Exhibit 10.14


 


FIRST AMENDMENT TO MASTER LEASE


 


This First Amendment to
Master Lease (this “Amendment”) is
entered into the 15th of April, 2010 to be effective as of March 31,
2010 (the “Effective Date”) between
Theriac Rollup, LLC, a Florida limited liability company and its undersigned
wholly-owned subsidiaries (“Landlord”),
and, collectively, each of the undersigned entities identified as “Tenant”,
and Radiation Therapy Services, Inc., a Florida corporation
(the “Guarantor”) and amends that
certain Master Lease dated as of March 31, 2010 between Landlord, Tenant
and Guarantor (the “Master Lease”).
Capitalized or initially capitalized terms used herein but not defined herein
shall have the meanings ascribed to such terms in the Master Lease.


 


In consideration of the
mutual covenants, conditions and agreements set forth herein and in the Master
Lease, Landlord, Tenant and Guarantor hereby amend the Master Lease as provided
herein and upon the terms and conditions provided below.


 


1.             Reaffirmation of Master Lease. Tenant,
Landlord and Guarantor each reaffirm the Master Lease (including, in the case
of Guarantor, the Guaranty referenced in the introductory paragraph thereto)
and acknowledge and agree that the Master Lease continues to remain in full
force and effect in the manner and to the extent set forth therein, as amended
or modified only as expressly provided herein, and the Master Lease constitutes
the legal, valid and binding obligation of Tenant, Landlord and Guarantor,
enforceable against them in accordance with their respective obligations
thereunder.


 


2.             Modification to Section 27.1. Section 27.1
of the Master Lease is hereby modified and amended so as to delete from the
first sentence thereof the reference to the date “April 15, 2010” and to
substitute therefor the date “April 30, 2010”.


 


3.             References in Other Documents. References to
the Master Lease in any other document shall be deemed to include a reference
to the Master Lease as modified by this Amendment, whether or not reference is
made to this Amendment.


 


4.             Headings. Paragraph
headings used in this Amendment are for convenience of reference only, and
shall not affect the construction of this Amendment.


 


5.             Counterparts. This Amendment
and any amendment hereof or supplement hereto or any waiver granted in
connection herewith may be executed in any number of counterparts and by the
different parties on separate counterparts and each such counterpart shall be
deemed to be an original, but all such counterparts shall together constitute
but one and the same agreement. Delivery of an executed facsimile shall be
effective as delivery of an original counterpart.


 


6.             Governing Law. This Amendment
shall be a contract made under and governed by the internal laws of the State
of Florida, without giving effect to principles of conflicts of laws.


 

















 


7.             Rights and Obligations of Parties. All
obligations of Landlord, Tenant and Guarantor that are expressed herein, shall
be in addition to and not in limitation of those provided by applicable law.


 


8.             Severance. Whenever
possible, each provision of this. Amendment shall be interpreted in such manner
as to be effective and valid under applicable law; but if any provision of this
Amendment shall be prohibited by or invalid under applicable law, such
provision shall be ineffective to the extent of such prohibition or invalidity,
without invalidating the remainder of such provision or the remaining
provisions of this Amendment.


 


9.             Binding Effect. This Amendment
shall be binding upon and inure to the benefit of Landlord, Tenant and
Guarantor and their respective successors and assigns.


 


[SIGNATURE PAGES FOLLOW]


 


2

















 


IN WITNESS WHEREOF, this
First Amendment to Master Lease has been executed by Landlord and Tenant as of the
date first written above.


 


 


	
  Signed, sealed and
  delivered: 

  in the presence of:

  	
   

   

  	
  TENANT:

  
	
   

  	
   

  	
  Arizona Radiation Therapy
  Management Services, Inc.

  
	
   

  	
   

  	
   

  
	
  /s/ Martha A. Doyle

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print Name:

  	
   Martha A. Doyle

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
  EVP & CFO

  
	
  /s/ Authorized Signatory

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
  Authorized Signatory

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  21st Century Oncology, LLC

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Martha A. Doyle

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print Name:

  	
   Martha A. Doyle

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
  EVP & CFO

  
	
  /s/ Authorized Signatory

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
  Authorized Signatory

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  21st Century Oncology
  Management Services, Inc.

  
	
   

  	
   

  	
   

  
	
  /s/ Martha A. Doyle

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print Name:

  	
   Martha A. Doyle

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
  EVP & CFO

  
	
  /s/ Authorized Signatory

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
  Authorized Signatory

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  21st Century Oncology of El
  Segundo, LLC

  
	
   

  	
   

  	
   

  
	
  /s/ Martha A. Doyle

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print Name:

  	
   Martha A. Doyle

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
  EVP & CFO

  
	
  /s/ Authorized Signatory

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
  Authorized Signatory

  	
   

  	
   

  	
   

  



 


3

















 


	
   

  	
   

  	
  21st Century Oncology of
  Kentucky, LLC

  
	
   

  	
   

  	
   

  
	
  /s/ Martha A. Doyle

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print Name:

  	
   Martha A. Doyle

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
  EVP & CFO

  
	
  /s/ Authorized Signatory

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
  Authorized Signatory

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Nevada Radiation Therapy
  Management Services, Inc.

  
	
   

  	
   

  	
   

  
	
  /s/ Martha A. Doyle

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print Name:

  	
   Martha A. Doyle

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
  EVP & CFO

  
	
  /s/ Authorized Signatory

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
  Authorized Signatory

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  West Virginia Radiation
  Therapy Services, Inc.

  
	
   

  	
   

  	
   

  
	
  /s/ Martha A. Doyle

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print Name:

  	
   Martha A. Doyle

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
  EVP & CFO

  
	
  /s/ Authorized Signatory

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
  Authorized Signatory

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  21st Century Oncology of New Jersey, Inc.

  
	
   

  	
   

  	
   

  
	
  /s/ Martha A. Doyle

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print Name:

  	
   Martha A. Doyle

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
  EVP & CFO

  
	
  /s/ Authorized Signatory

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
  Authorized Signatory

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Central Massachusetts
  Comprehensive Cancer Center, LLC

  
	
   

  	
   

  	
   

  
	
  /s/ Martha A. Doyle

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print Name:

  	
   Martha A. Doyle

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
  EVP & CFO

  
	
  /s/ Authorized Signatory

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
  Authorized Signatory

  	
   

  	
   

  	
   

  



 


4

















 


	
   

  	
   

  	
  Jacksonville Radiation
  Therapy Services, Inc.

  
	
   

  	
   

  	
   

  
	
  /s/ Martha A. Doyle

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print Name:

  	
   Martha A. Doyle

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
  EVP & CFO

  
	
  /s/ Authorized Signatory

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
  Authorized Signatory

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  21st Century Oncology of Jacksonville, Inc.

  
	
   

  	
   

  	
   

  
	
  /s/ Martha A. Doyle

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print Name:

  	
   Martha A. Doyle

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
  EVP & CFO

  
	
  /s/ Authorized Signatory

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
  Authorized Signatory

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  California Radiation
  Therapy Management Services, Inc.

  
	
   

  	
   

  	
   

  
	
  /s/ Martha A. Doyle

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print Name:

  	
   Martha A. Doyle

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
  EVP & CFO

  
	
  /s/ Authorized Signatory

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
  Authorized Signatory

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Palms West Radiation
  Therapy, LLC

  
	
   

  	
   

  	
   

  
	
  /s/ Martha A. Doyle

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print Name:

  	
   Martha A. Doyle

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
  EVP & CFO

  
	
  /s/ Authorized Signatory

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
  Authorized Signatory

  	
   

  	
   

  	
   

  



 


5

















 


	
  Signed, sealed and
  delivered: 

  in the presence of:

  	
   

   

  	
  LANDLORD:

  
	
   

  	
   

  	
  Theriac Rollup, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  (FL Document # L06000088324)

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name:

  	
   James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
   Catherine Newkirk

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Arizona Radiation
  Enterprises, LLC

  
	
   

  	
   

  	
   

  	
  an Arizona limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By:  TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name:

  	
   James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
   Catherine Newkirk

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Bonita Radiation
  Associates, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name:

  	
   James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
   Catherine Newkirk

  	
   

  	
   

  	
   

  



 


6

















 


	
   

  	
   

  	
  Theriac Enterprises of
  Bradenton, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name:

  	
   James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
   Catherine Newkirk

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Bradenton Radiation
  Associates, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name:

  	
   James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
   Catherine Newkirk

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   Theriac Enterprises of Casa Grande, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name:

  	
   James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
   Catherine Newkirk

  	
   

  	
   

  	
   

  



 


7

















 


	
   

  	
   

  	
  Theriac Enterprises of
  Colonial, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name:

  	
   James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
   Catherine Newkirk

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Colonial Radiation
  Associates, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name:

  	
   James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
   Catherine Newkirk

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Crestview Radiation Enterprises,
  LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name:

  	
   James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
   Catherine Newkirk

  	
   

  	
   

  	
   

  



 


8

















 


	
   

  	
   

  	
  Destin Radiation
  Enterprises, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name:

  	
   James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
   Catherine Newkirk

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Theriac Enterprises of El
  Segundo, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name:

  	
   James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
   Catherine Newkirk

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Fort Walton Beach
  Radiation Enterprises, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name:

  	
   James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
   Catherine Newkirk

  	
   

  	
   

  	
   

  



 


9

















 


	
   

  	
  Theriac Enterprises of
  Frankfort, Kentucky, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited liability
  company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name:

  	
   James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
   Catherine Newkirk

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Theriac Enterprises of
  Gilbert, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name:

  	
   James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
   Catherine Newkirk

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
  Theriac Enterprises of
  Greenbrier, WV, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name:

  	
   James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
   Catherine Newkirk

  	
   

  	
   

  	
   

  



 


10














 


	
   

  	
   

  	
  Theriac Enterprises of
  Hammonton, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine Newkirk

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Theriac Enterprises of
  Harrington, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine Newkirk

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Henderson Radiation
  Associates, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine Newkirk

  	
   

  	
   

  	
   

  



 


11

















 


	
   

  	
   

  	
  Theriac Enterprises of
  Jacksonville, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine Newkirk

  	
   

  	
   

  	
   

  



 


12

















 


	
   

  	
   

  	
  Lehigh Radiation
  Associates, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine Newkirk

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Marco Island Radiation
  Enterprise, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine Newkirk

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Nevada Radiation
  Enterprises, L.L.C.

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited liability
  company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine Newkirk

  	
   

  	
   

  	
   

  



 


13

















 


	
   

  	
   

  	
  Palm Springs Radiation
  Enterprises, LLC

  
	
   

  	
   

  	
   

  	
  a California limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine Newkirk

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Theriac Enterprises of
  Peoria, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine Newkirk

  	
   

  	
   

  	
   

  



 


14

















 


	
   

  	
   

  	
  Theriac Enterprises of
  Rancho Mirage, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine Newkirk

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Theriac Enterprises of
  Scottsdale, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine Newkirk

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Tamarac Radiation.
  Associates, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine Newkirk

  	
   

  	
   

  	
   

  



 


15

















 


	
   

  	
   

  	
  West Palm Radiation
  Associates, L.L.C. 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine Newkirk

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Theriac Enterprises of
  Yucca Valley, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, 

  its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine Newkirk

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine Newkirk

  	
   

  	
   

  	
   

  



 


16

















 


GUARANTOR IS MADE A PARTY
HERETO SOLELY AS TO ITS REAFFIRMATION OF ITS ACKNOWLEDGMENTS AND OBLIGATIONS
UNDER THE INTRODUCTORY PARAGRAPHS TO THE MASTER LEASE:


 


	
  Signed, sealed and
  delivered: 

  in the presence of:

  	
   

  	
  GUARANTOR:

  
	
   

  	
   

  	
  Radiation Therapy
  Services, Inc.

  
	
   

  	
   

  	
   

  
	
  /s/ Martha A. Doyle

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print Name: 

  	
  Martha A. Doyle

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
  EVP & CFO

  
	
  /s/ Authorized Signatory

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Authorized Signatory

  	
   

  	
   

  	
   

  



 


17














 


MASTER LEASE


 


This “Master Lease” is entered into as of March 31,
2010 (the “Effective Date”) between
Theriac Rollup, LLC, a Florida limited liability company and its undersigned
wholly-owned subsidiaries (“Landlord”), and,
collectively, and each of the undersigned entities identified as “Tenant”, for the real properties and
improvements thereon (collectively, the “Facilities”)
set forth on Schedule 1, as legally described on Exhibit A.
(the “Premises”), each used as a
radiation or oncology related medical office building (individually as so
utilized, as such utilization may be changed pursuant to Section 7.1(a) and
collectively, the “Business”). Pursuant
to its concurrent Guaranty, Radiation Therapy
Services, Inc., a Florida corporation (“Guarantor”) has guaranteed
Tenant’s obligations hereunder. In consideration of the mutual covenants,
conditions and agreements set forth herein, Landlord hereby leases the Premises
to Tenant for the Term upon the terms and conditions provided below. Certain
capitalized terms used in this Master Lease are defined on Exhibit E.


 


RECOGNITION OF MASTER LEASE; 

IRREVOCABLE WAIVER OF CERTAIN RIGHTS


 


Tenant and Landlord each
acknowledge and agree that the terms and conditions of this Master Lease
constitute a single, indivisible lease of the entire Premises and shall be
uniformly applied to the Facilities and the Premises. The Minimum Rent,
Additional Rent, other amounts payable hereunder and all other provisions
contained herein have been negotiated and agreed upon based on the intent to
lease the entirety of the Premises as a single and inseparable transaction
pursuant to this Master Lease, and such Minimum Rent, Additional Rent, other
amounts and other provisions would have been materially different had the
parties intended to enter into separate leases for each of the Facilities or
Premises.


 


Tenant and Guarantor each
acknowledge and agree that Landlord is entering into this Master Lease as an
accommodation to Tenant and Guarantor. Each of the entities comprising Tenant
and Guarantor, in order to induce Landlord to enter into this Master Lease, to
the extent permitted by law:


 


A.            Agrees, acknowledges and is
forever estopped from asserting to the contrary that the statements set forth
in the first sentence of this Section are true, correct and complete;


 


B.            Agrees, acknowledges and is
forever estopped from asserting to the contrary that this Master Lease is a new
and de novo lease, which supersedes and replaces in its entirety any existing
or prior occupancy lease between the Tenant and the Landlord or between any of
the entities comprising Tenant and any of the entities comprising Landlord that
may have existed prior to the date hereof;


 


C.            Agrees, acknowledges and is
forever estopped from asserting to the contrary that this Master Lease is a
single lease pursuant to which the collective Premises are demised to the
Tenant pursuant to the terms and conditions of this Master Lease;


 


D.            Agrees, acknowledges and is
forever estopped from asserting to the contrary that if, notwithstanding the
provisions of this Section, this Master Lease were to be determined or found to
be in any proceeding, action or arbitration under state or federal bankruptcy,
insolvency, debtor-relief or other applicable laws to constitute multiple
leases demising multiple properties, such multiple leases could not, by the
debtor, trustee, or any other party, be selectively or individually assumed,
rejected or assigned; and


 

















 


E.             Forever knowingly waives and
relinquishes any and all rights under or benefits of the provisions of the
Federal Bankruptcy Code Section 365 (11 U.S.C. § 365), or any successor or
replacement thereof or any analogous state law, to selectively or individually
assume, reject or assign the multiple leases comprising this Master Lease
following a determination or finding in the nature of that described in the
foregoing Section D.


 


Landlord, i.e., Theriac
Rollup, LLC, and its undersigned wholly-owned subsidiaries, acknowledges that
each separate parcel of real property and improvements thereon comprising the
Facilities and Premises is owned by one of the undersigned wholly-owned
subsidiaries. With respect to this Master Lease and exercise of the rights of
Landlord and discharge of the duties and obligations of Landlord with respect
to the Facilities and Premises owned by Landlord, each of the undersigned
wholly-owned subsidiaries of Theriac Rollup, LLC hereby appoints Theriac
Rollup, LLC as its agent with power of attorney, coupled with an interest, to
collect rents, to exercise all of the other rights of Landlord and to perform
and discharge any and all duties and obligations of Landlord under this Master
Lease with respect to the Facilities and Premises owned by such undersigned
wholly-owned subsidiary of Theriac Rollup, LLC. Each said agency and power of
attorney is irrevocable for the term of this Master Lease. Any act of Theriac
Rollup, LLC as agent or attorney-in-fact for any one or more of the undersigned
wholly-owned subsidiaries of Theriac Rollup, LLC may be relied upon by Tenant
as the act of such undersigned wholly-owned subsidiary or subsidiaries.


 


With respect to this Master
Lease and exercise of the rights of Tenant and discharge of the duties and
obligations of Tenant with respect to the Facilities and Premises occupied by
Tenant, certain of the undersigned entities identified as “Tenant” have
heretofore or do hereby appoint Guarantor as their agent with power of
attorney, coupled with an interest, to pay rent and to exercise all of the
other rights of Tenant and to perform and discharge any and all duties and
obligations of Tenant under this Master Lease with respect to the Facilities
and Premises occupied by such undersigned entity. Any act of Guarantor as agent
or attorney-in-fact for any one or more of the undersigned Tenant entities may be
relied upon by Landlord as the act of such entity. The Tenant entities which
have appointed or which do hereby appoint Guarantor as their
attorney-in-fact/agent are indentified in Section 21 below.


 


1.             Term. The “Term” of this Master
Lease is the Initial Term plus all
Renewal Terms, and a “Lease Year” is the twelve month period commencing on April 1
of each year of the Term. The first Lease Year shall commence on April 1,
2010 and end on March 31, 2011. The “Initial Term” commences on April 1,
2010 and ends on March 31, 2025, and may be extended for four (4) separate
“Renewal Terms” of five (5) years each if: (a) at least twelve (12), but not more than fifteen (15)
months prior to the end of the then current Term, Tenant delivers to Landlord a
“Renewal Notice” that it desires to exercise its right to extend this Master
Lease for one (1) Renewal Term; and (b) there is no Event of Default
on the date Landlord receives the Renewal Notice (the “Exercise Date”) or on
the last day of the then current Term. Notwithstanding the foregoing, with
respect to any portion of the Premises located in the State of California, in
no event shall the Term of this Master Lease exceed thirty-four (34) years and
three hundred sixty-four (364) days.


 


2.             Rent. During the Term, Tenant
shall pay Landlord “Rent” consisting of “Minimum Rent” plus “Additional Rent” determined as provided in this Section 2;
provided, the Rent for any Lease Year shall not be less than one hundred
percent (100%) of the Rent for the previous Lease Year. The Rent for any month
that begins or ends on other than the first or last day of a calendar month
shall be prorated based on actual days elapsed.


 


2

















 


2.1          Initial
Term Rent. During the Initial Term, “Minimum
Rent” is $11,986,954.00 annually, payable in advance in twelve (12) equal
monthly installments. Commencing with the second (2nd) Lease Year and continuing thereafter during the
Term (excluding the first Lease Year of any Renewal Term), Tenant agrees to pay
“Additional Rent” to Landlord monthly in advance together with the payment of
Minimum Rent. Such Additional Rent (which shall be expressed as an annual
amount but shall be payable in equal monthly installments) shall be equal to
the sum of (A) the Additional Rent (if any) due for the immediately
preceding Lease Year and (B) the product of (i) the Minimum Rent and
Additional Rent due for the immediately preceding Lease Year and (ii) the
percentage increase, if any, in the CPI (as herein defined) from the first day
of the immediately preceding Lease Year to the last day of the immediately
preceding Lease Year. Tenant shall pay the Additional Rent to Landlord for the
period of time elapsing between the anniversary date and notice of such
increase upon request by Landlord. Thereafter the increase shall be payable
equally with the regular Minimum Rent payments. In no event shall a decrease in
the CPI result in a decrease in the Minimum Rent and Additional Rent payable
under the terms of this Master Lease.


