net	 
	00003179
	 	 	2332496049	 	 	 	12/20/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	334.12	 	 	 	334.12	 
	Total for        Vendor               SHARE 0000008464             Verizon Wireless	 	 	334.12	 	 	 	334.12	 






Vendor      SHARE 0000008468      Wal-Mart Community BRC




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	 	Unpaid Amount	 	 	Net	 
	00000314
	 	 	041207	 	 	 	4/12/2007	 	 	 	3/12/2008	 	 	 	2/29/2008	 	 	Credit	 	 	-64.07	 	 	 	-64.07	 
	Total for        Vendor               SHARE 0000008468             Wal-Mart Community BRC	 	 	-64.07	 	 	 	-64.07	 






Vendor
     SHARE 0000008511      Total Rehab




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	 	Unpaid Amount	 	 	Net	 
	00001676
	 	ck #2795 dup pymt 1/23/08	 	 	12/31/2008	 	 	 	1/7/2009	 	 	 	12/31/2008	 	 	Credit	 	 	-41.20	 	 	 	-41.20	 
	Total for        Vendor               SHARE 0000008511             Total Rehab	 	 	-41.20	 	 	 	-41.20	 






Vendor      SHARE 0000015454      Staples Contract & Commercial Inc.




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Voucher ID	 	Invoice ID	 	 	Invoice Date	 	 	Due Date	 	 	Accounting Date	 	 	Document	 	 	Unpaid Amount	 	 	Net	 
	00003178
	 	 	99618259	 	 	 	12/24/2009	 	 	 	12/31/2009	 	 	 	12/31/2009	 	 	Invoice	 	 	115.84	 	 	 	115.84	 
	Total for        Vendor                     SHARE 0000015454          Staples Contract & Commercia	 	 	115.84	 	 	 	115.84	 
	Total for
       BUSINESS UNIT    J1203                                  Waterford at Roxbury Park	 	 	4,281.73	 	 	 	4,281.73	 





 


7








 




EXHIBIT G: ANNUAL CAPITAL EXPENDITURE CERTIFICATE



Report Period: Commencing
                 
                       
and ending                     
                    
                    





			
	Lease:	 	Master Lease (“Lease”) made by certain affiliates of
Health Care REIT, Inc. (collectively called
“Landlord”) to Capital Texas S, LLC (“Tenant”)






Tenant hereby certifies to Landlord that, per Section 16.6 of Lease, Tenant has expended at
least the Minimum Capital Expenditures Amount per Unit in Qualified Capital Expenditure during the
annual reporting period. To the extent that the total required amount was not expended in the
reported year, Tenant hereby certifies that such variance amount has been deposited into a reserve
account to be used solely for future Qualified Capital Expenditures for the Facilities.




Executed this                      day of                                         ,
 _____.



	 	 	 	 	 	 	 
	 	 	 	 	 
	 
	 	 	 	 	 	 
	 

	 	Name:	 	 	 	 
	 

	 	 	 	 

	 	 
	 

	 	Title:	 	 	 	 
	 

	 	 	 	 

	 	 





 


 









 





EXHIBIT H: WIRE TRANSFER INSTRUCTIONS




HEALTH CARE REIT, INC.




WIRE TRANSFER INSTRUCTIONS




[Intentionally omitted.]


 


 









 





EXHIBIT I: CONTINGENT PAYMENT REQUEST




                                        , 20    




                                                            

One SeaGate, Suite 1500

P. O. Box 1475

Toledo, Ohio 43603-1475




Attention: Erin C. Ibele





			
	     Re:	 	Master Lease Agreement, as amended (the
“Lease”)
 between Capital Texas S, LLC (“Tenant”) and certain

affiliates of Health Care REIT, Inc. (“Landlord”)






Dear Ms. Ibele:



Tenant hereby requests a payment in the amount of $                     to be made on
                                        , 20_____.
All terms used in this request are defined in the Lease and have the meanings given in the Lease.




Tenant hereby certifies to that:



1. At the date hereof, no Event of Default has occurred and is continuing, and no event known
to Tenant has occurred which, upon the service of notice and/or the lapse of time, would constitute
an Event of Default.




2. All conditions to the requested Contingent Payment have been satisfied.



Tenant hereby authorizes you to disburse the proceeds of this payment directly to Tenant.
Tenant covenants and agrees that the proceeds will be paid to the parties shown on the attached
schedule (if applicable).



	 	 	 	 	 	 	 	 	 
	 	 	CAPITAL TEXAS S, LLC	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	By:	 	 	 	 	 	 
	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	 	 	Title:	 	 	 	 
	 

	 	 	 	 	 	 

	 	 






[ATTACH DOCUMENTATION REGARDING




USE OF PROCEEDS IF REQUIRED]



 


 









 





EXHIBIT J: [RESERVED]




 


 









 







EXHIBIT K: SNDA FORM




[*ATTACH*]





 


 
















 







Prepared by, and after recording

return to:

James J. Schwert, Esquire

Oppenheimer Wolff & Donnelly LLP

Plaza VII, Suite 3300

45 S. Seventh Street

Minneapolis, MN 55402




Freddie Mac Loan No. 534378552

Azalea Trails Assisted Living




SUBORDINATION, NON-DISTURBANCE AND

ATTORNMENT AGREEMENT



 


 









 







SUBORDINATION, NON-DISTURBANCE AND

ATTORNMENT AGREEMENT




THIS AGREEMENT, made as of the
 _____ 
day of September, 2010, between FEDERAL HOME LOAN
MORTGAGE CORPORATION, a corporation organized and existing under the laws of the United States,
having an office or principal place of business at 8200 Jones Branch Drive, McLean, Virginia 22102
(hereinafter called “Lender”), CAPITAL TEXAS S, LLC, a Delaware limited liability company, having
an address of 14160 Dallas Parkway, Suite 300, Dallas, Texas 75254 (hereinafter called “Tenant”),
and 5550 OLD JACKSONVILLE HIGHWAY, LLC, a limited liability company, organized and existing under
the laws of Delaware, having an office at c/o Health Care REIT, Inc., 4500 Dorr Street, Toledo,
Ohio 43615-4040 (hereinafter called “Landlord”); and HCRI TEXAS PROPERTIES, LTD., a Texas limited
partnership, 311 E. HAWKINS PARKWAY, LLC, a Delaware limited liability company, 2281 COUNTRY CLUB
DRIVE, LLC, a Delaware limited liability company, 5902 NORTH STREET, LLC, a Delaware limited
liability company, 750 NORTH COLLEGIATE DRIVE, LLC, a Delaware limited liability company, 1011 E.
PECAN GROVE ROAD, LLC, a Delaware limited liability company, 402 SOUTH COLONIAL DRIVE, LLC, a
Delaware limited liability company, 1329 BROWN STREET, LLC, a Delaware limited liability company,
and 1818 MARTIN DRIVE, LLC, a Delaware limited liability company (collectively, “HCN-Texas”), each
having an office at 4500 Dorr Street, Toledo, Ohio 43615-4040.



WITNESSETH:




WHEREAS, Lender is the holder of a loan made to Landlord in the original principal amount of
Seven Million Eighty-Five Thousand and No/100 Dollars ($7,085,000.00) (“Loan”). The Loan is
evidenced by a Multifamily Note dated August 17, 2009 in the amount of the Loan (“Note”) and is
secured by a Multifamily Deed of Trust, Assignment of Rents and Security Agreement and Fixture
Filing dated August 17, 2009 (hereinafter called the “Security Instrument”) covering a parcel of
land owned by Landlord and described on Exhibit “A” annexed hereto and made a part hereof, together
with the improvements erected, thereon (said parcel of land and improvements thereon being
hereinafter called the “Property”); and



WHEREAS, Landlord and HCN-Texas have leased the Property to Tenant pursuant to the terms of
that certain Master Lease Agreement (“Master Lease #2”) between Landlord and HCN-Texas as landlords
and Tenant as tenant dated                     , 2010 (“Lease”); and



WHEREAS, a copy of the Lease has been delivered to Lender, the receipt of which is hereby
acknowledged; and



WHEREAS, Lender is unwilling to consent to the Lease unless the Lease is and continues to be
subordinate to the lien of the Security Instrument; and



WHEREAS, the Lease provides that the Lease shall become subject and subordinate to a mortgage
upon the interest of the Landlord in the Property made to a lender if and when a non- disturbance
agreement is entered into with respect to such mortgage; and


 


Page 1









 





WHEREAS, the parties hereto desire to effect the subordination of the Lease to the Security
Instrument and to provide for the non-disturbance of Tenant by the holder of the Security
Instrument.



NOW, THEREFORE, in consideration of the premises and of the mutual covenants and agreements
herein contained, the parties hereto intending to be legally bound hereby agree as follows:




1. Consent to Lease. Lender hereby consents to the Lease.



2. Subordination. Tenant covenants and agrees with Lender that the Lease hereby is
made and shall continue hereafter to be subject and subordinate to the lien and terms of the
Security Instrument and to any and all advances made or to be made under or with respect to the
Loan, the Security Instrument or any of the other documents evidencing, securing or otherwise
executed in connection with the Loan (as the Security Instrument or any such other document may be
amended from time to time, the “Loan Documents”), and to all current and future modifications,
extensions, renewals and consolidations thereof and the obligations secured thereby, with the same
force and effect as if the Security Instrument and the indebtedness secured thereby, as so modified
and extended, had been executed and delivered prior to the execution and delivery of the Lease and
without regard to the order of priority of recording the Security Instrument and the Short Form or
Memorandum of the Lease, subject, however, to the provisions of this Agreement.