 


2.2          Renewal
Term Rent. To establish a fair market
Minimum Rent for the Premises during the Renewal Terms, the Minimum Rent for
the Renewal Terms shall be reset and expressed as an annual amount equal to the
greater of: (i) one hundred three percent (103%) of the Minimum Rent due
for the immediately preceding Lease Year, or (ii) the Fair Market Rent of
the Premises on the Exercise Date as established pursuant to Exhibit C.
provided, however, in no event shall the Minimum Rent for the Premises during
the first Lease Year of such Renewal Term(s) be greater than one hundred
ten percent (110%) of the Minimum Rent and Additional Rent for the immediately
preceding Lease Year. The Minimum Rent for the Premises during the fourth
Renewal Term, if any, shall be reset and expressed as an annual amount equal to
the Fair Market Rent of the Premises on the Exercise Date. Commencing with the
second (2nd) Lease Year of
a Renewal Term and continuing each Lease Year of such Renewal Term thereafter, “Additional
Rent” shall be calculated as provided in Section 2.1 and as so calculated
shall be payable in monthly installments throughout the remainder of such
Renewal Term.


 


2.3          Payment
Terms. All Rent and other payments
to Landlord shall be paid by wire transfer or ACH (Automated Clearing House)
only. Minimum Rent and Additional Rent shall be paid in advance in equal
monthly installments on or before the first
(1st) Business Day of each
calendar month.


 


1.4          Absolute
Net Lease. All Rent payments shall be
absolutely net to Landlord, free of any and all Taxes, Other Charges, and
operating or other expenses of any kind whatsoever, all of which shall be paid
by Tenant. Tenant shall continue to perform its obligations under this Master
Lease even if Tenant claims that it has been damaged by Landlord. Thus, Tenant
shall at all times remain obligated under this Master Lease without any right
of setoff, counterclaim, abatement, deduction, reduction or defense of any
kind. Tenant’s sole right to recover damages against Landlord under this Master
Lease shall be to prove such damages in a separate action.


 


3.             Late Charges. The late
payment of Rent or other amounts due will cause Landlord to lose the use of
such money and incur administrative and other expenses not contemplated under
this Master Lease. While the exact amount of the foregoing is extremely
difficult to ascertain, the parties agree that as a reasonable estimate of fair
compensation to Landlord, if any Rent or other amount is not paid within (i) five (5) days after the due date for such payment, then
Tenant shall thereafter pay to Landlord on demand a late charge equal to three
percent (3%) of such delinquent amounts, and (ii) ten


 


3

















 


(10) days
after the due date for such payment, such unpaid amount shall accrue interest from such date at the “Agreed Rate” of five percent (5%) plus the
prime rate of interest as published in the Wall Street Journal on the eleventh (11th)
day after the due date for such payment.


 


4.             Intentionally Omitted.


 


5.             Taxes and Other Charges. At the end of
the Term, all Taxes and Other Charges shall be prorated. If Tenant has prepaid
any Taxes or Other Charges for periods extending beyond the end of the Term,
Landlord shall, within forty-five (45) days of the expiration of the Term,
reimburse Tenant for such Taxes and Other Charges, which obligation shall
survive the expiration or earlier termination of this Lease. Landlord shall
promptly forward to Tenant copies of all bills and payment receipts for Taxes
or Other Charges received by it. At the end of the Term, Subject to Section 5.1
and Landlord’s obligations to make payments from the Tax Impound as defined
therein, Tenant shall pay and discharge (including the filing of all required
returns), prior to delinquency or imposition of any fine, penalty, interest or
other cost (“Penalty”) the
following: (i) “Taxes”, consisting
of any property (real and personal) and other taxes and assessments levied or
assessed with respect to this Master Lease or any portion of the Premises,
including, without limitation, any state or county occupation tax, transaction
privilege, franchise taxes, business privilege, rental tax or other excise
taxes, and other assessments levied or assessed against the Premises, Tenant’s
interest therein or Landlord (with respect to this Master Lease and/or the
Premises, but excluding any local, state or federal income tax based upon the
net income or excess profits of Landlord, any capital gains tax imposed on
Landlord in connection with the sale of all or any portion of the Premises to
any Person and any transfer tax or stamps for Landlord’s transfer of any
interest in any portion of the Premises to any Person other than Tenant or any
of its Affiliates), which shall be borne by Landlord, and (ii) “Other Charges”, consisting of
any utilities, common area maintenance, and other costs and expenses of the
Business and operation, possession or use of any portion of the Premises and
all other charges, obligations or deposits assessed against any portion of the
Premises during the Term. Tenant may pay all of any portion of the Taxes or the
Other Charges in permitted installments (whether or not interest accrues on the
unpaid balance) when due and before any Penalty. Tenant will furnish to
Landlord, promptly after demand therefore, proof of payment of Taxes and Other
Charges which are paid by Tenant.


 


5.1          Protests. Each party has the right, but not the obligation, in
good faith to protest or contest (a “Protest”)
in whole or in part (i) the
amount or payment of any Taxes or Other Charges and (ii) the existence, amount or validity of any Lien (as
defined in Section 8.1) by appropriate proceedings sufficient to
prevent its collection or other realization and the sale, forfeiture or loss of
any portion of the Premises or Rent to satisfy it (so long as, in the case of
any Protest or contest by Tenant, Tenant provides Landlord with reasonable
security to assure the foregoing, which security may take the form of a title
indemnity (in a form reasonably acceptable to Landlord and from a national
title insurance company reasonably acceptable to Landlord) or payment of the
amount due the lien claimant), provided that if as a result of any Protest
initiated by Landlord, such Taxes, Other Charges or the amount of any Lien
increases above the protested amount, such increase shall be borne exclusively
by Landlord. Each party shall diligently prosecute any such Protest initiated
by it at its sole cost and expense. In connection with any Protest that Tenant
is diligently pursuing regarding Taxes, subject to Landlord’s obligation to
make payments from the Tax Impound pursuant to Section 5.2. Tenant
shall pay the Taxes that are the subject of such Protest before the imposition
of any Penalty. In connection with any Protest that Tenant is diligently pursuing
regarding any Other Charges or Liens, Tenant shall pay such Other Charges or
pay such Liens (or otherwise cause them to be removed) before any part of the
Premises or any Rent


 


4

















 


therefrom or interest
therein is in any danger of being sold, forfeited, attached or lost. At Tenant’s
sole cost and expense, Landlord will cooperate fully in any Protest that
involves an amount assessed against it and, at Tenant’s request, in the case of
any Protest in which Tenant is prohibited from solely prosecuting such
proceedings by applicable law.


 


5.2          Impound. Tenant shall include with each Minimum Rent payment
a deposit of one-twelfth (1/12th) of the amount required to discharge the annual
amount of real property Taxes secured by a Lien encumbering any portion of the
Premises (“Real Property Taxes”) as
and when they become due (the “Tax Impound”).
The amounts held by Landlord in the Tax Impound shall be applied by
Landlord directly to the payment of the Taxes in a timely fashion and prior to
the imposition of any Penalty, and, except if resulting from insufficient funds
in the Tax Impound, if any Penalty results from Landlord’s failure to timely
make any such payment, such Penalty shall be paid by Landlord. The Tax Impound
shall be calculated on the basis of the most recent available levy applied to
the most recent available assessment of Real Property Taxes. The Tax Impound
shall not be held by Landlord in trust or as an agent of Tenant, but rather
shall be applied by Landlord to the Taxes. The Tax Impound shall earn interest
on an annual basis based upon the average interest earned during such year by
Landlord on its cash deposits. Interest earned on the Tax Impound for a given
Lease Year shall, at Tenant’s election either (a) be
paid to Tenant within thirty (30) days of the end of the Lease Year, or (b) in the case of (i) a Lease Year that is not the final
Lease Year, be credited against the amount of Tax Impound due from Tenant to
Landlord for the first month (or additional month(s) if such credit
exceeds the amount of Tax Impound due for such first month) of the subsequent
Lease Year, or in the case of (ii) the
final Lease Year, paid to Tenant within thirty (30) days of the expiration of
the Term or earlier termination of this Master Lease. If at any time within
thirty (30) days prior to the due
date the Tax Impound shall be insufficient for the payment of the obligation in
full, Tenant shall within ten (10) days
after demand deposit the deficiency with Landlord. If the Tax
Impound is in excess of the actual obligation, at Tenant’s election any excess
funds shall either (x) be
paid to Tenant within thirty (30) days of the end of the Lease Year, or (y) in the case of (1) a Lease Year that is not the final
Lease Year, be credited against the amount of Tax Impound due from Tenant to
Landlord for the first month (or additional month(s) if such credit
exceeds the amount of the Tax Impound due for such first month) of the
subsequent Lease Year, or in the case of (2) the
final Lease Year, paid to Tenant within thirty (30) days of the expiration of
the Term or earlier termination of this Master Lease. Tenant shall forward to
Landlord or its designee all Tax bills, bond and assessment statements as soon
as they are received and receipts for payment of all Taxes required to be paid
by Tenant. If Landlord transfers this Master Lease, it shall transfer the Tax
Impound, and all interest earned thereon, to the transferee, and Landlord shall
thereafter have no liability of any kind with respect thereto.


 


6.             Insurance. All insurance
provided for in this Master Lease shall (i) be
maintained under valid and enforceable policies issued by insurers licensed and
approved to do business in the state(s) where the applicable Facility or
portion of the Premises is located and having general policyholders and
financial ratings of not less than “A-” and “X”, respectively, in the then
current Best’s Insurance Report, (ii) except
for insurance referenced in Section 6 (c), 6(d) and Section 6(e),
name Landlord (and, if required, pursuant to the terms of any mortgage
encumbering the Premises, or any part hereof, Landlord’s mortgagee) as an
additional insured and, for the casualty policy referenced in Section 6(a),
as the owner and loss payable beneficiary, (iii) be
on an “occurrence” basis, (iv) cover
all of Tenant’s operations at the applicable Facility or portion of the
Premises, (v) provide that
the policy may not be canceled except upon not less than thirty (30) days prior written notice to Landlord
and (vi) be primary and
provide that any insurance with respect to any portion of the Premises
maintained by Landlord is excess and


 


5

















 


noncontributing with Tenant’s
insurance. The parties hereby waive as to each other all rights of subrogation
(other than with respect to Worker’s Compensation Coverage described below)
which any insurance carrier, or either of them, may have by reason of any
provision in any policy issued to them, provided such waiver does not thereby
invalidate such policy. Original policies or satisfactory insurer certificates
evidencing the existence of the insurance required by this Master Lease and
showing the interest of Landlord shall be provided to it prior to the
commencement of the Term or, for a renewal policy, not less than five (5) days prior to the expiration date
of the policy being renewed. If Landlord is provided with a certificate, it may
demand that Tenant provide a complete copy of the related policy within fifteen
(15) days. Tenant may satisfy the
insurance requirements hereunder through coverage under a so-called blanket
policy or policies of insurance carried and maintained by Tenant; provided,
however, that the coverage afforded Landlord will not be reduced or diminished
or otherwise be different from that which would exist under a separate policy
meeting all other requirements of this Master Lease by reason of the use of
such blanket policy of insurance. During the Term, Tenant shall maintain the
following insurance and any claims thereunder shall be adjudicated by and at
the expense of it or its insurance carrier:


 


(a)           Fire and
Extended Coverage with respect to each Facility against loss or damage
from all causes under standard “all risk” property insurance coverage with an
agreed amount endorsement (such that the insurance carrier has accepted the
amount of coverage and has agreed that there will be no co-insurance penalty),
without exclusion for fire, lightning, windstorm, explosion, smoke damage,
vehicle damage, sprinkler leakage, flood, vandalism, earthquake, malicious
mischief or any other risks normally covered under an extended coverage
endorsement, in amounts that are not less than the actual replacement value of
such Facility and all Tenant Personal Property associated therewith (including
the cost of compliance with changes in zoning and building codes and other laws
and regulations, demolition and debris removal and increased cost of
construction). Additionally, if any Facility contains steam boilers, steam
pipes, steam engines, steam turbines or other high pressure vessels, insurance
with an agreed amount endorsement (such that the insurance carrier has accepted
the amount of coverage and has agreed that there will be no co-insurance
penalty), covering the major components of the central heating, air
conditioning and ventilating systems, boilers, other pressure vessels, high
pressure piping and machinery, elevators and escalators, if any, and other
similar equipment installed in the Facility, in an amount equal to one hundred
percent (100%) of the full replacement cost of the Facility, which policies
shall insure against physical damage to and loss of occupancy and use of the
Facility arising out of an accident or breakdown covered thereunder.
Notwithstanding any provision to the contrary herein, insurance coverage for
earthquake shall be limited to One Million Dollars ($1,000,000) in the
aggregate for the entire Premises.


 


(b)           Commercial
General Public Liability Coverage with respect to each
Facility (including products liability and broad form coverage) against claims
for bodily injury, death or property damage occurring on, in or about such
Facility, affording the parties protection of not less than One Million Dollars
($1,000,000) per occurrence and
Three Million Dollars ($3,000,000) in
the aggregate, which maximum aggregate limit may be satisfied with the
combination of commercial general public liability coverage and excess and/or
umbrella coverage;


 


(c)           Professional
Liability Coverage with respect to each Facility for damages for
injury, death, loss of service or otherwise on account of professional services
rendered or which should have been rendered, in a minimum amount of One Million
Dollars ($1,000,000) per
occurrence and Three Million Dollars ($3,000,000)
in the aggregate;


 


6

















 


(d)           Worker’s
Compensation Coverage with respect to each Facility for injuries
sustained by Tenant’s employees in the course of their employment and otherwise
consistent with all applicable legal requirements;


 


(e)           Business
Interruption and Extra Expense Coverage with respect to each
Facility for loss of rental value for a period not less than one (1) year, covering perils consistent
with the requirements of Section 6(a) and providing that any
covered loss thereunder shall be payable to the Landlord as its interests may
appear, and (A) including either an agreed amount endorsement or a waiver
of any co-insurance provisions, so as to prevent Tenant, Landlord and any other
insured thereunder from being a co-insurer, or (B) if such insurance
contains a coinsurance provision, with a limit greater than or equal to ten (10) times
the amount of annual Minimum Rent and Additional Rent then payable under this
Master Lease; and


 


(f)            Deductibles/Self-Insured
Retentions for the above policies shall not be greater than One
Hundred Twenty Five Thousand Dollars ($125,000.00).
At such times and only so long as policies of insurance with
deductibles or self-insured retentions not greater than One Hundred Twenty Five
Thousand Dollars ($125,000.00) are generally not available to operators of
businesses similar to that then being conducted at the Premises at commercially
reasonable rates, as determined by Landlord in its reasonable judgment, the
deductibles or self-insured retentions on the policies of insurance required
hereunder may be in such greater amount, as determined by Landlord in its
reasonable judgment, that would result in the applicable policies being
available at commercially reasonable rates, not to exceed Two Hundred Fifty
Thousand Dollars ($250,000.00). Notwithstanding the foregoing, with respect to
windstorm/hail coverage, the deductibles/self-insured retentions for a Facility
shall be equal to the greater of (i) such
amounts permitted under the preceding two sentences, (ii) with respect to only those Facilities located in the
State of Florida, $250,000.00, and (iii) five
percent (5%) of the total insurable value of the applicable
Facility.


 


7.             Use, Regulatory Compliance and Preservation of Business.


 


7.1          Permitted
Use.


 


(a)           Tenant shall use, operate
and occupy each Facility as a radiation or oncology related medical office
building and treatment center, and for ancillary services relating thereto, but
for no other purpose; provided, however, that Tenant may, with the written
approval of Landlord (subject to the succeeding sentence, to be granted or
withheld in the exercise of its sole and absolute discretion) change the use of
a Facility to a different use so long as Tenant shall continue to use, operate
and occupy such Facility for a use in the medical services industry. Landlord,
upon the written request of Tenant, shall approve a change in the use of a
Facility if the following conditions are met: (i) the
proposed change in use is for a use in the medical services industry, (ii) Tenant has obtained and provided
to Landlord appraisals (prepared by an appraiser reasonably acceptable to
Landlord) that take into account the proposed change in use and that
demonstrate to Landlord’s reasonable satisfaction that the fair market value of
such Facility after the change in use will not result in a material reduction
of the fair market value of the Facility, and (iii) Tenant
has obtained or agrees to obtain prior to such change in use all licenses,
certificates, permits and all other approvals required by law in connection
with operating the Facility for the proposed new use. Tenant shall operate each
Facility and the Business conducted thereon in a manner consistent with all
applicable laws.


 


7

















 


(b)           Tenant shall continuously
and uninterruptedly use, operate and occupy each Facility throughout the Term;
provided, however, that (i) Tenant
may close down the operations of a Facility in connection with Tenant’s
refurbishing, upgrading, or changing the permitted use of such Facility for a
commercially reasonable amount of time required to complete such refurbishment,
upgrades, or change in use; but in no event shall such period of time exceed
two hundred seventy (270) days, and (ii) subject
to the Tenant’s restoration obligations contained in this Master Lease, Sections 17
and 18, a Facility may be temporarily closed down to the extent and for the
period of time such Facility is untenantable by reason of fire or other
casualty or condemnation.


 


7.2          Regulatory
Compliance. Tenant, each Facility and the other portions of
the Premises shall be subject to all CC&R’s promulgated by, or for the
benefit of, condominium or other such associations or entities, as the same may
be amended from time to time and Tenant, each Facility and the other portions
of the Premises shall comply in all material respects with all of such CC&R’s,
as well as all licensing and other laws and other use or maintenance
requirements applicable to the Business conducted thereon and, to the extent
applicable, all Medicare, Medicaid and other third-party payor certification
requirements, including timely filing properly completed cost and other
required reports, timely paying all expenses shown thereon, and ensuring that
each Facility, to the extent required in connection with the then permitted use
pursuant to Section 7.1(a), continues to be fully certified for
participation in Medicare and Medicaid throughout the Term. Further, Tenant
shall not commit any act or omission that would in any way violate any
certificate of occupancy affecting any Facility. All inspection fees, costs and
charges associated with a change of such licensure or certification shall be
borne solely by Tenant. In addition, Tenant shall operate each Facility in full
compliance with the applicable provisions of the Medicare Anti- Kickback Law,
42 U.S.C. 1320a-7(b), and the Stark Self-Referral Prohibition Act, 42 U.S.C.
1395nn, et. seq., as the same may be modified, supplemented or replaced from time
to time, and all regulations promulgated thereunder from time to time.


 


7.3          Quiet
Enjoyment. So long as no Event of
Default has occurred and is continuing, Landlord covenants that Tenant may
peaceably and quietly have, hold and enjoy the Premises for the Term, free of
any claim or other action not caused or created by Tenant, subject to Section 17
or Section 18.


 


8.             Acceptance, Maintenance, Upgrade, Alteration and Environmental.


 


8.1          Acceptance “AS
IS”: No Liens. Tenant acknowledges that it
or an Affiliate has been in possession of and operating the Premises prior to
the date of this Master Lease and is presently engaged in operations like the
Business conducted at each Facility in the state where such Facility is located
and has expertise in such industry and, in deciding to enter into this Master
Lease, has not relied on any representations or warranties, express or implied,
of any kind from Landlord with respect to the Premises. Tenant has examined the
condition of title to and thoroughly investigated the Premises, has selected
the Premises to its own specifications, has concluded that, as of the date
hereof, no improvements or modifications are required to be made by Landlord in
order to conduct the Business thereon, and accepts them on an “AS IS” basis and assumes all responsibility
and cost for the correction of any observed or unobserved deficiencies or
violations. It is expressly understood and
agreed that any inspection by or on behalf of the Landlord of the business
conducted at the Premises or of the Premises is for Landlord’s sole and
exclusive benefit and is not directly or indirectly for the benefit of, nor
should be relied in any manner upon by, Tenant, its subtenants or any other
third party. Subject to its right to Protest set forth in Section 5.1,
Tenant shall not cause or permit any lien, levy or


 


8

















 


attachment to be placed or
assessed against any portion of the Premises or the operation thereof (a “Lien”) other than “Permitted Exceptions”
as described on Exhibit D and any mortgage, lien, encumbrance, or
other charge created by or resulting solely from any act or omission of
Landlord.