3. Estoppel. Tenant certifies as follows:




(a) The Commencement Date of the Lease is as of the date hereof. The Lease is
presently in full force and effect and unmodified and Tenant as of this date has no
knowledge of any charge, lien or claim of offset or default by Landlord under the Lease.
The Tenant is taking possession of the Property as of the date hereof.




(b) The current rent schedule under the Lease is attached hereto as Exhibit C, and has
been paid in full through the date hereof. No additional rent or charge that has been
billed to Tenant by Landlord is overdue. The amount of the security deposit presently held
by Landlord under the Lease is a letter of credit in the amount of $2,221,700.00.




(c) Tenant has not delivered or received any notices of default under the Lease; to the
best of the Tenant’s knowledge, there is no default by Landlord or Tenant under the Lease,
nor has any event or omission occurred which, with the giving of notice or the lapse of
time, or both, would constitute a default.




(d) Tenant has not assigned, conveyed, transferred, sold encumbered or mortgaged its
interest in the Lease or the Property except for the sublease and the residency agreements.




(e) The Lease represents all of Tenant’s rights, title and interest in the Property.


 


Page 2









 






(f) Tenant has not received written notice that it is in violation of any governmental
law or regulation with respect to the Property and has no reason to believe that there are
grounds for any claim of any such violation.



4. Nondisturbance. Lender agrees that so long as the Lease shall be in full force and
effect and so long as no Event of Default (as defined in the Lease), as determined in Lender’s sole
discretion, has occurred and is continuing and so long as there is no default under this Agreement:




(a) Tenant shall not be named or joined as a party or otherwise in any suit, action or
proceeding for the foreclosure of the Security Instrument or to enforce any rights under the
Security Instrument or the obligation secured thereby. Notwithstanding the foregoing
provisions of this paragraph, if Tenant is an indispensable party in a foreclosure
proceeding with respect to the Security Instrument, Lender may so name or join Tenant if
such naming or joinder may be accomplished without in any way diminishing or otherwise
affecting the rights and privileges granted to, or inuring to the benefit of, Tenant under
this Agreement or under the Lease;




(b) The possession, use, occupancy and operation by Tenant of the Property and the
other properties covered by the Lease and Tenant’s right thereto shall not be disturbed,
affected or impaired by, nor will the Lease or the term thereof be terminated or otherwise
affected by (i) any suit, action or proceeding upon the Security Instrument or the
obligation secured thereby, or for the foreclosure of the Security Instrument or any other
documents held by the holder of the Security Instrument, or by any judicial sale or
execution or other sale of the Property, or any deed given in lieu of foreclosure, or by the
exercise of any other rights given to any holder of the Security Instrument or other
documents as a matter of law, or (ii) any default under the Security Instrument or the
obligation secured thereby; and




(c) Pursuant to the Lease, Tenant has granted to Landlord a security interest in
“Collateral” as defined in the Lease. Landlord has assigned that security interest as it
relates to the Property to Lender as security for the indebtedness secured by the Security
Instrument and Tenant hereby consents to that Assignment.



5. Attornment. If Lender or any other party becomes the owner of the Property by
foreclosure, conveyance in lieu of foreclosure or otherwise (“Successor Landlord”), then Tenant
agrees that the Lease shall continue in full force and effect, without the necessity of executing a
new lease, as a direct lease between Tenant and Successor Landlord as to the Property and Tenant
further agrees as follows, in each case as to the Property only:




(a) Tenant will perform and observe its obligations under the Lease.




(b) Tenant will attorn to and recognize Successor Landlord as the Landlord under the
Lease for the remainder of the term of the Lease, such attornment to be automatic and
self-operative.




(c) Tenant will execute and deliver upon request of Successor Landlord an appropriate
agreement of attornment to Successor Landlord.


 


Page 3









 





6. Protection of Successor Landlord. Tenant agrees that Successor Landlord will not
be liable for, subject to or bound by any of the following:




(a) Claims, offsets or defenses which Tenant might have against any prior Landlord;




(b) Acts or omissions of any prior Landlord;




(c) Rent or additional rent which Tenant might have paid for more than the current
month;




(d) Any security deposit or other prepaid charge paid to any prior Landlord;




(e) Warranties of any nature whatsoever, including any warranties respecting use,
compliance with zoning, hazardous wastes or environmental laws, any prior Landlord’s title,
any prior Landlord’s authority, habitability, fitness for purpose or possession; or




(f) Amendments or modifications of the Lease made without Lender’s written consent



7. Severance of Non-Related Properties. Tenant, HCN-Texas and Landlord acknowledge
that the Lender is holding other mortgage loans dated as of August 17, 2009 to affiliates of the
Borrower that are secured by senior housing facilities other than the Property (“Encumbered
Properties”). The Lease includes additional senior housing facilities which are not either the
Property or Encumbered Properties. In the event that a Successor Landlord shall become the owner
of the Property, Successor Landlord shall only be responsible for performing obligations under the
Lease as they relate to the Property and the Encumbered Properties and the Lease shall hereby be
automatically amended without further action by any party, as of the earlier of the date of the
vesting of title in such Successor Landlord or taking of possession of the Property by such
Successor Landlord, to (i) remove from the Lease any senior housing facilities which are not either
the Property or Encumbered Properties, and (ii) adjust the rent due pursuant to the terms of the
Lease as set forth on Exhibit D but to otherwise continue under the same terms and conditions. From
and after the date of such vesting of title in or the taking of possession by Successor Landlord,
the Lease shall apply to and the Successor Landlord shall have liability only with respect to such
senior housing facilities which are subject to the Lease as of the date hereof and which are either
the Property or Encumbered Properties at the time of such amendment. The parties hereto agree to
cooperate in the execution and recordation of such documentation as may be necessary or desirable
in connection with such severance. Notwithstanding the foregoing, Landlord and Tenant agree that
the lease of the properties which are not the Property or the Encumbered Properties shall continue
in full force and effect without change and Landlord and Tenant shall take all actions necessary or
desirable by either Landlord or Tenant to continue such lease.



8. Successor Landlord Exculpation. Tenant will look solely to Lender’s or such other
Successor Landlord’s interest in the Property for the payment and discharge of any obligation or
liability imposed upon Lender or such other Successor Landlord under the Lease
relating to the Property or this Agreement, and Lender and any other Successor Landlord shall
have no personal liability under the Lease or this Agreement.

 


Page 4









 






9. Option to Purchase. Tenant, HCN and Landlord acknowledge and agree that in the
event Tenant chooses to exercise its option to purchase the Property as set forth in Article 13 of
the Lease, as amended, Landlord shall comply with the provisions of the Security Instrument and the
Note regarding prepayment. Tenant acknowledges that its option to purchase is subordinate to the
lien of the Security Instrument. Landlord shall be solely responsible for and shall hold Tenant
harmless from all costs and expenses incurred in complying with such provisions of the Security
Instrument. At such time as all amounts due and owing to Lender, including but not limited to any
prepayment fee, have been received by Lender in connection with the exercise of Tenant’s Option to
Purchase set forth in the Lease, Lender shall release the Property from the lien of the Security
Instrument.



10. Lender’s Right to Cure. In the event of any act or omission by Landlord which
would give Tenant the right, either immediately or after the lapse of a period of time, to
terminate the Lease, or to claim a partial or total eviction, Tenant will not exercise any such
right (i) until it has sent written notice of such act or omission to Lender, and (ii) until a
reasonable period (but in no event more than thirty (30) days following the time that Landlord has
under the Lease to cure or remedy the same unless such default reasonably requires possession of
the Property to cure, and Lender shall be diligently attempting to gain such possession and effect
such cure, then such cure period shall be extended thereafter for so long as Lender is diligently
attempting to gain such possession and effect such cure) for remedying such act or omission shall
have elapsed following the giving of such notice.



11. Default by Tenant. Notwithstanding the provisions of this Agreement, Landlord, its
successors and assigns, including any Successor Landlord, shall not be estopped from taking such
action as may be available to Landlord under the terms of the Lease in the event that Tenant shall
default in performance of its obligations under the terms of the Lease.



12. Notices. Any notice, request, approval, consent, waiver or discharge given or
required to be given under this Agreement shall be in writing and shall be deemed to have been
given when mailed by United States registered or certified mail, postage prepaid, return receipt
requested, or by express carrier or overnight carrier to the other party at the address stated
below or at the last changed address given by the party to be notified as hereinafter specified:




			
	          To Lender:	 	FEDERAL HOME LOAN MORTGAGE CORPORATION

c/o KeyCorp Real Estate Capital Markets, Inc.

911 Main Street, Suite 1500

Kansas City, Missouri 64105







			
	          To Tenant:	 	CAPITAL TEXAS S, LLC

14160 Dallas Parkway, Suite 300

Dallas, Texas 75254





 


Page 5









 








			
	          To Landlord:	 	5550 OLD JACKSONVILLE HIGHWAY, LLC

c/o Health Care REIT, Inc.

4500 Dorr Street

Toledo, Ohio 43615-4040







			
	          To HCN-Texas:	 	HCRI TEXAS PROPERTIES, LTD.









			
		 	311 E. HAWKINS PARKWAY, LLC

2281 COUNTRY CLUB DRIVE, LLC

5902 NORTH STREET, LLC

750 NORTH COLLEGIATE DRIVE, LLC

1011 E. PECAN GROVE ROAD, LLC

402 SOUTH COLONIAL DRIVE, LLC

1329 BROWN STREET, LLC

1818 MARTIN DRIVE, LLC

c/o Health Care REIT, Inc.

4500 Dorr Street

Toledo, Ohio 43615-4040






Any party may at any time change its address for notification purposes by mailing or sending as
aforesaid a notice stating the change and setting forth the new address, provided, however, that at
no time shall Lender or Tenant be obligated to give notification to more than three (3) addressees.




Any notice sent as above specified shall be deemed to have been served upon receipt.



13. Successors and Assigns. This Agreement shall bind and inure to the benefit of and
be binding upon and enforceable by the parties hereto and their respective successors and assigns.



14. Entire Agreement. This Agreement contains the entire agreement between the
parties and cannot be changed, modified, waived or canceled except by an agreement in writing
executed by the party against whom enforcement of such modification, change, waiver or cancellation
is sought



15. Agreement Runs with the Land. This Agreement and the covenants herein contained
are intended to run with and bind all lands affected by the Security Instrument.



16. Notice to Lender. Tenant agrees that it will deliver to Lender a copy of all
notices of default or termination given or received by it under the terms of the Lease.



17. Assignment to Lender. Tenant acknowledges that the Landlord has executed and
delivered to Lender’s predecessor in interest an assignment of the Lease as security for the Loan
and Lender may also further assign the Loan. Tenant expressly consents to such assignments.



 


Page 6









 






18. Invalidity. If any portion of this Agreement is held invalid or inoperative, then
all of the remaining portions will remain in full force and effect, and, so far as is reasonable
and possible, effect will be given to the intent manifested by the portion or portions held to be
invalid or inoperative.



19. Governing Law. This Agreement will be governed by and construed in accordance
with the laws of the State where the Property is located.



20. Counterparts. This Agreement may be executed in any number of counterparts, all
of which when taken together will constitute one and the same instrument.



[The remainder of this page left intentionally blank.]



 


Page 7









 





IN WITNESS WHEREOF, the parties hereto have duly executed this Agreement as of the day and
year first above written.



	 	 	 	 	 	 	 
	 	 	LENDER	 	 
	 
	 	 	 	 	 	 
	 	 	FEDERAL HOME LOAN MORTGAGE CORPORATION, a corporation organized and existing
under the laws of the United States	 	 
	 
	 	 	 	 	 	 
	 

	 	By:	 	 	 	 
	 

	 	 	 	 

	 	 
	 

	 	Name:	 	 	 	 
	 

	 	 	 	 

	 	 
	 

	 	Title:	 	 	 	 
	 

	 	 	 	 

	 	 






	 	 	 	 	 	 	 
	STATE OF

	 	 	 	) 	 	 
	 

	 	 

	 	) ss
	 	 
	COUNTY OF	 	) 	 	 
	 

	 	 

	 	 	 	 






This instrument was acknowledged before me on        
             , 2010, by
              
                  
                  
          , the        
                             
     of FEDERAL HOME LOAN MORTGAGE
CORPORATION, on behalf of said corporation.



	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	 	 	 
	Notary Public	 	 	 	 
	 
	 	 	 	 	 	 
	Printed Name:	 	 	 	 
	 	 	 	 	 
	 
	 	 	 	 	 	 
	My Commission Expires:	 	 	 
	 

	 	 	 	 

	 	 





 


Page 8









 





TENANT




	 	 	 	 	 	 	 
	 	 	CAPITAL TEXAS S, LLC, a Delaware limited liability company	 	 
	 
	 	 	 	 	 	 
	 

	 	By:	 	 	 	 
	 

	 	 	 	 

	 	 
	 

	 	Name:	 	 	 	 
	 

	 	 	 	 

	 	 
	 

	 	Title:	 	 	 	 
	 

	 	 	 	 

	 	 






	 	 	 	 	 	 	 
	STATE OF

	 	 	 	) 	 	 
	 

	 	 

	 	) ss
	 	 
	COUNTY OF	 	) 	 	 
	 

	 	 

	 	 	 	 






This instrument was acknowledged before me on     
                , 2010, by
                                                            , the
                     
                                         of CAPITAL TEXAS S, LLC, a Delaware limited
liability company, on behalf of said limited liability company.



	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	 	 	 
	Notary Public	 	 	 	 
	 
	 	 	 	 	 	 
	Printed Name:	 	 	 	 
	 	 	 	 	 
	 
	 	 	 	 	 	 
	My Commission Expires:	 	 	 
	 

	 	 	 	 	 	 





 


Page 9









 





	 	 	 	 	 	 	 	 	 
	 	 	LANDLORD	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	5550 OLD JACKSONVILLE HIGHWAY, a Delaware limited liability company	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	By:	 	Health Care REIT, Inc., a Delaware corporation	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	Its:	 	Sole Member	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	 	 	By:	 	 	 	 
	 

	 	 	 	Name:
	 	 

Erin C. Ibele
	 	 
	 

	 	 	 	Title:
	 	Senior Vice President — Administration and Corporate Secretary	 	 






	 	 	 	 	 	 	 
	STATE OF	 	) 	 	 
	 

	 	 

	 	) ss
	 	 
	COUNTY OF	 	) 	 	 
	 

	 	 

	 	 	 	 






This instrument was acknowledged before me on September
 _____, 2010, by Erin C. Ibele, the Senior
Vice President — Administration and Corporate Secretary of Health Care REIT, Inc., a Delaware
corporation, the Sole Member of 5550 OLD JACKSONVILLE HIGHWAY, LLC, a Delaware limited liability
company, on behalf of said limited liability company.



	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	 	 	 
	Notary Public	 	 	 	 
	 
	 	 	 	 	 	 
	Printed Name:	 	 	 	 
	 	 	 	 	 
	 
	 	 	 	 	 	 
	My Commission Expires:	 	 	 
	 

	 	 	 	 

	 	 





 


Page 10









 





HCN-TEXAS




	 	 	 	 	 	 	 	 	 
	 	 	HCRI TEXAS PROPERTIES, LTD., a Texas limited
partnership	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	By:	 	Health Care REIT, Inc., a Delaware
corporation
	 
	 	 	 	 	 	 	 	 
	 	 	Its:	 	General Partner	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	 	 	By:	 	 	 	 
	 

	 	 	 	Name:
	 	 

Erin C. Ibele
	 	 
	 

	 	 	 	Title:
	 	Senior Vice President — Administration and Corporate Secretary






	 	 	 	 	 	 	 
	STATE OF OHIO	 	) 	 	 
	 

	 	 	 	) ss.
	 	 
	COUNTY OF LUCAS	 	) 	 	 
	 

	 	 	 	 	 	 






This instrument was acknowledged before me on September
 _____, 2010, by Erin C. Ibele, the Senior
Vice President — Administration and Corporate Secretary of Health Care REIT, Inc., a Delaware
corporation, the General Partner of HCRI TEXAS PROPERTIES, LTD., a Texas limited partnership, on
behalf of said limited partnership.



	 	 	 	 	 	 	 
	 	 	 
	Notary Public	 	 	 	 
	 
	 	 	 	 	 	 
	Printed Name:	 	 	 	 
	 	 	 	 	 
	 
	 	 	 	 	 	 
	My Commission Expires:	 	 	 
	 

	 	 	 	 
 	 	 





 


Page 11









 





	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	311 E. HAWKINS PARKWAY, LLC,

a Delaware limited liability company	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	By:	 	Health Care REIT, Inc., a Delaware corporation	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	Its:	 	General Partner	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	 	 	By:	 	 	 	 
	 

	 	 	 	Name:
	 	 

Erin C. Ibele
	 	 
	 

	 	 	 	Title:
	 	Senior Vice President — Administration and Corporate Secretary	 	 






	 	 	 	 	 	 	 
	STATE OF OHIO	 	) 	 	 
	 

	 	 	 	) ss.
	 	 
	COUNTY OF LUCAS	 	) 	 	 
	 

	 	 	 	 	 	 






This instrument was acknowledged before me on September
 _____, 2010, by Erin C. Ibele, the Senior
Vice President — Administration and Corporate Secretary of Health Care REIT, Inc., a Delaware
corporation, the General Partner of 311 E. HAWKINS PARKWAY, LLC, a Delaware limited liability
company, on behalf of said limited liability company.



	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	 	 	 
	Notary Public	 	 	 	 
	 
	 	 	 	 	 	 
	Printed Name:	 	 	 	 
	 	 	 	 	 
	 
	 	 	 	 	 	 
	My Commission Expires:	 	 	 
	 

	 	 	 	 
 	 	 





 


Page 12









 





	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	2281 COUNTRY CLUB DRIVE, LLC, a Delaware

limited liability company	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	By:	 	Health Care REIT, Inc., a Delaware corporation	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	Its:	 	General Partner	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	 	 	By:	 	 	 	 
	 

	 	 	 	Name:
	 	 

Erin C. Ibele
	 	 
	 

	 	 	 	Title:
	 	Senior Vice President — Administration and Corporate Secretary	 	 






	 	 	 	 	 	 	 
	STATE OF OHIO	 	) 	 	 
	 

	 	 	 	) ss.
	 	 
	COUNTY OF LUCAS	 	) 	 	 
	 

	 	 	 	 	 	 






This instrument was acknowledged before me on September
 _____, 2010, by Erin C. Ibele, the Senior
Vice President — Administration and Corporate Secretary of Health Care REIT, Inc., a Delaware
corporation, the General Partner of 2281 COUNTRY CLUB DRIVE, LLC, a Delaware limited liability
company, on behalf of said limited liability company.



	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	 	 	 
	Notary Public	 	 	 	 
	 
	 	 	 	 	 	 
	Printed Name:	 	 	 	 
	 	 	 	 	 
	 
	 	 	 	 	 	 
	My Commission Expires:	 	 	 
	 

	 	 	 	 
 	 	 





 


Page 13









 





	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	5902 NORTH STREET, LLC, a Delaware limited

liability company	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	By:	 	Health Care REIT, Inc., a Delaware corporation	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	Its:	 	General Partner	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	 	 	By:	 	 	 	 
	 

	 	 	 	Name:
	 	 

Erin C. Ibele
	 	 
	 

	 	 	 	Title:
	 	Senior Vice President — Administration and Corporate Secretary	 	 






	 	 	 	 	 	 	 
	STATE OF OHIO	 	) 	 	 
	 

	 	 	 	) ss.
	 	 