 


8.2          Tenant’s
Maintenance Obligations. Tenant shall (i) keep and maintain the Premises in
good appearance, repair and condition and maintain proper janitorial services, (ii) promptly make all repairs
(interior and exterior, structural and nonstructural, ordinary and
extraordinary, foreseen and unforeseen) necessary to keep each Facility in good
and lawful order and condition and in substantial compliance with all
applicable requirements and laws relating to the business conducted thereon,
including, if applicable certification for participation in Medicare and
Medicaid, and (iii) keep and
maintain all Landlord and Tenant Personal Property in good condition, ordinary
wear and tear, casualty and condemnation excepted, and repair and replace such
property consistent with prudent industry practice.


 


8.3          Upgrade
Expenditures. On or before the date that
is thirty (30) days after the expiration of each Lease Year, Tenant shall
provide to Landlord documentation and other evidence demonstrating to Landlord’s
reasonable satisfaction that Tenant has, during the preceding Lease Year,
expended an amount equal to or exceeding the CapEx Amount, multiplied by the
aggregate rentable square footage of the Facilities on the last day of the
preceding Lease Year, for Upgrade Expenditures relating to the Premises. As
used herein the “CapEx Amount” shall
mean an amount equal to One Dollar ($1.00) (as adjusted at the end of each
Lease Year for increases since the Effective Date in the CPI). “Upgrade Expenditures” means expenditures
in commercially reasonable amounts to Persons not affiliated with Tenant for (i) upgrades or improvements to each Facility
that have the effect of maintaining or improving such Facility, including new
or replacement wallpaper, tiles, window coverings, lighting fixtures, painting,
upgraded landscaping, carpeting, architectural adornments, common area
amenities and the like, including, without limitation, capital improvements or
repairs (including repairs or replacements of the roof, structural elements of
the walls, parking area or the electrical, plumbing, HVAC or other mechanical
or structural systems), and (ii) other
improvements to each Facility as reasonably approved by Landlord, which shall
include those matters, if any, that Landlord has approved in writing as of the
Effective Date based on descriptions and budgets that Tenant has provided prior
thereto.


 


8.4          Alterations
by Tenant. Tenant may alter, improve,
exchange, replace, modify or expand (collectively, “Alterations”) the Premises from time to time as it may
determine is desirable for the continuing and proper use and maintenance of the
Premises; provided, that any Alterations in excess of Two Hundred Fifty Thousand Dollars ($250,000.00) with
respect to any individual Facility in any rolling twelve (12) month period shall require Landlord’s prior
written consent, which consent shall not be unreasonably withheld, conditioned
or delayed; provided further, that any Alterations to the Premises must satisfy
the requirements set forth in Sections 4.04 (2) and (3) of Revenue
Procedure 2001- 28, 2001-19 I.R.B. 1156. All Alterations shall immediately
become a part of the Premises and the property of Landlord subject to this
Master Lease, and the cost of all Alterations or other purchases, whether
undertaken as an on-going licensing, Medicare, Medicaid or other regulatory
requirement, or otherwise shall be borne solely by Tenant. All Alterations
shall be done in a good and workmanlike manner in compliance in all material
respects with all applicable laws and the insurance required under this Master
Lease. If an Alteration changes the rentable square footage of a Facility, Tenant
shall promptly provide Landlord notice of the same and upon delivery of such
notice, Schedule 1 shall be deemed amended to reflect such revised
rentable square footage for the applicable Facility.


 


9

















 


8.5          Hazardous
Materials. Tenant’s use of the Premises
shall comply in all material respects with all Hazardous Materials Laws. If any
Environmental Activities occur or are suspected to have occurred in material
violation of any Hazardous Materials Laws or if Tenant has received written
notice of any Hazardous Materials Claim against any portion of the Premises,
Tenant shall promptly remedy any such violation or claim to the reasonable
satisfaction of Landlord and in accordance in all material respects with all
applicable governmental authorities, as required by Hazardous Materials Laws.
Tenant and Landlord shall promptly advise one another in writing upon receiving
written notice of (a) any
Environmental Activities in material violation of any Hazardous Materials Laws;
(b) any Hazardous Materials
Claims against Tenant or Landlord in connection with the Premises (or any
portion of the Premises); (c) any
remedial action taken by Tenant or Landlord in response to any Hazardous
Materials Claims or any Hazardous Materials on, under or about any portion of
the Premises in material violation of any Hazardous Materials Laws; (d) any occurrence or condition on or
in the vicinity of any portion of the Premises of which Tenant or Landlord, as
applicable, has actual knowledge and that materially increases the risk that
any portion of the Premises will be exposed to Hazardous Materials; and (e) all material communications to or
from Tenant, any governmental authority or any other Person relating to
Hazardous Materials Laws or Hazardous Materials Claims with respect to any
portion of the Premises, including copies thereof. Notwithstanding any other
provision of this Master Lease, if any Hazardous Materials are discovered on or
under any portion of a Facility in violation of any Hazardous Materials Law,
the Term shall be automatically extended with respect to such Facility only and
this Master Lease shall remain in full force and effect with respect to such
Facility only until the earlier to occur of (i) the
completion of all remedial action or monitoring, as reasonably approved by
Landlord, in accordance with all Hazardous Materials Laws, or (ii) the date specified in a written
notice from Landlord to Tenant terminating this Master Lease (which date may be
subsequent to the date upon which the Term was to have expired).
Notwithstanding the foregoing, unless the Initial Term of this Master Lease is
renewed pursuant to Section 1, above, in no event shall the
provisions of this Section 8.5 extend the Term for a Facility
beyond March 31, 2025 as to such Facility; provided, however, that Tenant’s
obligations to complete all remedial action or monitoring pursuant to this Section 8.5
shall survive any such termination of the Term. Landlord shall have the right,
at Tenant’s sole cost and expense (including, without limitation, Landlord’s
reasonable attorneys’ fees and costs) and with counsel chosen by Landlord, to
join and participate in, as a party if it so elects, any legal proceedings or
actions initiated in connection with any Hazardous Materials Claims.


 


8.6          Medical
Waste. Tenant shall be responsible
for all Medical Waste disposal for each Facility, which disposal shall be
provided by a licensed medical waste hauler and shall comply in all material
respects with all applicable laws, rules, regulations and orders. If Tenant
elects to provide Medical Waste disposal services to the subtenants in a
Facility, such services shall be provided in compliance in all material
respects with all applicable laws, rules, regulations and orders.


 


8.7          Tenant
Repairs.


 


(a)           Tenant hereby agrees that on
or before the date that is ninety (90) days after the date of this Master Lease
(the “Immediate Repairs Outside Date”), Tenant shall, at its sole cost and
expense, complete those repairs and replacements identified as “Immediate Repairs” and further described
on Exhibit 1 attached hereto and incorporated herein by reference. On or
before the Immediately Repairs Outside Date, Tenant shall provide Landlord and
Landlord’s mortgagee with sufficient documentation reasonably acceptable to
Landlord and Landlord’s mortgagee evidencing that the Immediate Repairs have
been completed in accordance with the provisions of this Section 8.7. All
Immediate Repairs shall be done in a good and workmanlike manner in compliance
in all material respects with all applicable laws and the insurance required
under this Master Lease.


 


10














 


(b)                                  Tenant hereby
agrees that on or before the date that is twelve (12) months (except to the
extent additional time is permitted as set forth on Exhibit 1) after the
date of this Master Lease (the “Short-Term Repairs Outside Date”), Tenant
shall, at its sole cost and expense, complete those repairs and replacements
identified as “Short-Term Repairs” and
further described on Exhibit H attached hereto and incorporated herein by
reference. On or before the Short-Term Repairs Outside Date (or, such later
date as indicated with respect to those Short-Term Repairs for which additional
time is given pursuant to Exhibit H), Tenant shall provide Landlord and
Landlord’s mortgagee, with sufficient documentation reasonably acceptable to
Landlord’s mortgagee evidencing that the Short-Term Repairs have been completed
in accordance with the provisions of this Section 8.7. All Short-Term
Repairs shall be done in a good and workmanlike manner in compliance in all
material respects with all applicable laws and the insurance required under
this Master Lease.


 


9.                                      Tenant Property.


 


9.1                               Tenant Property. Tenant may
obtain and install all items of furniture, fixtures, trade fixtures, supplies
and equipment as Tenant determines are reasonably necessary or reasonably
appropriate to operate the Premises (“Tenant
Personal Property”). As used herein, “Tenant Intangible Property” means all the following at any
time owned by Tenant in connection with its use of any portion of the Premises:
Medicare, Medicaid and other accounts and proceeds thereof; rents, profits,
income or revenue derived from such operation or use; all documents, chattel
paper, instruments, contract rights (including all leases with subtenants and
contracts with employees and third parties), deposit accounts, general intangibles
and choses in action; refunds of any Taxes or Other Charges; if applicable,
licenses and permits necessary or desirable for Tenant’s use of any portion of
the Premises, any applicable certificate of need, occupancy or other similar
certificate, and the exclusive right to transfer, move or apply for the
foregoing and manage the business conducted at any portion of the Premises; and
the right to use the names set forth on Schedule 1 and any other trade
or other name now or hereafter associated with its operation of the Premises.


 


9.2                               Schedule of Tenant Property. Upon the
execution of this Master Lease by Tenant, Tenant shall deliver to Landlord a
schedule of all lenders, purchase money equipment financiers, equipment
lessors, and other parties who, other than Tenant, have any liens, security
interests, ownership interests, or other similar interests in and to any Tenant
Personal Property with a value of or exceeding One Hundred Thousand Dollars
($100,000.00) (the “Tenant Property
Schedule”).  The Tenant Property
Schedule shall be in a form reasonably acceptable to Landlord and shall
include: (i) the name,
address, and other contact information for the agent or lead bank (“Agent Bank”) in connection with Tenant’s
senior credit facility, and (ii) a
detailed breakdown, by Facility, of each applicable item of Tenant Personal
Property, its age, useful economic life, and estimated value, and any lenders,
purchase money equipment financiers, equipment lessors, or other parties who
have a lien, security interest, ownership interest, or other similar ownership
interest in such item and the contact information for any and all such parties.
Tenant shall be required to deliver to Landlord an updated Tenant Property
Schedule upon the commencement of each Lease Year and in connection with any
change or replacement of Agent Bank.


 


9.3                               Waiver of Landlord’s Lien. Landlord hereby
waives any statutory or common law lien that may be granted or deemed to be
granted to Landlord in Tenant Personal Property or Tenant Intangible Property.
Landlord agrees that, upon the request of any Person that shall be providing
senior secured financing to Tenant, or a purchase money equipment financier or
equipment lessor of Tenant, Landlord shall, at Tenant’s sole cost and expense,
negotiate in good faith for the purpose of executing and delivering a
commercially reasonable waiver or subordination of Landlord’s statutory lien
rights, if any,


 


11

















 


and a consent and agreement
with respect to the respective rights of Landlord and such Person regarding the
security interests in, and the timing and removal of, any Tenant Personal
Property or Tenant Intangible Property which such Person has a secured interest
(the “Collateral”), in form and
substance reasonably acceptable to Landlord and such Person, so long as such
waiver and agreement (i) provides
for the indemnification of Landlord against any claims by Tenant or any Person
claiming through Tenant, and against any physical damage caused to the Premises,
in connection with the removal of any of the Collateral by such Person, (ii) provides for a reasonable, but
limited, time frame for the removal of such Collateral by such Person after the
expiration of which same shall be deemed abandoned, and (iii) provides for the per diem
payment of Rent due hereunder by such Person for each day following the date of
the expiration or termination of this Master Lease that Landlord permits such
Person’s Collateral to remain in the Premises.


 


10.                               Financial, Management and Regulatory Reports. Tenant shall provide Landlord with the reports
listed in Exhibit F at the time described therein, and such other
information about it or the operations of the Premises and the Business as
Landlord may reasonably request from time to time, including such information
reasonably requested in connection with a financing of the Premises sought by
Landlord. All financial information provided shall be prepared in accordance
with generally accepted accounting principles consistently applied and shall be
submitted electronically in the form of unrestricted, unlocked “.xls”
spreadsheets (or, if restricted or locked, Landlord has been provided with all
necessary passwords and access keys required to fully access or extract the
subject data therefrom) created using Microsoft Excel (2003 or newer editions).
In the event Tenant fails to provide Landlord with the reports listed in Exhibit F
within the time periods specified therein, Tenant shall have a grace period of
five (5) Business Days after receipt of written notice of such failure
from Landlord to provide such reports, after which Tenant will be assessed with
a $500.00 administrative fee, which administrative fee shall be immediately due
and payable to Landlord.


 


11.                               Representations and Warranties. Each party
represents and warrants to the other that: (i) this
Master Lease and all other documents executed or to be executed by it in
connection herewith have been duly authorized and shall be binding upon it; (ii) it is duly organized, validly
existing and in good standing under the laws of the state of its formation and
is duly authorized and qualified to perform this Master Lease within the state(s) where
any portion of the Premises is located; and (iii) neither
this Master Lease nor any other document executed or to be executed in
connection herewith violates the terms of any other agreement of such party.


 


12.                               Events of Default. The occurrence
of any of the following events will constitute an “Event of Default” on the part of Tenant, and there shall be
no cure period therefor except as otherwise expressly provided:


 


(a)                                  Tenant’s
failure to pay any Rent when due within two (2) Business Days after
receipt of written notice from Landlord of such failure;


 


(b)                                  Tenant’s
failure to pay when due Taxes, any Other Charges or other payments required to
be made by Tenant under this Master Lease, which failure continues for ten (10) days
after receipt of written notice from Landlord of such failure;


 


(c)                                  (i) The suspension or material limitation of any
license, or, if applicable, the certification of any portion of the Premises
for provider status under Medicare or Medicaid which would have a material
adverse affect on the operation of any Facility for the then permitted use
pursuant to


 


12

















 


Section 7.1(a); provided,
however, if any such suspension or material limitation is curable by Tenant it
shall not constitute an Event of Default if Tenant promptly commences to cure
such breach and thereafter diligently pursues such cure to the completion
thereof within the lesser of (x) the time period in which the applicable
governmental agency has given Tenant to undertake corrective action or (y) one
hundred eighty (180) days after the occurrence of any such suspension or
material limitation; (ii) the
revocation of any license or, if applicable, the certification of any portion
of the Premises for provider status under Medicare or Medicaid which would have
a material adverse affect on the operation of any Facility for the then
permitted use pursuant to Section 7.1(a);  (iii) the discontinuance of operations
at any Facility, except as may be permitted pursuant to Sections 7.1 or 24.5;
(iv) the failure to maintain
any certificate of need or other similar certificate or license required to
operate any Facility for the then permitted use in accordance with the
provisions of Section 7.1, which failure would have a material
adverse affect on the operation of any Facility; or (v) the use of any material portion of the Premises other
than as permitted pursuant to Section 7.1;


 


(d)                                  A default
beyond any applicable cure period by Tenant (i) with
respect to any obligation in excess of One Million dollars ($1,000,000.00)
under any other lease, agreement or obligation between Tenant and Landlord or
any of Landlord’s Affiliates, or (ii) in
any payment of principal or interest on any obligations of borrowed money to
third parties having an aggregate principal balance of One Hundred Million
dollars ($100,000,000.00) or more in the aggregate, or in the performance of
any other provision contained in any instrument under which any such obligation
is created or secured (including the breach of any covenant thereunder), (x) if
such payment is a payment at maturity or a final payment, or (y) if an effect
of such default is to cause, or permit any Person to cause, such obligation to
become due prior to its stated maturity;


 


(e)                                  A default
beyond any applicable cure period by any Guarantor under the Guaranty;


 


(f)                                    Any material
misrepresentation by Tenant under this Master Lease or in any written report,
notice or communication made pursuant hereto from Tenant to Landlord with
respect to Tenant, any Guarantor, or the Premises;


 


(g)                                 The failure to
perform or comply with the provisions of Sections 6 or 16;


 


(h)                                 (i) Tenant shall generally not pay its debts as they
become due, or shall admit in writing its inability to pay its debts generally,
or shall make an assignment of all or substantially all of its property for the
benefit of creditors; or (ii) a
receiver, trustee or liquidator shall be appointed for Tenant or any Facility
if such appointment is not discharged within sixty (60) days after the date of such appointment; (iii) the filing by Tenant of a
voluntary petition under any federal bankruptcy or state law to be adjudicated
as bankrupt or for any arrangement or other debtor’s relief; or (iv) the involuntary filing of such a
petition against Tenant by any other party unless such petition is dismissed
within ninety (90) days after
filing; or


 


(i)                                    The failure to
perform or comply with any other provision of this Master Lease not requiring
the payment of money unless Tenant cures it either (i) within thirty (30)
days after receipt of written notice from Landlord of such failure
or (ii) if such default cannot
with due diligence be so cured because of the nature of the default or delays
beyond the control of Tenant and cure after such period will not have a
materially adverse effect upon any Facility, then such default shall not
constitute an Event of Default if Tenant uses its best efforts to cure such
default by promptly commencing and diligently


 


13

















 


pursuing such cure to the
completion thereof and cures it within one hundred eighty (180) days after such notice from
Landlord.


 


13.                               Remedies. Upon the
occurrence and during the continuance of an Event of Default, Landlord may
exercise all rights and remedies under this Master Lease and the laws of the
state(s) where the Premises are located that are available to a lessor of
real and personal property in the event of a default by its lessee. Landlord
shall have no duty to mitigate damages unless required by applicable law and
shall not be responsible or liable for any failure to relet any of the Premises
or to collect any rent due upon any such reletting. Tenant shall pay Landlord,
immediately upon demand, all expenses incurred by it in obtaining possession
and reletting any of the Premises, including reasonable fees, commissions and
costs of attorneys, architects, agents and brokers.


 


13.1                        General. Without limiting the
foregoing, Landlord shall have the right (but not the obligation) to do any of
the following upon and during the continuance of an Event of Default: (a) sue for the specific performance
of any covenant of Tenant as to which it is in breach; (b) enter upon any portion of the
Premises, terminate this Master Lease, dispossess Tenant from the Premises, by
any available legal process, and/or collect money damages by reason of Tenant’s
breach, including the acceleration of (i) all
Minimum Rent and Additional Rent which would have accrued after such
termination, discounted at an annual rate equal to the then-current U.S.
Treasury Note rate for the closest comparable term and taking into account any
obligation on behalf of Landlord to mitigate its damages to the extent required
by law, and (ii) all
obligations and liabilities of Tenant under this Master Lease which survive the
termination of the Term; (c) elect
to leave this Master Lease in place and sue for Rent and other money damages as
the same come due; and (d) (before
or after repossession of the Premises pursuant to clause (b) above and
whether or not this Master Lease has been terminated) relet any portion of the
Premises to such tenant(s), for such term(s) (which may be greater or less
than the remaining balance of the Term), rent, conditions (which may include
concessions or free rent) and uses as it may determine in its sole discretion
and collect and receive any rents payable by reason of such reletting.


 


13.2                        Remedies Cumulative; No Waiver. No right or
remedy herein conferred upon or reserved to Landlord is intended to be
exclusive of any other right or remedy, and each and every right and remedy
shall be cumulative and in addition to any other right or remedy given
hereunder or now or hereafter existing at law or in equity. Any notice or cure
period provided herein shall run concurrently with any provided by applicable
law. No failure of Landlord to insist at any time upon the strict performance
of any provision of this Master Lease or to exercise any option, right, power
or remedy contained herein shall be construed as a waiver, modification or
relinquishment thereof as to any similar or different breach (future or
otherwise) by Tenant. Landlord’s receipt of any rent or other sum due hereunder
(including any late charge) with knowledge of any breach shall not be deemed a
waiver of such breach, and no waiver by Landlord of any provision of this
Master Lease shall be effective unless expressed in a writing signed by it.


 


13.3                        Performance of Tenant’s Obligations. If Tenant at
any time shall fail to make any payment or perform any act on its part required
to be made or performed under this Master Lease, then Landlord may, without
waiving or releasing Tenant from any obligations or default hereunder, make
such payment or perform such act for the account and at the expense of Tenant,
and enter upon any portion of the Premises for the purpose of taking all such
action as may be reasonably necessary. No such entry shall be deemed an
eviction of Tenant. All sums so paid by Landlord and all necessary and
incidental costs and expenses (including reasonable attorneys’ fees and
expenses) incurred in connection with the performance of any such act by it,
together with interest at the Agreed Rate from the date of the


 


14

















 


making of such payment or
the incurring of such costs and expenses, shall be payable by Tenant to
Landlord upon Landlord’s written demand therefor.


 


13.4                        Limited Remedy Event of Defaults. Notwithstanding
anything to the contrary herein contained, or any other provisions of this
Master Lease or any other concurrent transaction document, if Landlord is
exercising remedies due solely to the Events of Default described in clauses
(c), (d), (e), (f) or (i) of Section 12  (“Limited Remedy Events of Default”),  the aggregate amount Tenant shall be
required to pay to Landlord from and after the date of the occurrence of such
Limited Remedy Event of Default (the “Occurrence
Date”) shall be limited to the sum of (i) (A) 89.9% of the fair market value of the
Premises as of the commencement date less (B) the sum of the present value
as of the Effective Date (using an annual discount rate equal to Fifteen and
65/100 percent (15.65%)) of all Minimum Rent and Additional Rent received as of
the Occurrence Date, (ii) any
amounts of Taxes and Other Charges which are due and payable or have accrued
under this Master Lease through the Occurrence Date, and (iii) any amounts of Taxes and Other
Charges which are due and payable or have accrued under this Master Lease after
the Occurrence Date while or so long as the Tenant remains in possession of the
Premises after any Limited Remedy Event of Default that relates to insurance,
utilities, repairs, maintenance, environmental maintenance, remediation and
compliance and other customary costs and expenses of operating and maintaining
the Premises in substantial compliance with the terms of this Master Lease.


 


14.                               Provisions on Termination.


 


14.1                        Surrender of Possession. On the
expiration of the Term or earlier termination or cancellation of this Master
Lease (the “Termination Date”),  Tenant shall deliver to Landlord or its
designee possession of (a) the
Premises (or portion thereof if the expiration, termination, or cancellation of
this Master Lease is not with respect to the entire Premises) in broom clean
condition and in as good a condition as existed at the date of their possession
and occupancy pursuant to this Master Lease, except as repaired, replaced,
rebuilt, restored, altered or added to as permitted or required by the
provisions of this Master Lease, ordinary wear and tear, casualty and
condemnation excepted, (b) all
subtenant leases and security deposits, all documentation related to the
subtenants (including financials and past correspondence) and copies of all
Tenant’s books and records relating solely to the Premises, and (c) plans, specifications, drawings or
similar materials in connection with the applicable Facility or Facilities.


 


14.2                        Removal of Tenant Personal Property. Tenant may
remove from the Premises in a workmanlike manner all Tenant Personal Property,
leaving the Premises in good and presentable condition and appearance,
including repair of any damage caused by such removal. Title to any Tenant
Personal Property which is not removed by Tenant as permitted above upon the
expiration of the Term shall, at Landlord’s election, vest in Landlord;
provided, however, that Landlord may remove and store or dispose at Tenant’s
expense any or all of such Tenant Personal Property which is not so removed by
Tenant without obligation or accounting to Tenant.


 


14.3                        Holding Over. If Tenant shall
for any reason remain in possession of any portion of the Premises after the
Termination Date, such possession shall be a month-to-month tenancy during
which time Tenant shall pay as rental on the first (1st) Business Day of each month one and one-half (1-1/2) times the total of the monthly
Minimum Rent payable with respect to the last Lease Year plus Additional Rent allocable to the
month, all additional charges accruing during the month and all other sums, if
any, payable by Tenant pursuant to this Master Lease. Nothing contained herein
shall constitute


 


15

















 


the consent, express or
implied, of Landlord to the holding over of Tenant after the Termination Date,
nor shall anything contained herein be deemed to limit Landlord’s remedies.


 


14.4                        Survival. All covenants,
indemnities and other obligations of Tenant under this Master Lease which arise
on or prior to the Termination Date or which specifically survive the
expiration or termination by their own terms shall survive the Termination
Date.


 


15.                               Certain Landlord Rights.


 


15.1                        Entry and Examination of Records. Landlord and
its representatives may enter any portion of the Premises at any reasonable
time upon not less than twenty-four (24) hours written notice to Tenant (which
notice may be transmitted in the form of electronic mail or other similar
electronic means) to inspect the Premises for compliance with this Master
Lease, to exhibit the Premises for sale, lease or mortgaging, or for any other
reasonable purpose; provided that no such notice shall be required in the event
of an emergency, upon and during the continuance of an Event of Default or to
post notices of non-responsibility under any mechanic’s or materialmen’s lien
law. No such entry shall unreasonably interfere with Tenant or any subtenants
in a Facility or the business operated thereon. During normal business hours
(and upon reasonable notice), Tenant will permit Landlord and its
representatives (coordinated through Landlord) to examine and make abstracts
from any of Tenant’s books and records (other than materials protected by the
attorney-client privilege and materials which such person may not disclose
without violation of a confidentiality obligation binding upon it); provided
that, so long as no Event of Default has occurred and is continuing, Landlord
shall not be entitled to exercise the foregoing rights more than once, in the
aggregate, in any calendar year.


 


15.2                        Grant Liens. Any Lien or
other encumbrance now existing and securing any borrowing or other means of
financing or refinancing or otherwise shall provide for the recognition of this
Master Lease and all Tenant’s rights hereunder. Subject to the foregoing
sentence and Section 7.3, without the consent of Tenant, Landlord
may from time to time, directly or indirectly, create or otherwise cause to
exist any Lien, title retention agreement or other encumbrance upon the
Premises, or any portion thereof or interest therein (including this Master
Lease), whether to secure any borrowing or other means of financing or
refinancing or otherwise. Upon the request of Landlord, Tenant shall subordinate
this Master Lease to the Lien of any such encumbrance so long as (a) such encumbrance provides that it
is subject to the rights of Tenant under this Master Lease and that so long as
no Event of Default shall exist beyond any applicable cure period, Tenant’s
occupancy shall not be disturbed if any Person takes possession of the
applicable portion of the Premises through foreclosure proceedings or otherwise
and (b) is otherwise in form
and substance reasonably acceptable to Tenant.


 


15.3                        Estoppel Certificates. At any time
upon not less than ten (10) days prior
written request by either Landlord or Tenant (the “Requesting Party”) to the other party (the “Responding Party”), the Responding Party
shall have an authorized representative execute, acknowledge and deliver to the
Requesting Party or its designee a written statement certifying (a) that this Master Lease, together
with any specified modifications, is in full force and effect, (b) the dates to which Rent and
additional charges have been paid, (c) that
no default currently exists on the part of the Responding Party, and to the
Responding Party’s actual knowledge, on the part of the Requesting Party or
specifying any such default, and (d) as
to such other matters as the Requesting Party may reasonably request.


 


15.4                        Conveyance Release. If Landlord or
any successor owner shall transfer any portion of the Premises in accordance
with this Master Lease, they shall thereupon be released from all


 


16

















 


future liabilities and
obligations hereunder arising or accruing from and after the date of such
conveyance or other transfer, which instead shall thereupon be binding upon the
new owner.


 


16.                               Assignment and Subletting.


 


16.1                        No Assignment or Subletting. Without the
prior written consent of Landlord, which may be withheld or conditioned at its
sole discretion, this Master Lease shall not, nor shall any interest of Tenant
herein, be assigned or encumbered by operation of law, nor shall Tenant
voluntarily or involuntarily assign, mortgage, encumber or hypothecate any
interest in this Master Lease or sublet any portion of the Premises. Any
foregoing acts without such consent shall be void and shall, at Landlord’s sole
option, constitute an Event of Default giving rise to Landlord’s right, among
other things, to terminate this Master Lease. An assignment of this Master
Lease by Tenant shall be deemed to include: (a) entering
into a management or similar agreement relating to the operation or control of
any portion of the Premises with a Person that is not an Affiliate of Tenant;
or (b) any change (voluntary
or involuntary, by operation of law or otherwise, including the transfer,
assignment, sale, hypothecation or other disposition of any equity interest in
Tenant) in the Person that ultimately exert effective Control over the
management of the affairs of Tenant or Guarantor as of the date hereof;
provided that an initial public offering of Tenant or Guarantor shall not be
deemed to be an assignment of the Master Lease so long as thereafter less than twenty five percent (25%) of the voting
stock of Tenant or Guarantor, as applicable, is held by any Person or related
group that did not have such ownership before the initial public offering.


 


16.2                        Permitted
Assignments and Sublets.


 


(a)                                  Notwithstanding
Section 16.1 above, Tenant may, without Landlord’s prior written
consent, assign this Master Lease or sublet the Premises or any portion thereof
to an Affiliate of Tenant or any Guarantor if all of the following are first
satisfied: (i) such Affiliate
fully assumes Tenant’s obligations hereunder; (ii) Tenant
remains fully liable hereunder and any Guarantor remains fully liable under its
guaranty; (iii) the use of
the applicable portion of the Premises shall comply with Section 7.1, above;
(iv) Landlord shall be
provided the proposed form and content of all documents for such assignment or
sublease on or before the date that is twenty (20) days prior to such
assignment or sublease, and (v) Landlord
shall be provided executed copies of all such documents within fifteen (15)
Business Days after such assignment or sublease.


 


(b)                                  Notwithstanding
Section 16.1 above, Landlord’s consent shall not be required for
any assignment of this Master Lease or change of Control of Tenant or Guarantor
if the consolidated net worth of the successor Tenant (in the case of an
assignment) or Tenant (in the case of a change of Control of Tenant), as
applicable (such entity “Resulting Tenant”) or,
successor Guarantor (in the case of an assignment) or Guarantor (in the case of
a change of Control of Guarantor), as applicable (such entity, “Resulting Guarantor”) immediately after
the effectiveness of the assignment or change of Control is equal to or greater
than Three Hundred Million Dollars ($300,000,000.00) (such assignment or change
of Control, a “Strong Tenant/Guarantor
Transfer”), and each of the following conditions is met: (i) Resulting Tenant and/or Resulting
Guarantor, or the officers, directors or managers thereof or of the Person that
controls Resulting Tenant or Resulting Guarantor, as applicable, has sufficient
operating experience and history with respect to the Business of the Facilities
as had Tenant or Guarantor, as applicable (or the officers, directors or
managers thereof or of the Person that controls Tenant or Guarantor)
immediately prior to the Strong Tenant/Guarantor Transfer, or has retained a
management company with such expertise to manage the Facilities; (ii) after a Strong Tenant/Guarantor
Transfer, the


 


17

















 


Resulting Tenant and/or
Resulting Guarantor, if different than the Tenant or Guarantor immediately
prior to such Strong Tenant/Guarantor Transfer, shall assume all of the
obligations of Tenant under the Lease and Guarantor under the Guaranty accruing
subsequent to the effective date of such Strong Tenant/Guarantor Transfer by a
written instrument in form and substance reasonably satisfactory to Landlord
(the “Lease/Guaranty Assumption”); and
(iii) no Event of Default
shall have occurred and be continuing hereunder. A Person shall be deemed to
have “sufficient operating experience and
history” if, immediately prior to the Strong Tenant/Guarantor
Transfer, such Person (together with its Affiliates and/or officers, directors
and managers) (x) operated or managed (whether directly or through its
operating subsidiary(ies)) at least twelve (12) facilities engaged in the
Business of the Facilities (or the number of such facilities operated and/or
managed by Guarantor, whichever is less) and (y) has been in the business
of operating or managing such facilities for at least three (3) years (or for such period as
Guarantor has been in such business, whichever is less). Upon delivery of the
Lease/Guaranty Assumption, Landlord shall release Tenant from any liability
under the Lease and Guarantor from any liability under the Guaranty first
accruing from and after the effective date of such Strong Tenant/Guarantor
Transfer.


 


(c)                                  Notwithstanding
Section 16.1 above, Tenant may, (i) without
Landlord’s prior written consent, sublet portions of a Facility in the ordinary
course of Tenant’s business to subtenants of such Facility for customary uses
ancillary to Tenant’s permitted use including, pharmacy, physical therapy, and
sundry providers, and (ii) subject
to Landlord’s prior written consent, which consent shall not be unreasonably
withheld, conditioned or delayed, sublet all or any portion of the Premises, in
each case using a form of sublease reasonably approved by Landlord.


 


(d)                                  Notwithstanding
Section 16.1 above and subject to Tenant’s obligations pursuant to Section 9.2,
Tenant shall have the right from time to time during the Term hereof and
without Landlord’s further approval, written or otherwise, to grant and assign
a security interest in Tenant’s interest in all Tenant Personal Property or
other property of Tenant that is not a part of the Premises to Tenant’s
lenders. In addition, Tenant may grant and assign a mortgage or other security
interest in Tenant’s interest in this Master Lease to Tenant’s lenders in
connection with Tenant’s financing of Tenant’s interest in this Master Lease
provided that: (i) Tenant
pays all reasonable costs, expenses and charges of Landlord incident to the
granting of any such mortgage or other security interest, including Landlord’s
reasonable attorneys’ fees and expenses and (ii) Landlord
has approved, in its reasonable discretion, the form of leasehold mortgage
pursuant to which Tenant is granting a leasehold mortgage or other security
interest in this Master Lease.


 


(e)                                  Tenant hereby
acknowledges that an assignment, subleasing or other transfer of the Premises
or a portion thereof under this Section 16 will cause Landlord to
incur administrative and other expenses not contemplated under this Master
Lease. Accordingly, prior to or concurrently with an assignment, sublease or
other transfer of the Premises or a portion thereof pursuant to Section 16.1
or Sections 16.2. Tenant shall reimburse Landlord for any and all
reasonable costs and expenses (including, without limitation, reasonable
attorneys’ fees) incurred by Landlord in connection with such assignment,
sublease, or other similar transfer.


 


(f)                                    In no event
shall Tenant sublet any portion of the Premises on any basis such that the
rental to be paid by the sublessee would be based, in whole or in part, on
either the income or profits derived by the business activities of the
sublessee, or any other formula, such that any portion of the sublease rental
received by Landlord would fail to qualify as “rents from real property” within
the


 


18

















 


meaning of Section 856(d) of
the U.S. Internal Revenue Code, or any similar or successor provision thereto.


 


17.                               Damage by Fire or Other Casualty. Tenant shall
promptly notify Landlord of any material damage or destruction of any portion
of the Premises and diligently repair or reconstruct such portion of the
Premises in a good and workman like manner to a like or better condition than
existed prior to such damage or destruction in accordance with Section 8.4.
So long as no Event of Default exists, any award of insurance proceeds up to
and including One Hundred Thousand Dollars ($100,000.00) shall be paid directly
to Tenant. In the event that any award of net insurance proceeds payable with
respect to the casualty are in excess of One Hundred Thousand Dollars
($100,000.00), such insurance proceeds (i) shall
be paid directly to Landlord, and (ii) if
no Event of Default exists, shall be made available to Tenant for the repair or
reconstruction of the applicable portion of the Premises subject to the
following disbursement requirements:


 


(a)                                  prior to
commencement of restoration, the architects, contracts, contractors, plans and
specifications, payment and performance bond from the general contractor for
the work and a budget for the restoration shall have been approved by Landlord,
which approval shall not be unreasonably withheld, delayed, or conditioned;


 


(b)                                  Tenant shall
possess such additional funds which Landlord reasonably determines are needed
to pay all costs of the repair or restoration and such Tenant funds shall be
made available by Tenant as required to pay for the costs of the restoration;


 


(c)                                  at the time of
any disbursement, except as permitted pursuant to Section 5.1, no mechanics’
or materialmen’s liens shall have been filed against any of the Premises and
remain undischarged;


 


(d)                                  disbursements
shall be made from time to time (within reasonable time frames to perform and
complete the restoration, but not more frequently than monthly) in an amount
not exceeding the cost of the restoration completed since the last
disbursement, upon receipt of (i) satisfactory
evidence, including architects’ certificates, of the stage of completion, the
estimated total cost of completion and performance of the restoration to date
in a good and workmanlike manner in accordance with all material respects with
the contracts, plans and specifications, (ii) waivers
of liens, and (iii) contractors’
and subcontractors’ sworn statements as to completed work and the cost thereof
for which payment is requested; and


 


(e)                                  each request
for disbursement shall be accompanied by a certificate of Tenant, signed by an
officer of Tenant, describing the restoration for which payment is requested,
stating the cost incurred in connection therewith, stating that Tenant has not
previously received payment for such restoration and, upon completion of the
restoration, also stating that the restoration has been fully completed and
complies with the applicable requirements of this Master Lease.


 


If such proceeds are
insufficient, Tenant shall provide the required additional funds; if such
proceeds are more than sufficient, the surplus shall belong and be paid to
Tenant upon completion of the restoration in accordance with the requirements
of this Master Lease. Tenant shall not have any right under this Master Lease,
and hereby waives all rights under applicable law, to abate, reduce or offset
rent by reason of any damage or destruction of any portion of the Premises of
any amount by reason of an insured or uninsured casualty.


 


19

















 


If at any time during the
last two (2) years of the Term, fire or other casually shall render the
whole or any portion of a Facility untenable and such Facility (or any portion
thereof) cannot reasonably be expected to be repaired within two hundred
seventy (270) days from the date of such event, then Tenant, by notice in
writing to Landlord within ninety (90) days from the date of such damage or
destruction, may terminate this Master Lease with respect to such Facility
effective upon a date within thirty (30) days from the date of such notice in
which event (i) the insurance
proceeds payable with respect to the casualty to such Facility (except to the
extent related to Tenant Personal Property) shall be paid to Landlord, and (ii) this Master Lease shall be deemed
terminated as to such Facility and Minimum Rent and Additional Rent due
hereunder shall be reduced by the product of (x) the amount of the then
current Minimum Rent and Additional Rent, and (y) a fraction, the
numerator of which is the portion of Landlord’s Investment allocated to such
Facility and the denominator of which is Landlord’s Investment.


 


18.                               Condemnation. Except as
provided to the contrary in this Section 18. this Master Lease
shall not terminate and shall remain in full force and effect in the event of a
taking or condemnation of the Premises, or any portion thereof, and Tenant
hereby waives all rights under applicable law to abate, reduce or offset Rent
by reason of such taking. If during the Term all or substantially all (a “Complete Taking”) or a smaller portion (a “Partial Taking”) of any Facility is taken
or condemned by any competent public or quasi-public authority, then (a) in the case of a Complete Taking,
Tenant may at its election made within thirty (30)
days of the effective date of such Taking, terminate this Master
Lease with respect to such Facility and the current Rent shall be equitably
abated as of the effective date of such termination, or (b) in the case of a Partial Taking,
the Rent shall be abated to the same extent as the resulting diminution in Fair
Market Value of the applicable portion of the Premises. The resulting
diminution in Fair Market Value on the effective date of a Partial Taking shall
be as established pursuant to Exhibit C. In the event this Master
Lease is terminated as to any Facility under this Section 18, then
the Minimum Rent and Additional Rent due hereunder shall be reduced by the
product of (i) the amount of
the then current Minimum Rent and Additional Rent, and (ii) a fraction, the numerator of
which is the portion of Landlord’s Investment allocated to such Facility and
the denominator of which is Landlord’s Investment. Landlord alone shall be
entitled to receive and retain any award for a taking or condemnation other
than a temporary taking; provided,  however. Tenant shall be
entitled to submit its own claim in the event of any such taking or
condemnation with respect to the value of (u) Tenant’s leasehold interest
in any portion of the Premises, (v) the relocation costs incurred by
Tenant as a result thereof, (w) Tenant Personal Property, (x) other
tangible property, (y) moving expenses, and/or (z) loss of business,
if available. In the event of a temporary taking of less than all or
substantially all of the Premises, Tenant shall be entitled to receive and
retain any and all awards for the temporary taking and the Minimum Rent and
Additional Rent due under this Master Lease shall be not be abated during the
period of such temporary taking.