	COUNTY OF LUCAS	 	) 	 	 
	 

	 	 	 	 	 	 






This instrument was acknowledged before me on September
 _____, 2010, by Erin C. Ibele, the Senior
Vice President — Administration and Corporate Secretary of Health Care REIT, Inc., a Delaware
corporation, the General Partner of 5902 NORTH STREET, LLC, a Delaware limited liability company,
on behalf of said limited liability company.



	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	 	 	 
	Notary Public	 	 	 	 
	 
	 	 	 	 	 	 
	Printed Name:	 	 	 	 
	 	 	 	 	 
	 
	 	 	 	 	 	 
	My Commission Expires:	 	 	 
	 

	 	 	 	 
 	 	 





 


Page 14









 





	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	750 NORTH COLLEGIATE DRIVE, LLC,

a Delaware limited liability company	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	By:	 	Health Care REIT, Inc., a Delaware corporation	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	Its:	 	General Partner	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	 	 	By:	 	 	 	 
	 

	 	 	 	Name:
	 	 

Erin C. Ibele
	 	 
	 

	 	 	 	Title:
	 	Senior Vice President — Administration and Corporate Secretary	 	 






	 	 	 	 	 	 	 
	STATE OF OHIO	 	) 	 	 
	 

	 	 	 	) ss.
	 	 
	COUNTY OF LUCAS	 	) 	 	 
	 

	 	 	 	 	 	 






This instrument was acknowledged before me on September
 _____, 2010, by Erin C. Ibele, the Senior
Vice President — Administration and Corporate Secretary of Health Care REIT, Inc., a Delaware
corporation, the General Partner of 750 NORTH COLLEGIATE DRIVE, LLC, a Delaware limited liability
company, on behalf of said limited liability company.



	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	 	 	 
	Notary Public	 	 	 	 
	 
	 	 	 	 	 	 
	Printed Name:	 	 	 	 
	 	 	 	 	 
	 
	 	 	 	 	 	 
	My Commission Expires:	 	 	 
	 

	 	 	 	 
 	 	 





 


Page 15









 





	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	1011 E. PECAN GROVE ROAD, LLC, 

a, Delaware limited liability company	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	By:	 	Health Care REIT, Inc., a Delaware corporation	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	Its:	 	General Partner	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	 	 	By:	 	 	 	 
	 

	 	 	 	Name:
	 	 

Erin C. Ibele
	 	 
	 

	 	 	 	Title:
	 	Senior Vice President — Administration and Corporate Secretary	 	 






	 	 	 	 	 	 	 
	STATE OF OHIO	 	) 	 	 
	 

	 	 	 	) ss.
	 	 
	COUNTY OF LUCAS	 	) 	 	 
	 

	 	 	 	 	 	 






This instrument was acknowledged before me on September
 _____, 2010, by Erin C. Ibele, the Senior
Vice President — Administration and Corporate Secretary of Health Care REIT, Inc., a Delaware
corporation, the General Partner of 1011 E. PECAN GROVE ROAD, LLC, a Delaware limited liability
company, on behalf of said limited liability company.



	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	 	 	 
	Notary Public	 	 	 	 
	 
	 	 	 	 	 	 
	Printed Name:	 	 	 	 
	 	 	 	 	 
	 
	 	 	 	 	 	 
	My Commission Expires:	 	 	 
	 

	 	 	 	 
 	 	 





 


Page 16









 





	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	402 SOUTH COLONIAL DRIVE, LLC,

a Delaware limited liability company	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	By:	 	Health Care REIT, Inc., a Delaware corporation	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	Its:	 	General Partner	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	 	 	By:	 	 	 	 
	 

	 	 	 	Name:
	 	 

Erin C. Ibele
	 	 
	 

	 	 	 	Title:
	 	Senior Vice President — Administration and Corporate Secretary	 	 






	 	 	 	 	 	 	 
	STATE OF OHIO	 	) 	 	 
	 

	 	 	 	) ss.
	 	 
	COUNTY OF LUCAS	 	) 	 	 
	 

	 	 	 	 	 	 






This instrument was acknowledged before me on September
 _____, 2010, by Erin C. Ibele, the Senior
Vice President — Administration and Corporate Secretary of Health Care REIT, Inc., a Delaware
corporation, the General Partner of 402 SOUTH COLONIAL DRIVE, LLC, a Delaware limited liability
company, on behalf of said limited liability company.



	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	 	 	 
	Notary Public	 	 	 	 
	 
	 	 	 	 	 	 
	Printed Name:	 	 	 	 
	 	 	 	 	 
	 
	 	 	 	 	 	 
	My Commission Expires:	 	 	 
	 

	 	 	 	 
 	 	 





 


Page 17









 





	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	1329 BROWN STREET, LLC, a Delaware

limited liability company	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	By:	 	Health Care REIT, Inc., a Delaware corporation	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	Its:	 	General Partner	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	 	 	By:	 	 	 	 
	 

	 	 	 	Name:
	 	 

Erin C. Ibele
	 	 
	 

	 	 	 	Title:
	 	Senior Vice President — Administration and Corporate Secretary	 	 






	 	 	 	 	 	 	 
	STATE OF OHIO	 	) 	 	 
	 

	 	 	 	) ss.
	 	 
	COUNTY OF LUCAS	 	) 	 	 
	 

	 	 	 	 	 	 






This instrument was acknowledged before me on September
 _____, 2010, by Erin C. Ibele, the Senior
Vice President — Administration and Corporate Secretary of Health Care REIT, Inc., a Delaware
corporation, the General Partner of 1329 BROWN STREET, LLC, a Delaware limited liability company,
on behalf of said limited liability company.



	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	 	 	 
	Notary Public	 	 	 	 
	 
	 	 	 	 	 	 
	Printed Name:	 	 	 	 
	 	 	 	 	 
	 
	 	 	 	 	 	 
	My Commission Expires:	 	 	 
	 

	 	 	 	 
 	 	 





 


Page 18









 





	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	1818 MARTIN DRIVE, LLC, a Delaware limited

liability company	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	By:	 	Health Care REIT, Inc., a Delaware corporation	 	 
	 
	 	 	 	 	 	 	 	 
	 	 	Its:	 	General Partner	 	 
	 
	 	 	 	 	 	 	 	 
	 

	 	 	 	By:	 	 	 	 
	 

	 	 	 	Name:
	 	 

Erin C. Ibele
	 	 
	 

	 	 	 	Title:
	 	Senior Vice President — Administration and Corporate Secretary	 	 






	 	 	 	 	 	 	 
	STATE OF OHIO	 	) 	 	 
	 

	 	 	 	) ss.
	 	 
	COUNTY OF LUCAS	 	) 	 	 
	 

	 	 	 	 	 	 






This instrument was acknowledged before me on September
 _____, 2010, by Erin C. Ibele, the Senior
Vice President — Administration and Corporate Secretary of Health Care REIT, Inc., a Delaware
corporation, the General Partner of 1818 MARTIN DRIVE, LLC, a Delaware limited liability company,
on behalf of said limited liability company.



	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 
	 	 	 
	Notary Public	 	 	 	 
	 
	 	 	 	 	 	 
	Printed Name:	 	 	 	 
	 	 	 	 	 
	 
	 	 	 	 	 	 
	My Commission Expires:	 	 	 
	 

	 	 	 	 
 	 	 





 


Page 19









 





CONSENT OF SUBTENANT

TO




SUBORDINATION, NON-DISTURBANCE AND ATTORNMENT AGREEMENT




The undersigned (hereinafter referred to as the “Subtenant”) has entered into a sublease
(hereinafter referred to as the “Sublease”) dated
 _____, with the Tenant as defined in the
attached Subordination, Non-Disturbance and Attornment Agreement (hereinafter referred to as the
“Agreement”) pertaining to the Premises as defined in the Agreement.



In consideration of the sum of One and 00/100 Dollar ($1.00) and other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged by the Subtenant, the
Subtenant hereby consents to the terms and conditions of the Agreement and agrees and acknowledges
that by signing this Consent the entire interest of the Subtenant in and to the Premises and under
the Lease and the Sublease shall be fully subordinate and junior to the lien of the Security
Instrument as defined in the Agreement and subject to the terms of the Security Instrument and the
Agreement and further agrees that the Subtenant shall be bound by the terms of the Agreement. The
terms used herein shall have the same meaning as those defined in the Agreement.



Dated this
 _____ 
day of September, 2010.



	 	 	 	 	 	 	 
	 	 	SUBTENANT:	 	 
	 
	 	 	 	 	 	 
	 	 	CSL S TYLER, LLC, a Delaware limited liability
company	 	 
	 
	 	 	 	 	 	 
	 

	 	By:	 	 	 	 
	 

	 	 	 	 

	 	 
	 

	 	Name:	 	 	 	 
	 

	 	 	 	 

	 	 
	 

	 	Its:	 	 	 	 
	 

	 	 	 	 

	 	 





 


Page 20









 





STATE OF                     




COUNTY OF                     





On this, the
                    
day of September, 2010, before me
                    
                    , the
undersigned officer, personally appeared ________, who acknowledged
himself/herself to be the ________ of CSL S
TYLER, LLC, a Delaware limited liability company, and that he/she, as
such ________ being authorized to do
so, executed the foregoing instrument for the purposes therein contained by signing the name of the
corporation by himself/herself as the ________.



In witness whereof, I hereunto set my hand and official seal.