 


19.                               Indemnification. Tenant agrees
to protect, indemnify, defend and save harmless Landlord, its directors,
officers, shareholders, agents and employees (each an “Indemnitee”) from and against any and all
foreseeable or unforeseeable liability, expense, loss, cost, deficiency, fine,
penalty or damage (including punitive but excluding consequential damages) of
any kind or nature, including reasonable attorneys’ fees, from any suits,
claims or demands, on account of any matter or thing, action or failure to act
arising out of or in connection with (unless caused by an Indemnitee) this
Master Lease, the Premises or the operations of Tenant on any portion of the
Premises, including (a) the
breach by Tenant of any of its representations, warranties, covenants or other
obligations hereunder, (b) any
Protest, and (c) all known
and unknown Environmental Activities on any portion of the Premises, Hazardous
Materials Claims or violations by Tenant of a Hazardous Materials Law with
respect to any portion of the Premises,


 


20

















 


except to the extent such
Environmental Activities, Hazardous Materials Claims or violations arise out of
any negligent or willful act or omission of Landlord or its affiliates,
employees or agents. Upon receiving knowledge of any suit, claim or demand
asserted by a third party that Landlord believes is covered by this indemnity,
it shall promptly give Tenant written notice of such matter. If Landlord does
not elect to defend the matter with its own counsel at Tenant’s expense, Tenant
shall then defend Landlord at Tenant’s expense (including Landlord’s reasonable
attorneys’ fees and costs) with legal counsel reasonably satisfactory to
Landlord and Tenant’s insurer. The obligations of Tenant under this Section 19
shall survive any termination, expiration, or rejection in bankruptcy of
this Master Lease, but only with respect to matters that arose, occurred, or
existed prior to such termination, expiration, or rejection.


 


20.                               Disputes. If any party
brings any action to interpret or enforce this Master Lease, or for damages for
any alleged breach, the prevailing party shall be entitled to reasonable
attorneys’ fees and costs as awarded by the court in addition to all other
recovery, damages and costs. EACH PARTY
HEREBY WAIVES ANY RIGHTS TO TRIAL BY JURY IN ANY ACTION, PROCEEDING OR
COUNTERCLAIM BROUGHT BY EITHER PARTY AGAINST THE OTHER IN CONNECTION WITH ANY
MATTER WHATSOEVER ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS MASTER LEASE, INCLUDING
RELATIONSHIP OF THE PARTIES, TENANT’S USE AND OCCUPANCY OF ANY PORTION OF THE
PREMISES, OR ANY CLAIM OF INJURY OR DAMAGE RELATING TO THE FOREGOING OR THE
ENFORCEMENT OF ANY REMEDY.


 


21.                               Notices. All notices and demands,
certificates, requests, consents, approvals and other similar instruments under
this Master Lease shall be in writing and sent by personal delivery, U.S.
certified or registered mail (return receipt requested, postage prepaid) or
FedEx or similar generally recognized overnight carrier regularly providing
proof of delivery, addressed as follows:


 


	
  *If to any Tenant, each of
  which have appointed Radiation Therapy Services, Inc. as
  agent/attorney-in-fact:

  	
   

  	
  If to Landlord:

  
	
   

  	
   

  	
   

  
	
  Radiation Therapy
  Services, Inc.

  2234 Colonial Blvd. 

  Ft. Myers, Florida 33907

  Attn: 

  	
   

  	
  Theriac Rollup, LLC 

  5292 Summerlin Commons Way 

  Suite 1103 

  Ft. Myers, Florida 33907

  
	
   

  	
   

  	
  Attn: Jay Bunnell

  
	
  


  

  	
   

  	
  Facsimile: (239) 936-5485

  
	
  *Name of Tenant 

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
  With a
  copy to:

  	
   

  	
  With a
  copy to:

  
	
   

  	
   

  	
   

  
	
  Kirkland & Ellis,
  LLP 

  300 North LaSalle 

  Chicago, Illinois 60654 

  Attn: John G. Caruso 

  Facsimile: (312) 862-2200

  	
   

  	
  Shumaker, Loop &
  Kendrick, LLP 

  101 E. Kennedy Blvd., Suite 2800
  Tampa, Florida 33602 

  Attn: Darrell C. Smith, Esq. 

  Facsimile: (813) 229-1660

  



 


21














 


A party may designate a
different address by notice as provided above. Any notice or other instrument
so delivered (whether accepted or refused) shall be deemed to have been given
and received on the date of delivery established by U.S. Post Office return
receipt or the carrier’s proof of delivery or, if not so delivered, upon its
receipt. Delivery to any officer, general partner or principal of a party shall
be deemed delivery to such party. Notice to any one co-Tenant shall be deemed
notice to all co-Tenants.


 


22.                               Miscellaneous. Since each
party has been represented by counsel and this Master Lease has been freely and
fairly negotiated, all provisions shall be interpreted according to their fair
meaning and shall not be strictly construed against any party. While nothing
contained in this Master Lease should be deemed or construed to constitute an
extension of credit by Landlord to Tenant, if a portion of any payment made to
Landlord is deemed to violate any applicable laws regarding usury, such portion
shall be held by Landlord to pay the future obligations of Tenant as such
obligations arise and if Tenant discharges and performs all obligations
hereunder, such funds will be reimbursed (without interest) to Tenant on the
Termination Date. If any part of this Master Lease shall be determined to be
invalid or unenforceable, the remainder shall nevertheless continue in full
force and effect. Time is of the essence, and whenever action must be taken
(including the giving of notice or the delivery of documents) hereunder during
a certain period of time or by a particular date that ends or occurs on a
Saturday, Sunday or federal holiday, then such period or date shall be extended
until the immediately following Business Day. Whenever the words “including”, “include”
or “includes” are used in this Master Lease, they shall be interpreted in a
non-exclusive manner as though the words “without limitation” immediately
followed. Whenever the words day or days are used in this Master Lease, they
shall mean “calendar day” or “calendar days” unless expressly provided to the
contrary. The titles and headings in this Master Lease are for convenience of
reference only and shall not in any way affect the meaning or construction of
any provision. Unless otherwise expressly provided, references to any “Section”
mean a section of this Master Lease (including all subsections), to any “Exhibit”
or “Schedule” mean an exhibit or schedule attached hereto or to “Medicare” or “Medicaid”
mean such programs and shall include any successor program. If more than one
Person is Tenant hereunder, their liability and obligations hereunder shall be
joint and several. Promptly upon the request of either party and at its
expense, the parties shall prepare, enter into and record a suitable short form
memorandum of this Master Lease. This Master Lease (a) contains the entire agreement of the parties as to
the subject matter hereof and supersedes all prior or contemporaneous verbal or
written agreements or understandings, (b) may
be executed in one or more facsimile or electronic counterparts, each of which
shall be deemed an original, but all of which shall constitute one and the same
document, (c) may only be
amended by a writing executed by the parties, (d) shall
inure to the benefit of and be binding upon the successors and permitted
assigns of the parties, (e) shall
be governed by and construed and enforced in accordance with the internal laws
of the State of Florida, without regard to the conflict of laws rules thereof,
provided that the law of the State in which each Facility is located (each a “Situs State”) shall govern procedures for
enforcing, in the respective Situs State, provisional and other remedies
directly related to such Facility and related personal property as may be
required pursuant to the law of such Situs State, including without limitation
the appointment of a receiver; and, further provided that the law of the Situs
State also applies to the extent, but only to the extent, necessary to create,
perfect and foreclose the security interests and liens created under this
Master Lease, and (f) incorporates by this reference any Exhibits and
Schedules attached hereto.


 


23.                               Right of First Refusal.


 


(a)                                  During the Term
and subject to the terms and conditions and except as otherwise expressly provided
in this Section 23. Tenant shall have a right of first refusal to
purchase all of the


 


22

















 


Subject Facilities (as
defined below) that are the subject of a Third Party Offer (as defined below).
Within five (5) Business Days of Landlord’s decision to accept a Third
Party Offer (or its acceptance of such offer subject to the right of first
refusal granted herein) Landlord shall deliver to Tenant a written notice (the “Offer Notice”) (i) stating that Landlord
is prepared to accept (or has already accepted subject to the right of first
refusal granted herein) the applicable Third Party Offer, (ii) identifying the Subject Facilities,
and (iii) describing the
material terms and conditions (including purchase price and earnest money
deposit) under which the third party proposes to purchase the Subject
Facilities.


 


(b)                                  As used herein,
the following terms shall have the following meanings:


 


(1)                                  “Third Party Offer” shall mean a written offer,
proposal, letter of intent or similar instrument setting forth the material
terms and conditions under which a third party which is not an Affiliate of
Landlord proposes to enter into a purchase of all or a portion of the Premises.


 


(2)                                  “Subject Facilities” shall mean that portion of
the Premises (or those Facilities) that are the subject of the purchase
proposal contained in the Third Party Offer.


 


(c)                                  Tenant shall
have fifteen (15) Business Days from its receipt of an Offer Notice to elect to
purchase the Subject Facilities by delivery of written notice of such election
to Landlord (the “Purchase Notice”). For
the avoidance of doubt, Tenant may only elect to purchase all of the Subject
Facilities and may not elect to purchase some but not all of the Subject
Facilities.


 


(d)                                  Landlord and
Tenant shall have a period of thirty (30) days from Landlord’s receipt of the
Purchase Notice (the “Purchase Agreement
Period”) to negotiate in good faith a purchase and sale agreement
and related documentation necessary to complete the disposition of the Subject
Facilities (the “Purchase Documentation”). The
Purchase Documentation shall contain the purchase price, earnest money deposit,
and other material terms and conditions contained in the Third Party Offer. In
the event Landlord and Tenant enter into the Purchase Documentation within the
Purchase Agreement Period, then the transaction that is the subject of such
Purchase Documentation shall be consummated within thirty (30) days of the
execution thereof (the “Closing Date”).


 


(e)                                  In the event
that (i) Tenant does not
timely provide the Purchase Notice, (ii) Landlord
and Tenant are unable to agree upon the Purchase Documentation within the
Purchase Agreement Period, or (iii) following
execution of the Purchase Documentation, the transaction that is the subject
thereof is not consummated on or before the Closing Date as a result of a
default by Tenant in its obligations under the Purchase Documentation, then
Landlord shall be free to sell the Subject Facilities to the third party who
submitted the Third Party Offer on terms not materially more favorable to the
acquiring party than are set forth in the applicable Third Party Offer. If such
sale is not consummated within thirty (30) days following the Purchase
Agreement Period, or if at any time Landlord agrees with such third party to
modify the terms of the proposed transaction in a manner materially more
favorable to the third party, Tenant’s right of first refusal as granted herein
shall be reinstituted and Landlord shall give Tenant prompt written notice of
the same.


 


(f)                                    Notwithstanding
anything in this Section 23 which may be construed or interpreted
to the contrary, the terms of this Section 23 (including the right
of first refusal granted herein) shall not apply to any of the following: (i) any sale, transfer, or other
disposition of the Premises or any portion thereof to any Affiliate, parent, or
subsidiary of Landlord or to a joint venture entity, relationship, partnership
or similar business arrangement in which Landlord or any of Landlord’s
Affiliates is the


 


23

















 


managing member or general
partner and holds at least a twenty five percent (25%) equity ownership
interest, (ii) to any merger,
business combination, or similar transaction involving all or substantially all
of the assets of Landlord and its Affiliates; or (iii) any judicial or non-judicial foreclosure sale or
deed in lieu of foreclosure pursuant to any mortgage or deed of trust now or
hereafter encumbering the Premises or any portion thereof in favor of an
unaffiliated third party.


 


(g)                                 In the event
Tenant purchases the Subject Facilities pursuant to this Section 23, this
Master Lease shall terminate as to the Subject Facilities and the Minimum Rent
and Additional Rent due hereunder shall be reduced by the product of (i) the amount of the then current
Minimum Rent and Additional Rent, and (ii) a
fraction, the numerator of which is the portion of Landlord’s Investment
allocable to the Subject Facilities and the denominator of which is Landlord’s
Investment.


 


24.                               Economic Substitution.


 


24.1                        Provided that
no Event of Default exists on the Option Exercise Date or the Closing Date,
Tenant may offer to purchase an Option Premises (as defined herein) by giving
Landlord written notice thereof (the “Exercise
Notice”) at least sixty (60) days, but not more than one hundred
eighty (180) days, prior to the desired closing date (the date on which such
notice is delivered being the “Option
Exercise Date”) provided that (a) Tenant
provides Landlord with substitute Replacement Premises in accordance with the
requirements set forth below and (b) the
substitution of the Replacement Premises for the Option Premises does not
result in a decrease in the Rent Coverage Ratio from the Rent Coverage Ratio existing
as of the Exercise Date. Landlord may accept or reject such offer to purchase
an Option Premises at Landlord’s sole and absolute discretion. As used herein, “Option Premises” shall mean the Facility
or Facilities identified as the portion of the Premises that Tenant elects to
be designated as the Option Premises in the Exercise Notice; provided,  however,
in no event shall Tenant be entitled to (i) include
any Facility in the Option Premises unless Landlord has owned such Facility for
a period of the greater of (x) two (2) years
or (y) the currently recognized “safe-harbor” holding period for Real
Estate Investment Trusts under the rules and regulations relating to “prohibited
transactions” or “dealer sales” under the Internal Revenue Code of 1986, as amended,
and (ii) designate more than
five (5) Facilities as Option Premises during the Term. As used herein, “Replacement Premises” shall mean a
healthcare facility or facilities, of comparable or superior type, use, and
quality to the Option Premises, and, subject to customary due diligence and
property investigations by Landlord, reasonably acceptable to Landlord to be
added to the Premises demised under this Master Lease in place of the Option
Premises, as of the date of closing. As used herein, “Rent Coverage Ratio” means, as of the date of determination,
the ratio of (A) the
Portfolio EBITDARM for the immediately preceding 6 calendar months, minus (I) an
assumed management fee equal to five percent (5%) of the gross revenues
generated during such six month period, and (II) one-twelfth
(1/12) of the CapEx Amount multiplied by the aggregate rentable square footage
of the Facilities on the calculation date and further multiplied by the number
of months in the period of determination, to (B) the
total amount of the Minimum Rent and Additional Rent due for such six month
period pursuant to the terms of this Master Lease. As used herein, “Portfolio EBITDARM” means, for any period
of determination, the aggregate net income (or loss) of Tenant for such period
to the extent derived from the collective operation of the Premises, adjusted
to add thereto, to the extent allocable to the Premises, without duplication,
any amounts deducted in determining such net income (or loss) for (a) interest expense, (b) income tax expense, (c) depreciation and amortization
expense, (d) rental expense,
and (e) management fee
expense, in each case determined in conformity with generally accepted
accounting principles, consistently applied. With respect to any Replacement
Premises that has been operating for less than twelve (12) months as of the
Option Exercise Date,


 


24

















 


Portfolio EBITDARM shall be
calculated using a commercially reasonable estimate of the net income (or loss)
of Tenant for such Replacement Premises during the first year of operations.
Such commercially reasonable estimate of net income (or loss) shall be based on
documentation that is reasonably satisfactory to Landlord and shall be
calculated utilizing accounting and forecasting principles consistently applied
and reasonably satisfactory to Landlord. Notwithstanding anything herein which
may be interpreted to the contrary, Tenant shall be responsible for all costs
and expenses incurred by Landlord or Tenant in connection with the transfer of
the Option Premises to Tenant and the transfer of the Replacement Premises to
Landlord, including, without limitation, all reasonable costs and expenses
incurred by Landlord in connection with its due diligence investigation of the
Replacement Premises (including reasonable attorneys’ fees), documentary
transfer taxes, any title insurance premiums pursuant to Section 24.2(d) below
and any and all recording and escrow fees.


 


24.2                        In connection
with the transfer and conveyance of the Replacement Premises from Tenant to
Landlord, the following provisions shall apply. Any capitalized terms used in
this Section 24.2 and not otherwise defined herein shall have the
meanings given such terms in that certain Purchase and Sale Agreement between NHP
and certain Affiliates of Tenant dated as of September 30, 2008 (the “Purchase Agreement”).


 


(a)                                  The closing of
the transfer of the Replacement Premises from Tenant to Landlord shall be
consummated through an escrow established with a national title company
reasonably acceptable to Landlord (the “Title
Company”).


 


(b)                                  Landlord’s
obligation to accept the Replacement Premises pursuant to this Section 24
shall be conditioned upon (i) the
satisfaction of those conditions precedent contained in Sections 5.1(a) and
(b) of the Purchase Agreement, together with any additional commercially
reasonable conditions precedent reasonably requested by Landlord, (ii) Tenant providing to Landlord, on
or before the Substitution Closing Date, a certificate (in a form reasonably
acceptable to Landlord) representing and warranting to Landlord that the
representations and warranties contained in Sections 7.1(a) through (g) of the
Purchase Agreement, together with any other commercially reasonable
representations and warranties reasonably requested by Landlord, are accurate
with respect to the Replacement Premises as of the Substitution Closing Date,
and (iii) Landlord and Tenant
delivering to Title Company any additional documents, information, or
instruments reasonably necessary to accomplish the transfer of the Replacement
Premises to Landlord and the transfer of the Option Premises to Tenant.


 


(c)                                  On a date
mutually acceptable to Landlord and Tenant following the satisfaction of the
conditions contained in Section 24.1 above (the “Substitution Closing Date”), Tenant shall
convey, at no cost to Landlord, good and marketable title to the Replacement
Premises pursuant to a deed in a form reasonably acceptable to Landlord. Tenant
shall deliver said deed to the Title Company on the Business Day prior to the
Substitution Closing Date.


 


(d)                                 Concurrently
with the transfer and conveyance of the Replacement Premises to Landlord by
Tenant, at Tenant’s sole cost and expense the Title Company shall be committed
to issue an ALTA Extended Coverage Policy of Title Insurance in favor of
Landlord with respect to the Replacement Premises showing only those exceptions
approved in writing by Landlord, which approval shall not be unreasonably
withheld, conditioned or delayed, and which exceptions shall include the lien
of any then non-delinquent taxes and assessments.


 


25

















 


(e)                                  There shall be
no proration of income or expenses related to the Replacement Premises.


 


24.3                        In connection
with the conveyance of the Option Premises from Landlord to Tenant, the
following provisions shall apply:


 


(a)                                  The closing of
the transfer of the Option Premises from Landlord to Tenant shall be
consummated through an escrow established with the Title Company and shall
occur concurrently with the transfer to Landlord of the Replacement Premises.


 


(b)                                  Landlord shall
convey title to the Option Premises pursuant to the form of deed mutually
acceptable to Landlord and Tenant and in an “as is” condition without
representation or warranty, but free and clear of all liens except Permitted
Exceptions. Landlord shall deliver said deed to the Title Company on the
Business Day prior to the Substitution Closing Date.


 


(c)                                  There shall be
no proration of income or expenses related to the Option Premises.


 


24.4                        Landlord and
Tenant hereby acknowledge that either party may consummate the transfer of the
Replacement Premises to Landlord and the Option Premises to Tenant as part of a
so-called like kind exchange pursuant to section 1031 of the Internal Revenue
Code of 1986, as amended, and each party agrees to cooperate with the other
party to accomplish such an exchange, even if such an exchange may result in
the Substitution Closing Date being delayed for up to thirty (30) days as a
result of such an exchange. Notwithstanding the foregoing, the party desiring
such an exchange shall pay any additional costs that would not otherwise have
been incurred by Landlord or Tenant had such party not consummated the transfer
through such an exchange. Neither party shall by this agreement or acquiescence
to such an exchange desired by the other party (i) have its rights under this Section 24
affected or diminished in any manner except as otherwise agreed to herein or (ii) be responsible for compliance
with or be deemed to have warranted to the other party that such party’s
exchange in fact complies with section 1031 of the Internal Revenue Code of
1986, as amended.