                                                            



Notary Public



Printed Name:                                         



My Commission Expires:                                         




 


Page 21









 







EXHIBIT “A”




LEGAL DESCRIPTION




TRACT 1: FEE SIMPLE




All that certain tract or parcel of land situated in the Marshall University Survey, Abstract 624,
Smith County, Texas, being all of Lot 6, New City Block 1554-A, of the Signature Senior Living
Addition, in the City of Tyler, according to the final plat thereof recorded in Cabinet “D”, Slide
334-B of the Plat Records of Smith County, Texas, being the same tract described in a Special
Warranty Deed from 110 Retail, Ltd., a Texas limited partnership, et al, to HCRI Texas Properties,
Ltd., a Texas Limited partnership, with an effective date of April 13, 2006, and recorded under
Clerk’s File Number 2006-R00018212, of the Official Records of Smith County, Texas.



TRACT 2: EASEMENT ESTATE (Mutual Ingress/Egress Easement Parcel)




All that certain tract or parcel of land situated in the Marshall University Survey, Abstract 624,
Smith County, Texas, being out of and part of Lot 5, New City Block 1554-A, of the Boozer Addition
to the City of Tyler, according to the final plat thereof recorded in Cabinet “D”, Slide 302-A of
the Plat Records of Smith County, Texas, and being more particularly described by metes and bounds
as follows:



BEGINNING at a 1/2” iron rod set for the southwest corner of said Lot 5, N.C.B. 1554-A, same being in
the east right-of-way line of F.M. Road 2493 (Old Jacksonville Highway, ultimate 105-ft. wide
R.O.W.);



THENCE, North 27 degrees 38 minutes 33 seconds East, with the west line of said Lot 5, same being
said east right-of-way line of F.M. road 2493 (and the bearing basis of this survey as related to
the record bearing), a distance of 15.55 feet to a 1/2” iron rod set for the northwest corner of the
herein described tract;



THENCE, South 77 degrees 37 minutes 42 seconds East, a distance of 545.91 feet to a 1/2” iron rod set
for the northeast corner of the herein described tract;



THENCE, South 12 degrees 22 minutes 18 seconds West, a distance of 15.00 feet to a 1/2” iron rod set
for the southeast corner of the herein described tract, same being in the south line of said Lot 5;



THENCE, North 77 degrees 37 minutes 42 seconds West, with said south line of said Lot 5, a distance
of 550.00 feet to the POINT OF BEGINNING and containing 0.189 acre of land.



 Page A-1 



 


 









 







EXHIBIT “B”




INTENTIONALLY DELETED




 Page B-1 



 


 









 





EXHIBIT “C”




RENT SCHEDULE




	 	 	 	 	 
	Current Lease Year	 	Monthly Rent Amount	 	Annual Rent Amount
	10/01/10—09/30/11
	 	$558,166.67
	 	$6,698,000.00






 Page C-1 




 


 









 







EXHIBIT “D”




RENT ADJUSTMENT






Upon Successor Landlord becoming the owner of the Property as contemplated under Section 7, the
Rent Schedule shall be modified to reduce the Investment Amount by that portion of the Investment
Amount allocated to the unencumbered properties at the time they are severed from the Lease.


OPPENHEIMER: 2828846 v04 09/13/2010



 Page D-1 





 


 









 







EXHIBIT L: FORM FOR QUALIFIED CAPITAL EXPENDITURES REPORTING





 


 












 






Midwest I/GE JV

Depreciation Expense Report

As of October 31, 2009




Book = Internal




FYE Month = December




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	In Svc	 	 	 	 	 	Acquired	 	 	P	 	Depr	 	Est	 	 	Depreciable	 	 	Prior	 	Prior Accum	 	 	Depreciation	 	 	Current YTD	 	 	Current Accum	 
	Sys No	 	Date	 	Description	 	Value	 	 	T	 	Meth	 	Life	 	 	Basis	 	 	Thru	 	Depreciation	 	 	This Run	 	 	Depreciation	 	 	Depreciation	 
	 
	Location
=108th
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Class = B
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	000005
	 	 	02/01/06	 	 	Building — Silvercrest Acquis	 	 	4,750,000.00	 	 	 	R	 	 	SLMM	 	 	40 00	 	 	 	4,750,000.00	 	 	 	09/30/09	 	 	 	346,354.17	 	 	 	9,895.83	 	 	 	98,958.33	 	 	 	445,312.50	 
	000011
	 	 	02/01/06	 	 	Business Value — Silvercrest	 	 	5,776,720.00	 	 	 	R	 	 	SLMM	 	 	40 00	 	 	 	5,776,720.00	 	 	 	09/30/09	 	 	 	421,219.17	 	 	 	12,034.83	 	 	 	120,348.33	 	 	 	541,567.50	 
	000014
	 	 	02/01/06	 	 	Closing Costs — Silvercrest /	 	 	4,988.60	 	 	 	R	 	 	SLMM	 	 	40 00	 	 	 	4,988.80	 	 	 	09/30/09	 	 	 	363.77	 	 	 	10.39	 	 	 	103.93	 	 	 	467.70	 
	000020
	 	 	02/01/06	 	 	Condition Assess — EMG	 	 	2,200.00	 	 	 	R	 	 	SLMM	 	 	40 00	 	 	 	2,200.00	 	 	 	09/30/09	 	 	 	160.42	 	 	 	4.58	 	 	 	45.83	 	 	 	206.25	 
	000025
	 	 	02/01/06	 	 	Bldg Systems  Analysis — EM	 	 	4,700.00	 	 	 	R	 	 	SLMM	 	 	40 00	 	 	 	4,700.00	 	 	 	09/30/09	 	 	 	342.71	 	 	 	9.79	 	 	 	97.91	 	 	 	440.62	 
	000038
	 	 	02/01/06	 	 	Preacquisition Costs	 	 	56,938.62	 	 	 	R	 	 	SLMM	 	 	40 00	 	 	 	56,938.62	 	 	 	09/30/09	 	 	 	4,151.78	 	 	 	118.62	 	 	 	1,186.22	 	 	 	5,338.00	 
	000039
	 	 	02/01/06	 	 	Preacquisition Costs	 	 	11,170.77	 	 	 	R	 	 	SLMM	 	 	40 00	 	 	 	11,170.77	 	 	 	09/30/09	 	 	 	814.54	 	 	 	23.27	 	 	 	232.72	 	 	 	1,047.26	 
	000051
	 	 	02/01/06	 	 	2005 GMAC Tax Disb.	 	 	39,594.88	 	 	 	R	 	 	SLMM	 	 	40 00	 	 	 	39,594.88	 	 	 	09/30/09	 	 	 	2,887.12	 	 	 	82.49	 	 	 	824.89	 	 	 	3,712.01	 
	000062
	 	 	04/17/06	 	 	Carpet-Activity/Dining-Nebr.	 	 	7,431.88	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	7,431.88	 	 	 	09/30/09	 	 	 	1,981.84	 	 	 	61.93	 	 	 	619.32	 	 	 	2,601.16	 
	000063
	 	 	04/17/06	 	 	Carpet units# 104,112,127,2	 	 	5,599.99	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	5,599.99	 	 	 	09/30/09	 	 	 	1,493.33	 	 	 	46.66	 	 	 	466.66	 	 	 	1,959.99	 
	000070
	 	 	06/05/06	 	 	Carpet units#  110,116,219	 	 	2,184.02	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	2,184.02	 	 	 	09/30/09	 	 	 	564.20	 	 	 	18.20	 	 	 	182.00	 	 	 	746.20	 
	000074
	 	 	02/01/06	 	 	Preacquisition Costs	 	 	816.00	 	 	 	R	 	 	SLMM	 	 	40 00	 	 	 	816.00	 	 	 	09/30/09	 	 	 	59.50	 	 	 	1.70	 	 	 	17.00	 	 	 	76.50	 
	000087
	 	 	02/01/06	 	 	Preacquisition  Travel — GE	 	 	2,413.40	 	 	 	R	 	 	SLMM	 	 	40 00	 	 	 	2,413.40	 	 	 	09/30/09	 	 	 	175.99	 	 	 	5.03	 	 	 	50.28	 	 	 	226.27	 
	000092
	 	 	07/21/06	 	 	Carpet apt# 210-NE Furn M	 	 	713.70	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	713.70	 	 	 	09/30/09	 	 	 	172.48	 	 	 	5.95	 	 	 	59.47	 	 	 	231.95	 
	000093
	 	 	07/26/06	 	 	Carpet hallways-NE Furn M	 	 	20,406.61	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	20,406.61	 	 	 	09/30/09	 	 	 	4,931.60	 	 	 	170.06	 	 	 	1,700.55	 	 	 	6,632.15	 
	000100
	 	 	08/23/06	 	 	Carpet hallways-NE Furn M	 	 	2,015.88	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	2,015.88	 	 	 	09/30/09	 	 	 	470.39	 	 	 	16.80	 	 	 	167.99	 	 	 	638.38	 
	000101
	 	 	08/23/06	 	 	Capet#220-NE Furn Mart	 	 	813.58	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	813.68	 	 	 	09/30/09	 	 	 	189.85	 	 	 	6.78	 	 	 	67.80	 	 	 	257.65	 
	000102
	 	 	08/23/06	 	 	2 spare A/C units — Freidrich	 	 	1,273.16	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	1,273.16	 	 	 	09/30/09	 	 	 	297.09	 	 	 	10.61	 	 	 	106.10	 	 	 	403.19	 
	000117
	 	 	11/16/06	 	 	Carpet — Nebraska Furniture	 	 	819.31	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	819.31	 	 	 	09/30/09	 	 	 	170.70	 	 	 	6.83	 	 	 	68.27	 	 	 	238.97	 
	000122
	 	 	02/01/06	 	 	05 Taxes pd — Cr not given	 	 	39,594.88	 	 	 	R	 	 	SLMM	 	 	40 00	 	 	 	39,594.88	 	 	 	09/30/09	 	 	 	2,887.12	 	 	 	82.49	 	 	 	824.89	 	 	 	3,712.01	 
	000126
	 	 	02/01/06	 	 	Preacquisition Costs	 	 	2,821.30	 	 	 	R	 	 	SLMM	 	 	40 00	 	 	 	2,821.30	 	 	 	09/30/09	 	 	 	205.72	 	 	 	5.88	 	 	 	58.77	 	 	 	264.49	 
	000143
	 	 	02/01/06	 	 	FAS141 Adj	 	 	(4,921,958.65	)	 	 	R	 	 	SLMM	 	 	40 00	 	 	 	(4,921,968.65	)	 	 	09/30/09	 	 	 	(358,892.83	)	 	 	(10,254.08	)	 	 	(102,840.80	)	 	 	(461,433.63	)
	000159
	 	 	01/17/07	 	 	Carpet #222 Nebraska Furn	 	 	813.58	 	 	 	P	 	 	SLFM	 	 	10 00	 	 	 	813.58	 	 	 	09/30/09	 	 	 	162.72	 	 	 	6.78	 	 	 	67.80	 	 	 	230.52	 
	000171
	 	 	02/15/07	 	 	Carpet Nebraska Furn Mart	 	 	855.30	 	 	 	P	 	 	SLFM	 	 	10 00	 	 	 	855.30	 	 	 	09/30/09	 	 	 	163.93	 	 	 	7.13	 	 	 	71.27	 	 	 	235.20	 
	000172
	 	 	02/19/07	 	 	2 A/C Units Friedrich Air	 	 	1,299.25	 	 	 	P	 	 	SLFM	 	 	10 00	 	 	 	1,299.25	 	 	 	09/30/09	 	 	 	249.03	 	 	 	10.83	 	 	 	108.27	 	 	 	357.30	 
	000176
	 	 	03/29/07	 	 	Carpet —  Nebraska Furniture	 	 	3,143.84	 	 	 	P	 	 	SLFM	 	 	10 00	 	 	 	3,143.84	 	 	 	09/30/09	 	 	 	576.37	 	 	 	26.20	 	 	 	261.98	 	 	 	838.35	 
	000177
	 	 	03/29/07	 	 	Vinyl — Nebraska Furniture	 	 	364.18	 	 	 	P	 	 	SLFM	 	 	10 00	 	 	 	364.18	 	 	 	09/30/09	 	 	 	66.77	 	 	 	3.04	 	 	 	30.35	 	 	 	97.12	 
	000183
	 	 	02/01/06	 	 	FAS141 Revised (D&P)	 	 	3,380,031.00	 	 	 	R	 	 	SLMM	 	 	40 00	 	 	 	3,380,031.00	 	 	 	09/30/09	 	 	 	246,460.60	 	 	 	7,041.73	 	 	 	70,417.31	 	 	 	316,877.91	 
	000207
	 	 	04/17/07	 	 	Thermostat & Control Panel	 	 	1,348.21	 	 	 	P	 	 	SLFM	 	 	10 00	 	 	 	1,348.21	 	 	 	09/30/09	 	 	 	235.94	 	 	 	11.24	 	 	 	112.35	 	 	 	348.29	 
	000238
	 	 	08/08/07	 	 	A/C Lobby — Interstate Heat	 	 	1,562.00	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	1,562.00	 	 	 	09/30/09	 	 	 	221.28	 	 	 	13.01	 	 	 	130.16	 	 	 	351.44	 
	000239
	 	 	08/08/07	 	 	PTAC (2) Friedrich Air	 	 	1,213.87	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	1,213.87	 	 	 	09/30/09	 	 	 	171.97	 	 	 	10.11	 	 	 	101.15	 	 	 	273.12	 
	000240
	 	 	08/31/07	 	 	Carpet — Nebraska Furniture	 	 	301.71	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	301.71	 	 	 	09/30/09	 	 	 	40.23	 	 	 	2.52	 	 	 	25.14	 	 	 	65.37	 
	000245
	 	 	09/30/07	 	 	Zone Board/Thermostat Bu	 	 	1,123.50	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	1,123.50	 	 	 	09/30/09	 	 	 	140.44	 	 	 	9.36	 	 	 	93.62	 	 	 	234.06	 
	000246
	 	 	09/30/07	 	 	Gas & TP Value  Water Heat	 	 	846.32	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	846.32	 	 	 	09/30/09	 	 	 	105.79	 	 	 	7.05	 	 	 	70.52	 	 	 	176.31	 
	000247
	 	 	09/30/07	 	 	Duncae A/C Unit Interstate I	 	 	1,560.00	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	1,560.00	 	 	 	09/30/09	 	 	 	195.00	 	 	 	13.00	 	 	 	130.00	 	 	 	325.00	 
	000262
	 	 	11/16/07	 	 	Room Conversion — Arthur C	 	 	1,100.00	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	1,100.00	 	 	 	09/30/09	 	 	 	119.18	 	 	 	9.16	 	 	 	91.65	 	 	 	210.84	 
	000263
	 	 	11/16/07	 	 	Flooring — Nebraska Funiture	 	 	1,629.57	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	1,629.57	 	 	 	09/30/09	 	 	 	176.55	 	 	 	13.58	 	 	 	135.80	 	 	 	312.35	 
	000279
	 	 	01/23/08	 	 	Carpet — Nebraska Furniture	 	 	2,853.29	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	2,853.29	 	 	 	09/30/09	 	 	 	261.55	 	 	 	23.78	 	 	 	237.77	 	 	 	499.32	 
	000280
	 	 	01/29/08	 	 	PTAC Units-2 Friedrich Air C	 	 	1,211.73	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	1,211.73	 	 	 	09/30/09	 	 	 	111.08	 	 	 	10.10	 	 	 	100.97	 	 	 	212.05	 
	000290
	 	 	03/31/08	 	 	Vinyl Apt 100	 	 	365.79	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	365.79	 	 	 	09/30/09	 	 	 	27.44	 	 	 	3.05	 	 	 	30.48	 	 	 	57.92	 
	000302
	 	 	04/30/08	 	 	PTAC (2) — Friedrich	 	 	1,263.85	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	1,263.85	 	 	 	09/30/09	 	 	 	84.26	 	 	 	10.53	 	 	 	105.32	 	 	 	189.58	 
	000322
	 	 	07/25/08	 	 	Carpet — Nebraska  Furniture	 	 	837.79	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	837.79	 	 	 	09/30/09	 	 	 	34.91	 	 	 	6.98	 	 	 	69.81	 	 	 	104.72	 
	000323
	 	 	07/25/08	 	 	PC Board for A/C — Aksarber	 	 	530.99	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	530.99	 	 	 	09/30/09	 	 	 	22.13	 	 	 	4.43	 	 	 	44.25	 	 	 	66.38	 
	000341
	 	 	09/26/08	 	 	Carpet — Nebraska  Furniture	 	 	1,523.72	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	1,523.72	 	 	 	09/30/09	 	 	 	38.09	 	 	 	12.70	 	 	 	126.97	 	 	 	165.06	 
	000342
	 	 	09/26/08	 	 	PTAC (2) — Friedrich	 	 	1,177.21	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	1,177.21	 	 	 	09/30/09	 	 	 	29.43	 	 	 	9.81	 	 	 	98.10	 	 	 	127.53	 
	000350
	 	 	10/31/08	 	 	Flooring — Nebraska Furniture	 	 	837.79	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	837.79	 	 	 	09/30/09	 	 	 	13.96	 	 	 	6.98	 	 	 	69.81	 	 	 	83.77	 
	000358
	 	 	12/31/08	 	 	Flooring — Nebraska Furniture	 	 	837.79	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	837.79	 	 	 	09/30/09	 	 	 	0.00	 	 	 	6.98	 	 	 	69.81	 	 	 	69.81	 
	000374
	 	 	01/31/09	 	 	Flooring — Nebraska Furniture	 	 	2,696.05	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	2,696.05	 	 	 	09/30/09	 	 	 	0.00	 	 	 	22.47	 	 	 	202.21	 	 	 	202.21	 
	000383
	 	 	02/20/09	 	 	Flooring — Nebraska Furniture	 	 	3,278.60	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	3,278.60	 	 	 	09/30/09	 	 	 	0.00	 	 	 	27.32	 	 	 	218.57	 	 	 	218.57	 
	000404
	 	 	04/30/09	 	 	Flooring — Nebraska Furniture	 	 	1,343.03	 	 	 	P	 	 	SLMM	 	 	10 00	 	 	 	1,343.03	 	 	 	09/30/09	 	 	 	0.00	 	 	 	11.19	 	 	 	67.15	 	 	 	67.15	 







			
	 	 	 
	November 12, 2009 at 10:59 AM
	 	Page 1






 


















 






Midwest I/GE JV

Depreciation Expense Report

As of October 31, 2009




Book = Internal

FYE Month = December




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	In Svc	 	 	 	Acquired	 	 	P	 	 	Depr	 	 	Est	 	 	Depreciable	 	 	Prior	 	 	Prior Accum	 	 	Depreciation	 	 	Current YTD	 	 	Current Accum	 
	Sys No	 	Date	 	Description	 	Value	 	 	T	 	 	Meth	 	 	Life	 	 	Basis	 	 	Thru	 	 	Depreciation	 	 	This Run	 	 	Depreciation	 	 	Depreciation	 
	 