 


24.5                        During the Term
and subject to the limitations set forth herein, if one or more of the Facilities
becomes uneconomical or unsuitable for continued use in Tenant’s business,
Tenant may, with respect to not more than two (2) uneconomical Facilities,
seek to terminate the Master Lease with respect to such uneconomical Facility
or Facilities (such facility being herein called the “EAP”) in accordance with
the conditions and limitations of this Section 24.5.


 


(a)                                  From time to
time during the Term and provided no Event of Default has occurred and is
continuing, if Tenant shall determine in good faith and deliver to Landlord a
certificate signed by the president or chief financial officer of Tenant
certifying that (i) continued
use and occupancy by Tenant in Tenant’s business at such EAP is no longer
consistent with either the business operation or business strategy of Tenant,
and (ii) Tenant has
determined to abandon the use at such EAP, then Tenant may give Landlord not
less than ninety (90) calendar days prior written notice (the “EAP Notice”) that Tenant intends to
arrange a sale of the EAP (“EAP Sale”) in
accordance with the provisions of this Section 24.5.


 


(b)                                  In the case of
an EAP Sale, Tenant must arrange the sale of the EAP on behalf of Landlord on
terms and conditions reasonably acceptable to Landlord, which terms and
conditions shall include, without limitation, the following: (i) a purchase price not less than the
Replacement Value for


 


26

















 


such EAP, which purchase
price shall be payable in immediately available funds at the closing of the EAP
Sale, and (ii) the EAP Sale
shall be on an “as is”, “where is”, “with all faults” basis without any
representation or warranty whatsoever on the part of Landlord. As used herein, “Replacement Value” shall be an amount
equal to the greater of: (1) the
then Fair Market Value, as determined pursuant to Exhibit C, of the
EAP, or (2) Landlord’s
Investment in the EAP (minus any net award paid to Landlord for a taking
pursuant to Section 18). Prior to the closing of the EAP Sale,
Tenant shall deliver to Landlord a covenant and undertaking (“EAP Undertaking”) in a form reasonably
acceptable to Landlord pursuant to which Tenant (w) represents and warrants
that Tenant is permanently abandoning such EAP, (x) covenants to vacate
such EAP prior to the closing of the EAP Sale, (y) covenants not to
operate another radiation treatment center (or whatever the then permitted use
of the EAP is at the time of the EAP Notice) within five (5) miles of such
EAP for two (2) years from the date of the EAP Sale, and (z) acknowledges
and agrees that a breach or violation of such EAP Undertaking shall be an
immediate Event of Default under this Master Lease. Upon the sale of the EAP,
this Master Lease shall be deemed terminated as to such EAP and Minimum Rent
and Additional Rent due hereunder shall be reduced by the product of (1) the amount of the then current
Minimum Rent and Additional Rent, and (2) a
fraction, the numerator of which is the portion of Landlord’s Investment
allocable to such EAP and the denominator of which is Landlord’s Investment. If
Landlord elects not to accept an EAP Sale and provided that Tenant has
otherwise complied with all the provisions of this Section 24.5,
the Master Lease with respect to such EAP shall be deemed terminated and
Minimum Rent and Additional Rent due hereunder shall be reduced by the product
of (A) the amount of the then
current Minimum Rent and Additional Rent and (B) a
fraction, the numerator of which is the portion of Landlord’s Investment
allocable to such EAP and the denominator of which is Landlord’s Investment.


 


(c)                                  Notwithstanding
anything else in this Master Lease to the contrary, during the Term, Tenant
shall only be permitted to cause an EAP Sale or cause the termination of the
Master Lease for up to two (2) Facilities.


 


(d)                                  Tenant shall
pay all charges incident to any transaction pursuant to this Section 24.5,
including Landlord’s attorneys’ fees and expenses together with all prepayment
fees and expenses solely with respect to the applicable Facility, including
attorneys’ fees and expenses due a mortgagee, arising out of such transaction.


 


25.                               Tax Treatment; Reporting. Landlord and
Tenant each acknowledge that each shall treat this transaction as a true lease
for state law purposes and shall report this transaction as a lease for Federal
income tax purposes. For Federal income tax purposes each shall report this
Master Lease as a true lease with Landlord as the owner of the Premises and
Tenant as the lessee of such Premises including: (1) treating Landlord as
the owner of the property eligible to claim depreciation deductions under Section 167
or 168 of the Internal Revenue Code of 1986 (the “Code”) with respect to the
Premises, (2) Tenant reporting its Rent payments as rent expense under Section 162
of the Code, and (3) Landlord reporting the Rent payments as rental
income. For the avoidance of doubt, nothing in this Master Lease shall be
deemed to constitute a guaranty, warranty or representation by either Landlord
or Tenant as to the actual treatment of this transaction for state law purposes
and for federal income tax purposes.


 


26.                               Provisions Concerning Ft. Apache Facility. As of the date of the execution hereof, Nevada
Radiation Enterprises, LLC (“Nevada Radiation”) has not obtained all necessary
limited liability company approvals in order for the parties signing this
Master Lease relative to the Ft. Apache Facility


 


27

















 


(as denominated on Schedule
1 hereof) to execute same. Notwithstanding the foregoing, the Ft. Apache
Facility has been included herein but is subject to removal from the provisions
of this Master Lease as follows:


 


26.1                        If all
appropriate limited liability company authority of Nevada Radiation with
respect to Nevada Radiation’s entry into this Master Lease has not been obtained
on or before April 15, 2010 from all members of Nevada Radiation, Landlord
shall so notify Tenant and Guarantor in writing, and thereupon the Ft. Apache
Facility shall be deemed to have not been included in this Master Lease as of
the date of the commencement of the Term hereof and the Landlord’s Investment
shall be modified to delete the amount allocated to the Ft. Apache Facility
therefrom, with the resultant figure being, for all purposes hereunder, the
Landlord’s Investment, and the Minimum Rent and Additional Rent due hereunder
shall be reduced by the product of (x) the amount of the then current
Minimum Rent and Additional Rent, and (y) a fraction, the numerator of
which is the portion of Landlord’s Investment allocated to the Ft. Apache
Facility and the denominator of which is Landlord’s Investment.


 


26.2                        If all
appropriate limited liability company authority of Nevada Radiation with
respect to Nevada Radiation’s entry into this Master Lease has been obtained on
or before April 15, 2010 from all members of Nevada Radiation Landlord
shall so notify Tenant and Guarantor in writing and shall, concurrently
therewith, pay such amounts as were due hereunder with respect to the Ft.
Apache Facility on April 1, 2010, then and in that event, the Ft. Apache
Facility shall be included herein as if the signatures of the necessary parties
were obtained prior to the commencement of the Term hereof.


 


26.3                        Notwithstanding
anything contained herein or otherwise to the contrary, the failure to obtain
all necessary limited liability company approvals of Nevada Radiation shall not
otherwise effect or impair any of the terms of this Master Lease as it relates
to any Facility other than the Ft. Apache Facility. Further, unless and until
the conditions of Section 26.2 above shall have occurred on or
before April 15, 2010, the existing lease between Nevada Radiation and
Nevada Radiation Therapy Managements Services, Inc. (the “Ft. Apache Lease”) shall remain in full
force and effect; provided, however, that any rentals paid to Landlord pursuant
to the terms of this Master Lease for such period ending on April 15, 2010
and attibutable to the Ft. Apache Facility shall be credited toward any rental
amounts so payable under the Ft. Apache Lease for such period, it being the
intent of the parties hereto that in any and all events Tenant will not pay and
Landlord will not receive “double” rental payments with respect to the Ft.
Apache Facility for such period.


 


27.                               Provisions Concerning Southbridge Facility.


 


27.1                        Landlord shall
have the unilateral right to remove the Southbridge Facility (as denominated on
Schedule 1 hereof) from the operation and effect of this Master Lease at
any time on or before April 15, 2010 (the period commencing on the date
hereof and continuing through and including such date being referred to herein
as the “Southbridge Removal Period”) by
delivering to Tenant written notice of its determination so to remove the
Southbridge Facility. In the event that Landlord shall so elect to remove the
Southbridge Facility from this Master Lease during the Southbridge Removal
Period, the Southbridge Facility shall be deemed to have not been included in
this Master Lease as of the date of the commencement of the Term hereof and the
Landlord’s Investment shall be modified to delete therefrom the amount
allocated to the Southbridge Facility with the resultant figure being, for all
purposes hereunder, the Landlord’s Investment and the existing lease (the “Southbridge Existing Lease”) between
Theriac Enterprises of Harrington, LLC and Central Massachusetts Comprehensive
Cancer Care


 


28

















 


Center, LLC, a Massachusetts
limited liability company (“CMCCC”) shall
be deemed in full force and effect as if the Southbridge Existing Lease had not
been superseded and replaced by this Master Lease.


 


27.2                        During the
Southbridge Removal Period, the parties agree to reasonably cooperate and
negotiate in good faith and with all diligence an amendment to this Master
Lease (the “Southbridge Amendment”) acceptable
to Landlord’s existing (as of the effective date of this Master Lease) mortgage
lender with respect to the Premises in order to address the following:


 


(a)                                  The removal of
the Southbridge Facility from this Master Lease and the reinstatement of the Southbridge
Existing Lease in the event of either (i) the exercise and consummation by
Harrington Memorial Hospital, Inc., a Massachusetts not-for-profit
corporation (“Harrington”) of its
right and option (the “Harrington LLC Option”)
pursuant to the existing Operating Agreement of CMCCC to purchase
the membership interest of New England Radiation Therapy Management Services, Inc.,
an affiliate of Guarantor, in CMCCC or (ii) the exercise and consummation
by Alliance Oncology, LLC, a Delaware limited liability company (“Alliance”) of its right and option (the “Alliance Option”; which Alliance Option is
expressly subordinate to the Harrington LLC Option) pursuant to the provisions
of Section 7.3 of that certain Implementation and Transfer Agreement (the “Alliance Agreement”) dated January 9,
2008 as between Alliance, Guarantor and other parties, to purchase the
membership interest of New England Radiation Therapy Management Services, Inc.,
an affiliate of Guarantor, in CMCCC, and the termination of this Master Lease
as to the Southbridge Facility thereupon and the reduction of the Minimum Rent
and Additional Rent due hereunder thereafter such that such Minimum Rent and
Additional Rent are reduced by the product of (x) the amount of the then
current Minimum Rent and Additional Rent, and (y) a fraction, the
numerator of which is the portion of Landlord’s Investment allocated to the
Southbridge Facility and the denominator of which is Landlord’s Investment.


 


(b)                                 The removal of
the Southbridge Facility from this Master Lease in the event that Harrington
shall exercise and consumate its option, pursuant to that certain Option to
Purchase Agreement dated September 15, 2008 by and among Harrington,
CMCCC, el al., to purchase the
ground lease which demises the property upon which the Southbridge Facility is
located and the reduction of the Minimum Rent and Additional Rent due hereunder
thereafter such that such Minimum Rent and Additional Rent are reduced by the
product of (x) the amount of the then current Minimum Rent and Additional
Rent, and (y) a fraction, the numerator of which is the portion of
Landlord’s Investment allocated to the Southbridge Facility and the denominator
of which is Landlord’s Investment.


 


(c)                                  As and to the
extent required under the Alliance Agreement, the consent of Alliance as to
entry into this Master Lease with respect to the Southbridge Facility,
inclusive of the amendment referred to hereinabove in this Section 27.2
should the same may be entered into.


 


[SIGNATURE PAGES FOLLOW]


 


29

















 


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


 


	
  Signed, sealed and
  delivered: 

  in the presence of:

  	
  TENANT:

  
	
   

  	
  Arizona Radiation Therapy
  Management Services, Inc.

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Ann Marie Bussanich

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print
  Name:

  	
  Ann
  Marie Bussanich

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
   

  
	
  /s/ Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
  Print Name:

  	
  Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  21st Century Oncology, LLC

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Ann Marie Bussanich

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print
  Name: 

  	
  Ann
  Marie Bussanich

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
   

  
	
  /s/ Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  21st Century Oncology
  Management Services, Inc.

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Ann Marie Bussanich

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print
  Name: 

  	
  Ann
  Marie Bussanich

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
   

  
	
  /s/ Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  21st Century Oncology of El
  Segundo, LLC

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Ann Marie Bussanich

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print
  Name: 

  	
  Ann
  Marie Bussanich

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
   

  
	
  /s/ Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Susan M. Deleiuliu

  	
   

  	
   

  	
   

  



 


30

















 


	
   

  	
  21st Century Oncology of
  Kentucky, LLC

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Ann Marie Bussanich

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print
  Name: 

  	
  Ann
  Marie Bussanich

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
   

  
	
  /s/ Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Nevada Radiation Therapy
  Management Services, Inc.

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Ann Marie Bussanich

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print
  Name: 

  	
  Ann
  Marie Bussanich

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
   

  
	
  /s/ Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  West Virginia Radiation
  Therapy Services, Inc.

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Ann Marie Bussanich

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print
  Name: 

  	
  Ann
  Marie Bussanich

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
   

  
	
  /s/ Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  21st Century Oncology of New Jersey, Inc.

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Ann Marie Bussanich

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print
  Name: 

  	
  Ann
  Marie Bussanich

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
   

  
	
  /s/ Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Central Massachusetts
  Comprehensive Cancer Center, LLC

  
	
  /s/ Ann Marie Bussanich

  	
   

  	
   

  	
   

  
	
  Print
  Name: 

  	
  Ann
  Marie Bussanich

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
   

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
  /s/ Susan M. Deleiuliu

  	
   

  	
  As Its:

  	
   

  
	
  Print Name: 

  	
  Susan M. Deleiuliu

  	
   

  	
   

  	
   

  



 


31














 


	
   

  	
  Jacksonville Radiation
  Therapy Services, Inc.

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Ann Marie Bussanich

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print
  Name: 

  	
  Ann
  Marie Bussanich

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
   

  
	
  /s/ Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  21st Century Oncology of Jacksonville, Inc.

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Ann Marie Bussanich

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print
  Name: 

  	
  Ann
  Marie Bussanich

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
   

  
	
  /s/ Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  California Radiation
  Therapy Management Services, Inc.

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Ann Marie Bussanich

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print
  Name: 

  	
  Ann
  Marie Bussanich

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
   

  
	
  /s/ Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Palms West Radiation
  Therapy, LLC

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Ann Marie Bussanich

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print
  Name: 

  	
  Ann
  Marie Bussanich

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
   

  
	
  /s/ Susan M. Deleiuliu

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Susan M. Deleiuliu

  	
   

  	
   

  	
   

  



 


32

















 


	
  Signed, sealed and
  delivered: 

  in the presence of:

  	
   

  	
  LANDLORD:

  
	
   

  	
   

  	
  Theriac Rollup, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  (FL Document # L06000088324)

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Arizona Radiation
  Enterprises, LLC

  
	
   

  	
   

  	
   

  	
  an Arizona limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Bonita Radiation
  Associates, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  



 


33

















 


	
   

  	
   

  	
  Theriac Enterprises of
  Bradenton, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Bradenton Radiation
  Associates, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Theriac Enterprises of
  Casa Grande, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  



 


34

















 


	
   

  	
   

  	
  Theriac Enterprises of
  Colonial, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Colonial Radiation
  Associates, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Crestview Radiation
  Enterprises, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  



 


35

















 


	
   

  	
   

  	
  Destin Radiation
  Enterprises, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Theriac Enterprises of El
  Segundo, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited liability
  company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Fort Walton Beach
  Radiation Enterprises, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  



 


36

















 


	
   

  	
   

  	
  Theriac Enterprises of
  Frankfort, Kentucky, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Theriac Enterprises of
  Gilbert, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Theriac Enterprises of
  Greenbrier, WV, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  



 


37

















 


	
   

  	
   

  	
  Theriac Enterprises of
  Hammonton, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Theriac Enterprises of
  Harrington, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Henderson Radiation Associates,
  LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Theriac Enterprises of
  Jacksonville, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  



 


38

















 


	
   

  	
   

  	
  Lehigh Radiation
  Associates, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Marco Island Radiation
  Enterprise, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Nevada Radiation
  Enterprises, L.L.C.

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  



 


39

















 


	
   

  	
   

  	
  Palm Springs Radiation
  Enterprises, LLC

  
	
   

  	
   

  	
   

  	
  a California limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Theriac Enterprises of
  Peoria, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  



 


40

















 


	
   

  	
   

  	
  Theriac Enterprises of
  Rancho Mirage, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Theriac Enterprises of
  Scottsdale, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Tamarac Radiation
  Associates, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  



 


41














 


	
   

  	
   

  	
  West Palm Radiation
  Associates, L.L.C. 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  Theriac Enterprises of
  Yucca Valley, LLC 

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  By: TEM, LLC

  
	
   

  	
   

  	
   

  	
  a Florida limited
  liability company, its Manager

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ James Bunnell

  	
   

  	
  By: 

  	
  /s/ Daniel E. Dosoretz

  
	
  Print Name: 

  	
  James Bunnell

  	
   

  	
   

  	
  Daniel E. Dosoretz,
  Managing Member

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  /s/ Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Catherine A. Newkirk

  	
   

  	
   

  	
   

  	
   

  



 


42

















 


THE GUARANTOR IS MADE A
PARTY HERETO SOLELY AS TO ITS ACKNOWLEDGMENTS AND OBLIGATIONS UNDER THE
INTRODUCTORY PARAGRAPHS TO THIS MASTER LEASE:


 


	
  Signed, sealed and
  delivered: 

  in the presence of:

  	
  GUARANTOR: Radiation
  Therapy Services, Inc.

  
	
   

  	
   

  	
   

  	
   

  
	
  /s/ Martha A. Doyle

  	
   

  	
  By:

  	
  /s/ Bryan J. Carey

  
	
  Print Name: 

  	
  Martha A. Doyle

  	
   

  	
  Print Name:

  	
  Bryan J. Carey

  
	
   

  	
   

  	
  As Its:

  	
  EVP & CFO

  
	
  /s/ Andren L. Britt

  	
   

  	
   

  	
   

  
	
  Print Name: 

  	
  Andren L. Britt

  	
   

  	
   

  	
   

  



 


43

















 


EXHIBIT “A”


 


LEGAL DESCRIPTIONS


 


See
attached;


includes
all improvements thereon and all appurtenances thereto.


 


44

















 


EXHIBIT “A-1”


 


1281 E. Cottonwood Lane 

Casa Grande, AZ 85222 (Casa Grande (CGA))


 


Real property in the City of
Casa Grande, County of Pinal, State of Arizona, described as follows:


 


THE EAST 285.50 FEET OF THE
NORTH 400.15 FEET OF THE NORTHWEST QUARTER OF SECTION 21, TOWNSHIP 6
SOUTH, RANGE 6 EAST OF THE GILA AND SALT RIVER BASE AND MERIDIAN, PINAL COUNTY,
ARIZONA;


 


EXCEPT THE EAST 35.00 FEET
AND THE NORTH 50.00 FEET THEREOF.


 


45

















 


EXHIBIT “A-2”


 


2680 South Val Vista Dr., Units 101, 105, 107, 109, and 115 

Gilbert, AZ 85295 (Gilbert (GLA))


 


Real property in the City of
Gilbert, County of Maricopa, State of Arizona, described as follows:


 


UNITS 101, 105, 107, 109 AND
115, 2680-BUILDING #9, SPECTRUM FALLS PROFESSIONAL PARK, A CONDOMINIUM AS
CREATED BY THAT CERTAIN DECLARATION RECORDED AS 2006-410779 OF OFFICIAL
RECORDS; FIRST AMENDMENT RECORDED AS 2006-1149379 OF OFFICIAL RECORDS;
RE-RECORDED AS 2006-1222782 OF OFFICIAL RECORDS; SECOND AMENDMENT RECORDED AS
2007-629562 OF OFFICIAL RECORDS; AS SHOWN ON THE PLAT OF SAID CONDOMINIUM
RECORDED IN BOOK 804 OF MAPS, PAGE 37; FIRST AMENDMENT PLAT RECORDED IN BOOK
858 OF MAPS, PAGE 47; AFFIDAVIT OF CORRECTION RECORDED AS 2006-1222781 OF
OFFICIAL RECORDS; SECOND AMENDMENT PLAT RECORDED IN BOOK 915 OF MAPS, PAGE 27
AND THIRD AMENDMENT PLAT RECORDED IN BOOK 1034 OF MAPS, PAGE 39 IN THE OFFICE
OF THE COUNTY RECORDER OF MARICOPA COUNTY, ARIZONA.