	Location = 108th	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Class
= B
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	000416	 	05/29/09
	 	PTAC’s (2) — Friedrich	 	 	1,461.16	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	1,461.16	 	 	 	09/30/09	 	 	 	0.00	 	 	 	12.18	 	 	 	60.89	 	 	 	60.89	 
	000417	 	05/29/09
	 	Vinyl — Nebraska Furniture	 	 	569.05	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	569.05	 	 	 	09/30/09	 	 	 	0.00	 	 	 	4.74	 	 	 	23.71	 	 	 	23.71	 
	000436	 	07/17/09
	 	Flooring — Nebraska Furnitur	 	 	852.80	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	852.80	 	 	 	09/30/09	 	 	 	0.00	 	 	 	7.11	 	 	 	21.32	 	 	 	21.32	 
	000437	 	07/17/09
	 	Wanderguard System/Elect	 	 	20,126.32	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	20,126.32	 	 	 	09/30/09	 	 	 	0.00	 	 	 	167.72	 	 	 	503.16	 	 	 	503.16	 
	000451	 	08/28/09
	 	Flooring — Nebraska Furnitur	 	 	1,349.00	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	1,349.00	 	 	 	09/30/09	 	 	 	0.00	 	 	 	11.24	 	 	 	22.48	 	 	 	22.48	 
	000456	 	09/18/09
	 	Flooring — Nebraska Furnitur	 	 	1,349.00	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	1,349.00	 	 	 	09/30/09	 	 	 	0.00	 	 	 	11.24	 	 	 	11.24	 	 	 	11.24	 
	000477	 	10/30/09
	 	Flooring — Nebraska Furnitur	 	 	2,213.53	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	2,213.53	 	 	 	 	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 
	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 
	 	Class = B	 	 	9,255,128.95	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	9,255,128.95	 	 	 	 	 	 	 	680,709.31	 	 	 	19,919.93	 	 	 	197,577.86	 	 	 	878,287.17	 
	 	 	 
	 	Less disposals and transfers	 	 	0.00	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	0.00	 	 	 	 	 	 	 	0.00	 	 	 	 	 	 	 	 	 	 	 	0.00	 
	 	 	 
	 	Count = 0	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 
	 	Net Subtotal	 	 	9,255,128.95	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	9,255,128.95	 	 	 	 	 	 	 	680,709.31	 	 	 	19,919.93	 	 	 	197,577.86	 	 	 	878,287.17	 
	 	 	 
	 	Count = 57	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Class
= FE
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	000008	 	02/01/06
	 	Personal Property — Silver	 	 	200,000.00	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	200,000.00	 	 	 	09/30/09	 	 	 	58,333.33	 	 	 	1,666.66	 	 	 	16,666.66	 	 	 	74,999.99	 
	000107	 	09/20/06
	 	2 refrigerators # 115, 127-Ma	 	 	873.12	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	873.12	 	 	 	09/30/09	 	 	 	196.45	 	 	 	7.27	 	 	 	72.75	 	 	 	269.20	 
	000108	 	09/25/06
	 	Arial call system — Senior Te	 	 	1,494.80	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	1,494.80	 	 	 	09/30/09	 	 	 	336.33	 	 	 	12.45	 	 	 	124.56	 	 	 	460.89	 
	000137	 	12/17/06
	 	Computer — Dell Marketing	 	 	1,360.77	 	 	P	 	 	 	SLFM	 	 	 	05 00	 	 	 	1,360.77	 	 	 	09/30/09	 	 	 	566.98	 	 	 	22.68	 	 	 	226.79	 	 	 	793.77	 
	000144	 	02/01/06
	 	FAS141 Adj	 	 	300,000.00	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	300,000.00	 	 	 	09/30/09	 	 	 	87,500.00	 	 	 	2,500.00	 	 	 	25,000.00	 	 	 	112,500.00	 
	000173	 	02/19/07
	 	Water Resistant Pendants	 	 	505.52	 	 	P	 	 	 	SLFM	 	 	 	05 00	 	 	 	505.52	 	 	 	09/30/09	 	 	 	193.78	 	 	 	8.43	 	 	 	84.25	 	 	 	278.03	 
	000188	 	02/01/06
	 	FAS141 Revised (D&P)	 	 	4,969.00	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	4,969.00	 	 	 	09/30/09	 	 	 	1,449.29	 	 	 	41.41	 	 	 	414.08	 	 	 	1,863.37	 
	000211	 	05/17/07
	 	Phone System	 	 	848.45	 	 	P	 	 	 	SLMM	 	 	 	05 00	 	 	 	848.45	 	 	 	09/30/09	 	 	 	268.68	 	 	 	14.14	 	 	 	141.40	 	 	 	410.08	 
	000226	 	07/31/07
	 	Electric Dryer — Nebraska Fu	 	 	632.34	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	532.34	 	 	 	09/30/09	 	 	 	89.59	 	 	 	5.27	 	 	 	52.69	 	 	 	142.28	 
	000255	 	10/26/07
	 	Refrigerator — Menards	 	 	330.63	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	330.63	 	 	 	09/30/09	 	 	 	38.57	 	 	 	2.76	 	 	 	27.55	 	 	 	66.12	 
	000264	 	11/16/07
	 	Furnace Blower Motor — Inte	 	 	1,123.50	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	1,123.50	 	 	 	09/30/09	 	 	 	121.71	 	 	 	9.36	 	 	 	93.62	 	 	 	215.33	 
	000270	 	12/28/07
	 	Stackable Chairs  — Encomp	 	 	3,118.32	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	3,118.32	 	 	 	09/30/09	 	 	 	311.83	 	 	 	25.98	 	 	 	259.85	 	 	 	571.68	 
	000333	 	08/31/08
	 	Computer  — Dell	 	 	1,453.34	 	 	P	 	 	 	SLMM	 	 	 	05 00	 	 	 	1,453.34	 	 	 	09/30/09	 	 	 	96.89	 	 	 	24.22	 	 	 	242.22	 	 	 	339.11	 
	000343	 	09/19/08
	 	GE Washing Machine  — Low	 	 	393.23	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	393.23	 	 	 	09/30/09	 	 	 	9.83	 	 	 	3.27	 	 	 	32.76	 	 	 	42.59	 
	000384	 	02/20/09
	 	Ice Cream Machine Motor  —	 	 	701.60	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	701.60	 	 	 	09/30/09	 	 	 	0.00	 	 	 	5.85	 	 	 	46.78	 	 	 	46.78	 
	000385	 	02/28/09
	 	Pendants  — Senior Technolo	 	 	482.79	 	 	P	 	 	 	SLMM	 	 	 	05 00	 	 	 	482.79	 	 	 	09/30/09	 	 	 	0.00	 	 	 	8.05	 	 	 	64.38	 	 	 	64.38	 
	000457	 	09/18/09
	 	Refrigerators (2) — Lowe’s	 	 	661.26	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	661.26	 	 	 	09/30/09	 	 	 	0.00	 	 	 	5.51	 	 	 	5.51	 	 	 	5.51	 
	000478	 	10/16/09
	 	Pendants  — Senior Technolo	 	 	476.79	 	 	P	 	 	 	SLMM	 	 	 	05 00	 	 	 	476.79	 	 	 	 	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 
	000479	 	10/30/09
	 	Garbage Disposal  — Classic	 	 	2,331.32	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	2,331.32	 	 	 	 	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 	 	 	0.00	 
	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 
	 	Class = FE	 	 	521,756.78	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	521,756.78	 	 	 	 	 	 	 	149,513.26	 	 	 	4,363.31	 	 	 	43,555.85	 	 	 	193,069.11	 
	 	 	 
	 	Less disposals and transfers	 	 	0.00	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	0.00	 	 	 	 	 	 	 	0.00	 	 	 	 	 	 	 	 	 	 	 	0.00	 
	 	 	 
	 	Count = 0	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 
	 	Net Subtotal	 	 	521,756.78	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	521,756.78	 	 	 	 	 	 	 	149,513.26	 	 	 	4,363.31	 	 	 	43,555.85	 	 	 	193,069.11	 
	 	 	 
	 	Count = 19	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Class
= LI
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	000145	 	02/01/06
	 	FAS141 Adj	 	 	540,000.00	 	 	P	 	 	 	SLMM	 	 	 	20 00	 	 	 	540,000.00	 	 	 	09/30/09	 	 	 	78,750.00	 	 	 	2,250.00	 	 	 	22,500.00	 	 	 	101,250.00	 
	000193	 	02/01/06
	 	FAS141 Revised (D&P)	 	 	5,365.00	 	 	P	 	 	 	SLMM	 	 	 	20 00	 	 	 	5,365.00	 	 	 	09/30/09	 	 	 	782.54	 	 	 	22.36	 	 	 	223.58	 	 	 	1,005.12	 
	000225	 	07/31/07
	 	Sealcoat/Restriping  — Parkin	 	 	1,435.20	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	1,435.20	 	 	 	09/30/09	 	 	 	203.32	 	 	 	11.96	 	 	 	119.60	 	 	 	322.92	 
	000244	 	09/19/07
	 	Asphat Overlay  — Parking Ar	 	 	358.80	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	358.80	 	 	 	09/30/09	 	 	 	44.85	 	 	 	2.99	 	 	 	29.90	 	 	 	74.75	 
	000334	 	08/08/08
	 	Sidewalk  — Plantz Constructi	 	 	1,100.00	 	 	P	 	 	 	SLMM	 	 	 	10 00	 	 	 	1,100.00	 	 	 	09/30/09	 	 	 	45.83	 	 	 	9.16	 	 	 	91.66	 	 	 	137.49	 






			
	 	 	 
	November 12, 2009 at 10:59 AM
	 	Page 2





 














 