 


TOGETHER WITH AN UNDIVIDED
INTEREST IN AND TO THE COMMON ELEMENTS AS SET FORTH IN SAID DECLARATION AND AS
DESIGNATED ON SAID PLAT.


 


46

















 


EXHIBIT “A-3”


 


9159 W. Thunderbird Road, Building F 

Peoria, AZ 85381 (Peoria (PEA))


 


Real property in the City of
Peoria, County of Maricopa, State of Arizona, described as follows:


 


PARCEL NO. 1:


 


UNITS 101 THROUGH 112, INCLUSIVE,
OF BUILDING F, OF PLAZA TOWN CENTER OFFICE CONDOMINIUM, A CONDOMINIUM AS
CREATED BY THAT CERTAIN DECLARATION RECORDED SEPTEMBER 07, 2006 AS 2006-1189463
OF OFFICIAL RECORDS AND SHOWN ON THE PLAT OF SAID CONDOMINIUM RECORDED AS BOOK
861 OF MAPS, PAGE 24, IN THE OFFICE OF THE COUNTY RECORDER OF MARICOPA COUNTY,
ARIZONA.


 


TOGETHER WITH AN UNDIVIDED
INTEREST IN AND TO THE COMMON ELEMENTS AS SET FORTH IN SAID DECLARATION AND AS
DESIGNATED ON SAID PLAT.


 


PARCEL NO. 2:


 


A NON-EXCLUSIVE, EASEMENT
FOR UTILITY SERVICES AND VEHICULAR AND PEDESTRIAN INGRESS AND EGRESS AS SET
FORTH IN DECLARATION OF EASEMENTS RECORDED NOVEMBER 14, 2005 AS 2005-1722279 OF
OFFICIAL RECORDS AND RE-RECORDED OCTOBER 24, 2007 AS 2007-1151579 OF OFFICIAL
RECORDS OVER THE FOLLOWING DESCRIBED PROPERTY;


 


A PORTION OF THE NORTHWEST
QUARTER OF SECTION 15, TOWNSHIP 3 NORTH, RANGE 1 EAST OF THE GILA AND SALT
RIVER BASE AND MERIDIAN, MARICOPA COUNTY, ARIZONA BEING MORE PARTICULARLY
DESCRIBED AS FOLLOWS:


 


COMMENCING AT THE NORTH
QUARTER CORNER OF SECTION 16 OF SAID TOWNSHIP 3 NORTH;


 


THENCE, NORTH 87 DEGREES 41
MINUTES 30 SECONDS EAST, ALONG THE NORTH LINE OF THE NORTHEAST QUARTER OF SAID SECTION 16,
AND THE MONUMENT LINE OF THUNDERBIRD ROAD, A DISTANCE OF 2,691.62 FEET TO THE
NORTHEAST CORNER OF SAID SECTION 16;


 


THENCE, SOUTH 00 DEGREES 29
MINUTES 59 SECONDS WEST, A DISTANCE OF 55.07 FEET TO A POINT ON THE SOUTH
RIGHT-OF-WAY LINE OF SAID THUNDERBIRD ROAD AND THE TRUE POINT OF BEGINNING;


 


THENCE, NORTH 87 DEGREES 42
MINUTES 37 SECONDS EAST, ALONG SAID SOUTH


 


47

















 


RIGHT-OF-WAY LINE, A
DISTANCE OF 25.03 FEET;


 


THENCE, SOUTH 00 DEGREES 29
MINUTES 59 SECONDS WEST, A DISTANCE OF 392.46 FEET;


 


THENCE, NORTH 89 DEGREES 30
MINUTES 01 SECONDS WEST, A DISTANCE OF 25.00 FEET;


 


THENCE, NORTH 00 DEGREES 29
MINUTES 59 SECONDS EAST, A DISTANCE OF 391.24 FEET TO THE TRUE POINT OF
BEGINNING.


 


PARCEL NO. 3:


 


A NON-EXCLUSIVE, PERPETUAL
EASEMENT FOR THE PURPOSES OF REASONABLE VEHICULAR AND PEDESTRIAN INGRESS AND
EGRESS, PARKING SPACES, DRAINAGE AND RETENTION OF STORM WATER, UTILITIES, AS
CREATED BY THE DECLARATION OF COVENANTS, CONDITIONS, RESTRICTIONS AND EASEMENTS
FOR PLAZA TOWN CENTER RECORDED AS 2006-990215 OF OFFICIAL RECORDS; FIRST
AMENDMENT RECORDED AS 2006-1654818 OF OFFICIAL RECORDS; SECOND AMENDMENT
RECORDED AS 2007-198628 OF OFFICIAL RECORDS AND RE-RECORDED AS 2007-210971 OF
OFFICIAL RECORDS.


 


48

















 


EXHIBIT “A-4”


 


7337 East Thomas Road, Scottsdale, AZ 85251 (Scottsdale
(SAZ))


 


Real property in the City of
Scottsdale, County of Maricopa, State of Arizona, described as follows:


 


LOTS 1, 2 AND 3, BLOCK 1, OF
JUANITA “Y” OLMO FRONTIER PLACE, ACCORDING TO THE PLAT OF RECORD IN THE OFFICE
OF THE COUNTY RECORDER OF MARICOPA COUNTY, ARIZONA, RECORDED IN BOOK 46 OF
MAPS, PAGE 12.


 


49

















 


EXHIBIT “A-5”


 


7340 East Thomas Road, Scottsdale, AZ 85251 (Scottsdale
(SAZ))


 


Real property in the City of
Scottsdale, County of Maricopa, State of Arizona, described as follows:


 


THE EAST 160.00 FEET OF THAT
PART OF LOT 4, BLOCK 13, OF SECURITY ACRES AMENDED, ACCORDING TO THE PLAT
OF RECORD IN THE OFFICE OF THE COUNTY RECORDER OF MARICOPA COUNTY, ARIZONA,
RECORDED IN BOOK 8 OF MAPS, PAGE 59, DESCRIBED AS FOLLOWS:


 


BEGINNING AT THE SOUTHEAST
CORNER OF THE SOUTHWEST QUARTER OF THE SOUTHWEST QUARTER OF SECTION 26,
TOWNSHIP 2 NORTH, RANGE 4 EAST;


 


RUN THENCE WEST 20.00 FEET;


 


THENCE NORTH PARALLEL TO AND
20.00 FEET WEST OF THE EAST LINE OF THE SOUTHWEST QUARTER OF THE SOUTHWEST
QUARTER OF SAID SECTION 26, A DISTANCE OF 284.59 FEET;


 


THENCE NORTH 89 DEGREES 59
MINUTES WEST 136.38 FEET TO THE TRUE POINT OF BEGINNING;


 


THENCE NORTH 89 DEGREES 59
MINUTES WEST 500.00 FEET MORE OR LESS TO THE WEST LINE OF SAID LOT 4;


 


THENCE SOUTH 251.88 FEET
MORE OR LESS TO THE SOUTHWEST CORNER OF SAID LOT 4;


 


THENCE EAST ALONG THE SOUTH
LINE OF LOT 4, A DISTANCE OF 500.00 FEET;


 


THENCE NORTH TO THE POINT OF
BEGINNING.


 


ALSO DESCRIBED AS (AS
SURVEYED LEGAL DESCRIPTION):


 


Situated in the State of
Arizona, County of Maricopa, City of Scottsdale being part of the Southwest
Quarter of Section 26, Township 2 North, Range 4 East of the Gila and Salt
River Meridian, and being the East 160.00 feet of that part of Lot 4, Block 13
of “SECURITY ACRES” according to the Plat of Record recorded in Book 8 of Maps,
Page 59 of said Maricopa County Records, and being more particularly
bounded and described as follows:


 


BEGINNING at a brass cap in
hole found at the Southeast corner of the Southwest Quarter of the Southwest
Quarter of said Section 26, said point also being the centerline
intersection of Thomas Road and Civic Center Plaza;


 


50

















 


Thence South 90 degrees 00
minutes 00 seconds West, along said centerline of Thomas Road, a distance of
20.00 feet;


 


Thence North 00 degrees 18
minutes 30 seconds East, leaving said centerline along a line parallel to and
20.00 feet West of the East line of the Southwest Quarter of the Southwest
Quarter of said Section 26, a distance of 284.59 feet to a point;


 


Thence North 89 degrees 59
minutes 00 seconds West, a distance of 136.38 feet to the TRUE POINT OF
BEGINNING;


 


Thence South 00 degrees 18
minutes 30 seconds West, a distance of 229.63 feet to a point along the
Northerly right of way line of said Thomas Road;


 


Thence South 90 degrees 00
minutes 00 seconds West, along said right of way line, a distance of 160.00
feet to a point;


 


Thence North 00 degrees 18
minutes 30 seconds East, leaving said right of way line, a distance of 229.68
feet to a point;


 


Thence South 89 degrees 59
minutes 00 seconds East, a distance of 160.00 feet to the TRUE POINT OF
BEGINNING and containing 0.84 acres (36,745 square feet) of land.


 


51














 


EXHIBIT “A-6”


 


860 Parkview Dr. N, Units
A & B, El Segundo, CA 90245 (El Segundo)


 


Real property in the City of
El Segundo, County of Los Angeles, State of California, described as follows:


 


PARCEL 1:


 


THAT PORTION OF LOT 4 OF
TRACT NO. 68231, IN THE CITY OF EL SEGUNDO, IN THE COUNTY OF LOS
ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 1344 PAGES 11 TO 15
INCLUSIVE OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY,
BEING SHOWN AND DEFINED AS BUILDING 10 IN THAT CERTAIN CONDOMINIUM PLAN FOR
BUILDING 10 RECORDED FEBRUARY 20, 2008 AS INSTRUMENT NO. 2008-0293799 OF
OFFICIAL RECORDS OF SAID COUNTY.


 


EXCEPT THEREFROM UNITS
B10-U1 THROUGH B10-U4 INCLUSIVE AS SHOWN AND DEFINED ON THE CONDOMINIUM PLAN
ABOVE MENTIONED.


 


PARCEL 2:


 


UNITS BI0-U1 THROUGH B10-U4
INCLUSIVE AS SHOWN AND DEFINED ON THE CONDOMINIUM PLAN ABOVE MENTIONED.


 


PARCEL 3:


 


NON-EXCLUSIVE EASEMENT(S) APPURTENANT
TO PARCELS 1 AND 2 ABOVE IN COMMON WITH OTHERS OWNERS, FOR THE PURPOSES SET
FORTH IN THAT CERTAIN DECLARATION OF COVENANTS, CONDITIONS, RESTRICTIONS,
EASEMENTS AND ENVIRONMENTAL RESTRICTIONS FOR CAMPUS EL SEGUNDO RECORDED OCTOBER
3, 2006 AS INSTRUMENT NO. 06-2202258, OF OFFICIAL RECORDS AS AMENDED BY
INSTRUMENT RECORDED MARCH 17, 2008 AS INSTRUMENT NO. 2008-0451631 OF OFFICIAL
RECORDS AND IN THAT CERTAIN DECLARATION OF COVENANTS, CONDITIONS AND
RESTRICTIONS OF THE EDGE AT CAMPUS EL SEGUNDO MASTER ASSOCIATION RECORDED
FEBRUARY 27, 2008 AS INSTRUMENT NO. 2008-334845, OFFICIAL RECORDS AS AMENDED BY
INSTRUMENTS RECORDED OCTOBER 21, 2008 AS INSTRUMENT NO. 2008-1870879 AND
RECORDED APRIL 15, 2009 AS INSTRUMENT NO. 2009-0542599, OFFICIAL RECORDS.


 


ALSO EXCEPT THEREFROM ALL
NATURAL GAS CONTAINED IN OR UNDER OR THAT MAY BE PRODUCED FROM SAID LAND,
TOGETHER WITH THE EXCLUSIVE RIGHT TO DRILL FOR AND PRODUCE SUCH NATURAL GAS
FROM SAID LAND BY


 


52

















 


WHIPSTOCKING OR DIRECTIONAL
DRILLING OR OTHER SUBSURFACE OPERATIONS CONDUCTED FROM SURFACE LOCATIONS ON
OTHER LAND AND THE EXCLUSIVE RIGHT TO USE THE SUBSURFACE OF SAID LAND FOR THE
PURPOSE OF INJECTING NATURAL GAS THEREIN FOR STORAGE AND FOR REPRESSURING THE
FORMATIONS UNDERLYING SAID LAND, AND EXPRESSLY EXCEPTING FROM THIS CONVEYANCE
ANY AND ALL RIGHT TO GO UPON OR USE THE SURFACE OF THE LAND THEREIN DESCRIBED
IN ANY MANNER FOR THE PURPOSE OF DISCOVERING OR EXTRACTING SUCH NATURAL GAS, AS
CONTAINED IN THE GRANT DEED TO STANDARD OIL COMPANY OF CALIFORNIA, A DELAWARE
CORPORATION, RECORDED JULY 27, 1943 AS INSTRUMENT NO. 944, IN BOOK 20145
PAGE 298, OF OFFICIAL RECORDS.


 


ALSO EXCEPT THEREFROM ALL
OIL, HYDROCARBON AND MINERAL SUBSTANCES, IF ANY, EXCEPT NATURAL GAS,
CONTAINED IN OR UNDER OR THAT MAY BE PRODUCED FROM SAID LAND, WITHOUT THE
RIGHT TO ENTER UPON THE SURFACE OF SAID LAND, FOR THE PURPOSE OF EXTRACTING ANY
SUCH OIL, HYDROCARBON AND MINERAL SUBSTANCES, NOR FOR ANY OTHER PURPOSE, AS
CONTAINED IN THE GRANT DEED TO CHANSLOR-CANFIELD MIDWAY OIL COMPANY, A
CALIFORNIA CORPORATION, RECORDED SEPTEMBER 7, 1945 AS INSTRUMENT NO. 1530, IN
BOOK 22243 PAGE 336, OF OFFICIAL RECORDS.


 


APN: 4138-030-060 and
4138-030-061 and 4138-030-062 and 4138-030-063


 


53

















 


EXHIBIT “A-7”


 


77-840 Flora Road, Palm Desert, CA 92211 (Palm Desert (PSC))


 


Real property situated in the
unincorporated area of the County of Riverside, State of California, described
as follows:


 


PARCEL I:


 


PARCEL 21-B AS SHOWN ON
CERTIFICATE OF PARCEL MERGER NO. 1401 AS EVIDENCED BY DOCUMENT RECORDED AUGUST
28, 2003 AS INSTRUMENT NO. 2003-665897 OF OFFICIAL RECORDS, BEING MORE
PARTICULARLY DESCRIBED AS FOLLOWS:


 


PARCEL 36 OF PARCEL MAP NO.
29715-1, AS FILED IN BOOK 202 AT PAGES 35 THROUGH 39 INCLUSIVE, OF PARCEL MAPS,
RECORDED OF RIVERSIDE COUNTY, CALIFORNIA, TOGETHER CORNER OF SAID PARCEL “A” OF
CERTIFICATE OF PARCEL MERGER NO. 01354, RECORDED JULY 1, 2003, AS INSTRUMENT
NO. 2003-487225, RECORDS OF RIVERSIDE COUNTY, CALIFORNIA, DESCRIBED AS FOLLOWS:


 


BEGINNING AT THE NORTHWEST
CORNER OF SAID PARCEL “A” THENCE ALONG THE NORTH LINE OF SAID PARCELS “A” AND 36,
SOUTH 89° 16’ 55” EAST 396.41 FEET TO THE NORTHEAST CORNER OF PARCEL 36; THENCE
ALONG THE EAST LINE OF SAID PARCEL 36 THE FOLLOWING TWO COURSES: SOUTH 00° 43’
05” WEST 102.13 FEET; THENCE SOUTH 42° 55’ 16” EAST 123.44 FEET TO THE SOUTH
LINE OF PARCEL 36 AND THE BEGINNING OF A NON-TANGENT CURVE CONCAVE
SOUTHEASTERLY AND HAVING A RADIUS OF 628.50 FEET, A RADIAL LINE THROUGH SAID
POINT BEARS NORTH 1° 52’ 15” WEST; THENCE ALONG SAID CURVE AND SOUTH LINE
THROUGH A CENTRAL ANGLE OF 31° 16’ 00” AN ARC LENGTH OF 342.98 FEET TO THE
BEGINNING OF A REVERSE CURVE CONCAVE NORTHERLY AND HAVING A RADIUS OF 24.50
FEET, A RADIAL LINE THROUGH SAID POINT BEARS NORTH 33° 08’ 15” WEST; THENCE
WESTERLY AND NORTHWESTERLY ALONG SAID CURVE THROUGH A CENTRAL ANGLE OF 82° 54’
07” AN ARC LENGTH OF 35.45 FEET TO THE BEGINNING OF A REVERSE CURVE CONCAVE
SOUTHWESTERLY AND HAVING A RADIUS OF 228.50 FEET, A RADIAL LINE THROUGH SAID
POINT BEARS NORTH 49° 45’ 52” EAST; THENCE NORTHWESTERLY ALONG SAID CURVE
THROUGH A CENTRAL ANGLE OF 37° 42’ 44” AN ARC LENGTH OF 150.40 FEET TO THE
SOUTHWEST CORNER OF SAID PARCEL “A”, A RADIAL LINE THROUGH SAID POINT BEARS
NORTH 12° 03’ 08” EAST; THENCE ALONG THE WEST LINE OF PARCEL “A”, NORTH 00° 42’
34” EAST 218.83 FEET TO THE NORTHWEST CORNER OF PARCEL “A” AND THE POINT OF
BEGINNING.


 


54

















 


PARCEL II:


 


A NONEXCLUSIVE EASEMENT FOR
INGRESS, EGRESS, PEDESTRIAN WALKWAY AND GENERAL RECREATIONAL PURPOSES OVER AND
UPON THE COMMON AREAS AS SET FORTH AND GRANTED IN THAT CERTAIN “AMENDED AND
RESTATED DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AND RESERVATION
OF EASEMENTS FOR DESERT BUSINESS PARK” RECORDED MAY 12, 2006 AS INSTRUMENT
NO. 2006-0347510, OF OFFICIAL RECORDS.


 


APN: 626-420-048-6


 


55

















 


EXHIBIT “A-8”


 


40055 Bob Hope Drive, Units 1 & 2 and 40101 Bob Hope
Drive, Units 7 & 8 

Rancho Mirage, CA 92270 (Rancho Mirage (RMC))


 


Real property in the City of
Rancho Mirage, County of Riverside, State of California, described as follows:


 


A CONDOMINIUM COMPRISED OF:


 


PARCEL 1:


 


AN UNDIVIDED 20.17% INTEREST
IN AND TO ALL THAT PORTION OF PARCEL 1 PARCEL MAP NO. 33207, IN THE CITY
OF RANCHO MIRAGE, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED
IN BOOK 218, PAGE(S) 89 AND 90 OF PARCEL MAPS, IN THE OFFICE OF THE
COUNTY RECORDER OF SAID COUNTY, SHOWN AND DEFINED AS “COMMON AREA” ON THE
CONDOMINIUM PLAN RECORDED MARCH 14, 2007 AS INSTRUMENT/FILE NO.
2007-0175595, OF OFFICIAL RECORDS OF SAID COUNTY.


 


EXCEPTING THEREFROM AN
UNDIVIDED 1/16 OF ALL COAL, OIL, OIL SHALE, GAS PHOSPHATE, SODIUM AND OTHER
MINERAL DEPOSITS IN SAID LAND, AS RESERVED IN THE PATENT FROM THE STATE OF
CALIFORNIA, RECORDED SEPTEMBER 16, 1926 IN BOOK 9 PAGE 166, OF PATENTS OF
RIVERSIDE COUNTY.