Midwest I/GE JV

Depreciation Expense Report

As of October 31, 2009




Book = Internal

FYE Month = December




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	In Svc	 	 	 	 	 	 	Acquired	 	 	P Depr	 	 	Est	 	 	Depreciable	 	 	Prior	 	 	Prior Accum	 	 	Depreciation	 	 	Current YTD	 	 	Current Accum	 
	Sys No	 	Date	 	 	Description	 	Value	 	 	T Meth	 	 	Life	 	 	Basis	 	 	Thru	 	 	Depreciation	 	 	This Run	 	 	Depreciation	 	 	Depreciation	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Location = 108th	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	Class = LI	 	 	548,260.00	 	 	 	 	 	 	 	 	 	 	 	548,260.00	 	 	 	 	 	 	 	79,826.54	 	 	 	2,296.47	 	 	 	22,964.74	 	 	 	102,791.28	 
	 
	 	 	 	 	 	Less disposals and transfers	 	 	0.00	 	 	 	 	 	 	 	 	 	 	 	0.00	 	 	 	 	 	 	 	0.00	 	 	 	 	 	 	 	 	 	 	 	0.00	 
	 
	 	 	 	 	 	Count = 0	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	Net Subtotal	 	 	548,260.00	 	 	 	 	 	 	 	 	 	 	 	548,260.00	 	 	 	 	 	 	 	79,826.54	 	 	 	2,296.47	 	 	 	22,964.74	 	 	 	102,791.28	 
	 
	 	 	 	 	 	Count = 5	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Class = Z
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	000021
	 	 	02/01/06	 	 	GMAC Loan Costs- 12/1/14	 	 	58,051.67	 	 	Z SLMM	 	 	08 10	 	 	 	58,051.67	 	 	 	09/30/09	 	 	 	19,168.01	 	 	 	547.66	 	 	 	5,476.57	 	 	 	24,644.58	 
	000028
	 	 	02/01/06	 	 	CSL Preacquisition Costs	 	 	6,000.00	 	 	Z SLMM	 	 	08 10	 	 	 	6,000.00	 	 	 	09/30/09	 	 	 	1,981.14	 	 	 	56.61	 	 	 	566.04	 	 	 	2,547.18	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	Class = Z	 	 	64,051.67	 	 	 	 	 	 	 	 	 	 	 	64,051.67	 	 	 	 	 	 	 	21,149.15	 	 	 	604.27	 	 	 	6,042.61	 	 	 	27,191.76	 
	 
	 	 	 	 	 	Less disposals and transfers	 	 	0.00	 	 	 	 	 	 	 	 	 	 	 	0.00	 	 	 	 	 	 	 	0.00	 	 	 	 	 	 	 	 	 	 	 	0.00	 
	 
	 	 	 	 	 	Count = 0	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	Net Subtotal	 	 	64,051.67	 	 	 	 	 	 	 	 	 	 	 	64,051.67	 	 	 	 	 	 	 	21,149.15	 	 	 	604.27	 	 	 	6,042.61	 	 	 	27,191.76	 
	 
	 	 	 	 	 	Count = 2	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Class = ZC
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	000377
	 	 	01/01/09	 	 	Jan09 Community Fees	 	 	1,500.00	 	 	Z SLMM	 	01 00	 	 	 	1,500.00	 	 	 	09/30/09	 	 	0.00	 	 	 	125.00	 	 	 	1,250.00	 	 	 	1,250.00	 
	000386
	 	 	02/01/09	 	 	Feb09 Community Fees	 	 	4,500.00	 	 	Z SLMM	 	01 00	 	 	 	4,500.00	 	 	 	09/30/09	 	 	 	0.00	 	 	 	375.00	 	 	 	3,375.00	 	 	 	3,375.00	 
	000396
	 	 	03/01/09	 	 	Mar09 Community Fees	 	 	1,500.00	 	 	Z SLMM	 	 	01 00	 	 	 	1,500.00	 	 	 	09/30/09	 	 	 	0.00	 	 	 	125.00	 	 	 	1,000.00	 	 	 	1,000.00	 
	000405
	 	 	04/01/09	 	 	Apr09 Community Fees	 	 	1,500.00	 	 	Z SLMM	 	 	01 00	 	 	 	1,500.00	 	 	 	09/30/09	 	 	 	0.00	 	 	 	125.00	 	 	 	875.00	 	 	 	875.00	 
	000418
	 	 	05/01/09	 	 	May09 Community Fees	 	 	3,000.00	 	 	Z SLMM	 	 	01 00	 	 	 	3,000.00	 	 	 	09/30/09	 	 	 	0.00	 	 	 	250.00	 	 	 	1,500.00	 	 	 	1,500.00	 
	000429
	 	 	06/01/09	 	 	June09 Community Fees	 	 	3,000.00	 	 	Z SLMM	 	 	01 00	 	 	 	3,000.00	 	 	 	09/30/09	 	 	 	0.00	 	 	 	250.00	 	 	 	1,250.00	 	 	 	1,250.00	 
	000452
	 	 	08/01/09	 	 	Aug09  Community Fee	 	 	500.00	 	 	Z SLMM	 	 	01 00	 	 	 	500.00	 	 	 	09/30/09	 	 	 	0.00	 	 	 	41.66	 	 	 	124.99	 	 	 	124.99	 
	000458
	 	 	09/01/09	 	 	Sept09 Community Fees	 	 	1,500.00	 	 	Z SLMM	 	 	01 00	 	 	 	1,500.00	 	 	 	09/30/09	 	 	 	0.00	 	 	 	125.00	 	 	 	250.00	 	 	 	250.00	 
	000480
	 	 	10/01/09	 	 	Oct09 Community Fees	 	 	2250.00	 	 	Z SLMM	 	 	01 00	 	 	 	2,250.00	 	 	 	 	 	 	 	0.00	 	 	 	187.50	 	 	 	187.50	 	 	 	187.50	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	Class = ZC	 	 	19,250.00	 	 	 	 	 	 	 	 	 	 	 	19,250.00	 	 	 	 	 	 	 	0.00	 	 	 	1,604.16	 	 	 	9,812.49	 	 	 	9,812.49	 
	 
	 	 	 	 	 	Less disposals and transfers	 	 	0.00	 	 	 	 	 	 	 	 	 	 	 	0.00	 	 	 	 	 	 	 	0.00	 	 	 	 	 	 	 	 	 	 	 	0.00	 
	 
	 	 	 	 	 	Count = 0	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	Net Subtotal	 	 	19,250.00	 	 	 	 	 	 	 	 	 	 	 	19,250.00	 	 	 	 	 	 	 	0.00	 	 	 	1,604.16	 	 	 	9,812.49	 	 	 	9,812.49	 
	 
	 	 	 	 	 	Count = 9	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	Location = 108th	 	 	10,408,447.40	 	 	 	 	 	 	 	 	 	 	 	10,408,447.40	 	 	 	 	 	 	 	931,198.26	 	 	 	28,788.14	 	 	 	279,953.55	 	 	 	1,211,151.81	 
	 
	 	 	 	 	 	Less disposals and transfers	 	 	0.00	 	 	 	 	 	 	 	 	 	 	 	0.00	 	 	 	 	 	 	 	0.00	 	 	 	 	 	 	 	 	 	 	 	0.00	 
	 
	 	 	 	 	 	Count = 0	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	Net Subtotal	 	 	10,408,447.40	 	 	 	 	 	 	 	 	 	 	 	10,408,447.40	 	 	 	 	 	 	 	931,198.26	 	 	 	28,788.14	 	 	 	279,953.55	 	 	 	1,211,151.81	 
	 
	 	 	 	 	 	Count = 92	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	Gra	 	 	 	 	 	 	 	 	 	 	 	 	 	 	408,447.40	 	 	 	 	 	 	 	931,198.26	 	 	 	28,788.14	 	 	 	279,953.55	 	 	 	1,211,151.81	 
	 
	 	 	 	 	 	Less disposals and	 	 	 	 	 	 	 	 	 	 	 	 	 	 	0.00	 	 	 	 	 	 	 	0.00	 	 	 	 	 	 	 	 	 	 	 	0.00	 
	 
	 	 	 	 	 	C	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	Net Gra	 	 	 	 	 	 	 	 	 	 	 	 	 	 	408,447.40	 	 	 	 	 	 	 	931,198.26	 	 	 	28,788.14	 	 	 	279,953.55	 	 	 	1,211,151.81	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	Co	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 






			
	 	 	 
	November 12, 2009 at 10:59 AM
	 	Page 3




 


 









 









Midwest I/GE JV

Depreciation Expense Report

As of October 31, 2009




Book = Internal

FYE Month = December




	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	In Svc	 	 	 	 	 	 	Acquired	 	 	P Depr	 	 	Est	 	 	Depreciable	 	 	Prior	 	 	Prior Accum	 	 	Depreciation	 	 	Current YTD	 	 	Current Accum	 
	Sys No	 	Date	 	 	Description	 	Value	 	 	T Meth	 	 	Life	 	 	Basis	 	 	Thru	 	 	Depreciation	 	 	This Run	 	 	Depreciation	 	 	Depreciation	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Report Assumptions	 
	Report Name: Depreciation Expense — widescriptions	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Source Report: Depreciation Expense	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Calculation Assumptions:	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	     Short Year: none	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	     Include Sec 168 Allowance & Sec 179: No	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	     Adjustment Convention: Post recovery	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Group/Sorting Criteria:	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	     Group = 108th	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	     Include Assets that meet the following conditions:	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	          Location is 108th	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	     Sorted by: Location (with subtotals), Class (with subtotals), System No. Extension	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 






			
	 	 	 
	November 12, 2009 at 10:59 AM
	 	Page 4