 


PARCEL 2:


 


ALL THAT PORTION OF PARCEL 1
OF PARCEL MAP NO. 33207 SHOWN AND DEFINED AS UNIT NO(S) 1, 2, 7 and 8 ON
SAID CONDOMINIUM PLAN.


 


PARCEL 3:


 


NONEXCLUSIVE EASEMENTS FOR
THE BENEFIT OF AND APPURTENANT TO PARCELS 1 AND 2 ABOVE, SUCH EASEMENTS ARE SET
FORTH IN THE DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS RECORDED MARCH 14,
2007 AS INSTRUMENT/FILE NO. 07-175596 OF OFFICIAL RECORDS OF SAID COUNTY, AND
ANY NOW OR HEREAFTER RECORDED AMENDMENTS THERETO (THE “DECLARATION”).


 


APN: 684-641-001-0 (Unit 1);
684-641-002-1 (Unit 2); 684-641-007-6 (Unit 7); 684-641-008-7 (Unit 8)


 


56

















 


EXHIBIT “A-9”


 


58295 29 Palms Hwy. Yucca Valley, CA 92284 (Yucca Valley)


 


Real property in the Town of
Yucca Valley, County of San Bernardino, State of California, described as
follows:


 


PARCEL(S) 1 OF PARCEL
MAP NO. 4278, IN THE COUNTY OF SAN BERNARDINO, STATE OF CALIFORNIA, AS PER
PLAT RECORDED IN BOOK 42 OF PARCEL MAPS, PAGE(S) 40, IN THE OFFICE OF
THE COUNTY RECORDER OF SAID COUNTY.


 


APN: 0601-412-17-0-000


 


57

















 


EXHIBIT “A-10”


 


8991 Brighton Lane, Bonita Springs, FL 34135 (Bonita Springs
(BNO))


 


Real property in the County
of Lee, State of Florida, described as follows:


 


Lot 7, Replat of Tract B and
C, Section 28, Commercial Community, according to the plat thereof
recorded in Plat Book 60, Page 6, of the Public Records of Lee County,
Florida.


 


58

















 


EXHIBIT “A-11”


 


6555 Cortez Road, Bradenton, FL 34201 (Bradenton (BAO))


 


Real property in the County
of Manatee, State of Florida, described as follows:


 


PARCEL 1:


 


LOT 1, OF CORTEZ &
SIXTY-SIXTH A COMMERCIAL SUBDIVISION, ACCORDING TO THE PLAT THEREOF AS RECORDED
IN PLAT BOOK 33, PAGE(S) 65 AND 66, OF THE PUBLIC RECORDS OF MANATEE
COUNTY, FLORIDA.


 


PARCEL 2:


 


THE SOUTH 168 FEET OF THE
NORTH 228.70 FEET OF THE WEST 17.29 FEET OF LOT 2, OF CORTEZ &
SIXTY-SIXTH A COMMERCIAL SUBDIVISION, ACCORDING TO THE PLAT THEREOF AS RECORDED
IN PLAT BOOK 33, PAGE(S) 65 AND 66, OF THE PUBLIC RECORDS OF MANATEE
COUNTY, FLORIDA.


 


ALSO DESCRIBED AS (AS
SURVEYED LEGAL):


 


A PARCEL OF LAND LYING IN SECTION 8,
TOWNSHIP 35 SOUTH, RANGE 18 EAST, MANATEE COUNTY, FLORIDA BEING MORE
PARTICULARLY DESCRIBED AS FOLLOWS:


 


BEGINNING AT THE NORTHWEST
CORNER OF LOT 1, CORTEZ & SIXTY-SIXTH, A COMMERCIAL SUBDIVISION, AS
RECORDED IN PLAT BOOK 33, PAGES 65 AND 66, PUBLIC RECORDS OF MANATEE COUNTY,
FLORIDA, SAID POINT BEING THE SOUTHWEST RIGHT OF WAY INTERSECTION OF
CORTEZ ROAD AND 66TH STREET WEST, AS SHOWN ON SAID PLAT; THENCE S.89°52’37”E.,
ALONG THE SOUTH RIGHT OF WAY LINE OF SAID CORTEZ ROAD, A DISTANCE OF 175.01
FEET TO THE NORTHEAST CORNER OF SAID LOT 1 AND THE NORTHWEST CORNER OF LOT 2 OF
SAID PLAT; THENCE S.00°34’31”E., ALONG THE NORTH-SOUTH LINE OF SAID LOTS 1 AND
2, A  DISTANCE OF 60.70 FEET;
THENCE S.89°52’37”E., LEAVING SAID NORTH-SOUTH LINE, A DISTANCE OF 17.29 FEET,
THENCE S.00°34’13”E., A DISTANCE OF 168.01 FEET; THENCE N.89°52’37”W., A
DISTANCE OF 17.29 FEET TO A POINT ON THE NORTH-SOUTH LINE OF SAID LOTS 1 &
2; THENCE S.00°34’13”E., ALONG SAID NORTH SOUTH LINE, A DISTANCE OF 71.39 FEET
TO A POINT ON THE NORTH LINE OF LOT 3 OF SAID PLAT; THENCE N.89°50’12”W., ALONG
THE NORTH LINE OF SAID LOT 3, A DISTANCE OF 175.01 FEET TO THE SOUTHWEST CORNER
OF SAID LOT 1 AND THE NORTHWEST CORNER OF SAID LOT 3; SAID POINT BEING ON THE
EAST RIGHT OF WAY LINE OF 66TH STREET WEST; THENCE N.00°34’13”W., ALONG THE
WEST LINE OF SAID LOT 1 AND THE EAST RIGHT OF WAY LINE OF SAID 66TH STREET
WEST, A DISTANCE OF 299.99 FEET TO THE POINT OF BEGINNING.


 


59

















 


PARCEL 3 - EASEMENT PARCEL


 


EASEMENTS FOR THE BENEFIT OF
PARCEL 1 AND PARCEL 2 AS SET FORTH IN DECLARATION OF EASEMENTS, COVENANTS AND
RESTRICTIONS BY AND BETWEEN BRADENTON RADIATION ASSOCIATES, A FLORIDA GENERAL
PARTNERSHIP AND E. WAYNE SCROGGINS AND SANDRA L. SCROGGINS, RECORDED IN O.R.
BOOK 1840, PAGE 3262.


 


60














 


EXHIBIT “A-12”


 


6310 Health Parkway, Units 100 and 200 

Bradenton, FL 34202 (Lakewood Ranch (LWF))


 


Real property in the County
of Manatee, State of Florida, described as follows:


 


PARCEL 1 DESCRIPTION:


 


A parcel of real property
located on the First Floor, Section 1 Plan, of Lakewood Ranch M.O.B. II,
as recorded in Condominium Book 37, Pages 20 through 31, of the Public
Records of Manatee County, Florida, the amended Plat of which is recorded in
Condominium Book 37, Pages 56 through 67, of said same Public Record. The
horizontal perimetrical boundaries of which are described to wit:


 


A suite containing Units
1N.1E. through 99N.94E. inclusively, together with Units 1N.95.E. through
35N.105E. inclusively, and the Westerly 0.18’ of Units 1N.106E through 35N.106E.


 


Together with an undivided
interest in the “Common Elements” as defined in that certain Declaration of
Condominium for Lakewood Ranch M.O.B. II, a Condominium recorded in Book 2204,
Page, 1654, as amended by that First Amendment to Declaration of Condominium
recorded in Book 2213, Page 3017.


 


PARCEL 2 DESCRIPTION:


 


A parcel of real property
located on the Second Floor, Section 2-S Plan, of LAKEWOOD RANCH M.O.B.
II, as recorded in Condominium Book 37, Pages 20 through 31, of the Public
Records of Manatee County, Florida, the amended plat of which is recorded in
Condominium Book 37, Pages 56 through 67, of said same Public Record. The
horizontal perimetrical boundaries of which are described as follows, to wit:


 


A suite containing Units
1N.1E. through 35N.50E., inclusively.


 


Together with an undivided
interest in the “Common Elements” as defined in that certain Declaration of
Condominium for Lakewood Ranch M.O.B. II, a Condominium recorded in Book 2204,
Page, 1654, as amended by that First Amendment to Declaration of Condominium
recorded in Book 2213, Page 3017.


 


PARCEL 3 DESCRIPTION:


 


TOGETHER WITH the benefits
of Declaration of Easement Agreement recorded in Book 2204, Page 1547.


 


61

















 


EXHIBIT “A-13”


 


601 Redstone Ave. W, Crestview, FL 32536 (Crestview (CRO))


 


Real property in the County
of Okaloosa, State of Florida, described as follows:


 


Lot 1 and Lot 2, Block 600,
CRESCENT PARK - PHASE THREE, according to the Plat thereof, recorded in Plat
Book 20, Page 10, of the Public Records of Okaloosa County, Florida.


 


62

















 


EXHIBIT “A-14”


 


2270 Colonial Blvd., Fort Myers, FL 33907 (CBO II)


 


Real property in the County
of Lee, State of Florida, described as follows:


 


PARCEL 1


 


A PORTION OF THAT PART OF
THE WEST HALF (W 1/2) OF THE NORTHWEST QUARTER (NW 1/4) OF THE NORTHEAST
QUARTER (NE 1/4) OF THE NORTHWEST QUARTER (NW 1/4) OF SECTION 1, TOWNSHIP
45 SOUTH, RANGE 24 EAST, LEE COUNTY, FLORIDA, AS DESCRIBED IN DEEDS RECORDED IN
OFFICIAL RECORDS BOOK 716, PAGE 540 AND OFFICIAL RECORDS BOOK 716, PAGE 542, INCLUSIVE
OF THE PUBLIC RECORDS OF LEE COUNTY, FLORIDA DESCRIBED AS FOLLOWS:


 


1. COMMENCING AT THE NORTH
QUARTER (N 1/4) CORNER OF SAID SECTION 1, THENCE;


 


2. S.88°51’10”W., 990.70
FEET ALONG THE NORTH LINE OF SAID SECTION 1, THENCE;


 


3. S.00°15’55”E., 50.01 FEET
TO A POINT ON THE SOUTHERLY RIGHT.OF.WAY LINE OF COLONIAL BOULEVARD (100 FEET
WIDE), SAID POINT ALSO BEING THE TRUE POINT OF BEGINNING, THENCE;


 


4. CONTINUE S.00°15’55.E.,
252.62 FEET, THENCE;


 


5. S.88°51’10”W., 106.02
FEET, THENCE;


 


6. N.00°15’55”W. 252.62 FEET
TO A POINT ON SAID SOUTHERLY RIGHT-OF-WAY LINE, THENCE;


 


7.N.88°51’10”E., 106.02 FEET
ALONG SAID SOUTHERLY RIGHT-OF-WAY LINE TO THE TRUE POINT OF BEGINNING.


 


LESS


 


LEGAL AS DESCRIBED IN THAT
CERTAIN ORDER OF TAKING RECORDED JULY 25, 1998 IN OFFICIAL RECORDS BOOK 2729,
PAGE 1682, PUBLIC RECORDS OF LEE COUNTY. FLORIDA. BEING MORE PARTICULARLY
DESCRIBED AS FOLLOWS:


 


PARCEL 113:


 


A PARCEL OF LAND LYING IN SECTION 01,
TOWNSHIP 43 SOUTH, RANGE 24 EAST.


 


63

















 


LEE COUNTY. FLORIDA, MORE
PARTICULARLY DESCRIBED AS FOLLOWS:


 


COMMENCE AT THE NORTHWEST
CORNER OF SECTION I, TOWNSHIP 45 SOUTH, RANGE, 24 EAST, LEE COUNTY,
FLORIDA;


 


THENCE RUN N88°52’29”E.
ALONG THE NORTH LINE OF SAID SECTION 1, A DISTANCE OF 1651.16 FEET;


 


THENCE RUN S.00°13’58.E.
LEAVING SAID NORTH LINE, A DISTANCE OF 50.09 FEET, TO .THE POINT OF BEGINNING,
SAID POINT BEING ON THE SOUTH RIGHT-OF-WAY LINE OF COLONIAL BOULEVARD, AS SHOWN
ON PROJECT NO. 12504-2601; THENCE CONTINUE S.00°13’58 E., A DISTANCE OF 22.91
FEET; THENCE RUN S.88°52’29”W., A DISTANCE OF 10.64 FEET TO A POINT ON A
TANGENT CURVE CONCAVE TO THE SOUTH;


 


THENCE ALONG SAID CURVE,
HAVING A RADIUS OF 10,225.00 FEET, A DELTA OF 00°32’O4, A CHORD BEARING OF
S.88°36’26”W., AND A CHORD DISTANCE OF 95.39 FEET, A DISTANCE OF 95.38 FEET;


 


THENCE RUNN.00°14’04”W., A
DISTANCE OF 23.37 FEET, TO A POINT ON SAID SOUTH RIGHT-OF-WAY LINE OF COLONIAL
BOULEVARD; THENCE RUN N.88°52’48”E., ALONG SAID SOUTH RIGHT-OF-WAY LINE, A
DISTANCE OF 106.03 FEET TO THE POINT OP BEGINNING.


 


PARCEL 2


 


ALL THAT PART OF THE
EAST HALF (E 1/2) OF THE NORTHWEST QUARTER (NW 1/4) OF THE NORTHEAST QUARTER
(NE 1/4) OF THE NORTHWEST QUARTER (NW 1/4) OF SECTION 1, TOWNSHIP 45
SOUTH, RANGE 24 EAST, LEE COUNTY, FLORIDA, AS DESCRIBED IN DEED RECORDED IN
OFFICIAL RECORDS BOOK 794, PAGE 205, INCLUSIVE OF THE PUBLIC RECORDS OF
LEE COUNTY, FLORIDA,


 


LESS: THE NORTHERLY 50 FEET
FOR ONE HALF COLONIAL BOULEVARD RIGHT OF WAY.


 


AND LESS:


 


LEGAL AS DESCRIBED IN THAT
CERTAIN WARRANTY DEED DATED JULY 08, 1996 AND RECORDED IN OFFICIAL RECORDS BOOK
2724, PAGE 3208, PUBLIC RECORDS OF LEE COUNTY, FLORIDA, BEING MORE PARTICULARLY
DESCRIBED AS FOLLOWS:


 


A PARCEL OF LAND LYING IN SECTION 01,
TOWNSHIP 45 SOUTH, RANGE 24 EAST, LEE COUNTY, FLORIDA, MORE PARTICULARLY
DESCRIBED AS FOLLOWS:


 


COMMENCE AT THE NORTHWEST
CORNER OF SECTION 1, TOWNSHIP 45 SOUTH, RANGE 24 EAST, LEE COUNTY,
FLORIDA;


 


THENCE RUN N.88°52’29.E.
ALONG THE NORTH LINE OF SAID SECTION 1, A DISTANCE OF 1651.18 FEET;


 


64

















 


THENCE RUN S.00°13’58”E,
LEAVING SAID NORTH LINE, A DISTANCE OF 50.09 FEET, TO THE POINT


OF BEGINNING, SAID POINT
BEING ON THE SOUTH RIGHT-OF-WAY LINE OF COLONIAL BOULEVARD, AS SHOWN ON PROJECT
NO. 12504-2601;


 


THENCE CONTINUE S.00°13.58”E.,
A DISTANCE OF 22.91 FEET;


 


THENCE RUN N.88°52’29”E., A
DISTANCE OF 330.35 FEET;


 


THENCE RUN N.00°14’27”W. A
DISTANCE OF 22.91 FEET TO A POINT ON SAID SOUTH RIGHT-OF-WAY LINE OF COLONIAL
BOULEVARD;


 


THENCE RUN S.88°52.O1.W.,
ALONG SAID SOUTH RIGHT-OF-WAY LINE, A DISTANCE OF 330.35 FEET TO THE POINT OF
BEGINNING.


 


TOGETHER WITH those
easements appurtenant thereto as specified in that certain Reciprocal Easement
and Operation Agreement dated June 21, 1984 between Colonial Square, Inc.
and Toys “R” Us, Inc., recorded in O.R. Book 1734, Page 4757 of the
Public Records of Lee County, Florida, as amended.


 


TOGETHER WITH the
appurtenant easement contained in that certain Agreement for Joint Landscaping
and Storm Water Installation and Maintenance dated December 11, 2007
between Theriac Enterprises of Colonial LLC, and Colonial Radiation Associates,
recorded in Instrument 2008000315599 of the Public Records of Lee County, Florida.


 


TOGETHER WITH the
appurtenant easement contained in that certain Agreement of Joint Access and
Parking dated December 11, 2007 between Theriac Enterprises of Colonial
LLC, and Colonial Radiation Associates, recorded in Instrument 2008000315600 of
the Public Records of Lee County, Florida.


 


65

















 


EXHIBIT “A-15”


 


2234 Colonial Blvd., Fort Myers, FL 33907 (Colonial)


 


Real property in the County
of Lee, State of Florida, described as follows:


 


All that part of the West
half (W 1/2) of the Northwest quarter (NW 1/4) of the Northeast quarter (NE
1/4) of the Northwest quarter (NW 1/4), of Section 1, Township 45 South,
Range 24 East; Lee County, Florida, as described in Deed recorded in Official
Records Book 716, Page 540 and Official Records Book 716, Page 542,
inclusive, of the Public Records of Lee County, Florida.


 


LESS AND EXCEPT that part
more particularly described as follows:


Commencing at the North
quarter (N 1/4) corner of said Section 1, thence:


1. South 88°51’ 10” West,
990.70 feet along the North line of said Section 1, thence:


2. South 00°15’55” East,
50.01 feet to a point on the Southerly right of way line of Colonial Boulevard
(100’ wide), said point also being the true POINT OF BEGINNING, thence:


3. Continue South 00°15’55”East,
252.62 feet, thence:


4. South 88°51’10” West,
106.02 feet, thence:


5. North 00°15’55” West,
252.62 feet to a point on said Southerly right of way line, thence:


6. North 88°51’10” East,
106.62 feet along said southerly right of way line to the true POINT OF
BEGINNING.


 


LESS AND EXCEPT that portion
of land described as Parcel 112 in Order of Taking recorded in O.R. Book 2742, Page 1875
and Stipulated Final Judgment recorded in O.R. Book 3018, Page 406 of the
Public Records of Lee County, Florida.


 


TOGETHER WITH those
easements appurtenant thereto as specified in that certain Reciprocal Easement
and Operation Agreement dated June 21, 1984 between Colonial Square, Inc.
and Toys “R” Us, Inc., recorded in O.R. Book 1734, Page 4757 of the
Public Records of Lee County, Florida, as amended.


 


TOGETHER WITH the
appurtenant easement contained in that certain Agreement for Joint Landscaping
and Storm Water Installation and Maintenance dated December 11, 2007
between Theriac Enterprises of Colonial LLC, and Colonial Radiation Associates,
recorded in Instrument 2008000315599 of the Public Records of Lee County,
Florida.


 


TOGETHER WITH the
appurtenant easement contained in that certain Agreement of Joint Access and
Parking dated December 11, 2007 between Theriac Enterprises of Colonial
LLC, and Colonial Radiation Associates, recorded in Instrument 2008000315600 of
the Public Records of Lee County, Florida.


 


66

















 


EXHIBIT “A-16”


 


1026 Mar Walt Dr., NW 

Fort Walton Beach, FL 32547 (Fort Walton Beach (FWB))


 


Real property in the County
of Okaloosa, State of Florida, described as follows:


 


RADIOLOGY PARCEL:


 


A parcel of land in Section 34,
Township 1 South, Range 24 West, more particularly described as:


 


Commencing at the Northeast
corner of OAK SHADOWS SUBDIVISION, as recorded in Plat Book 2, at Page 72,
of the Public Records of Okaloosa County, Florida on the South right-of-way of
Barks Drive (R/W varies); thence run South 89°43’18” East along said right-of-way
a distance of 214.10 feet to a concrete monument on the South right-of-way of
Mar Walt Drive (66’ R/W); thence continue South 89°43’18” East along said South
right-of-way line 22.55 feet; thence North 42°10’27” East, 27.06 feet; thence
continue North 42°10’27” East, 100.02 feet; thence departing said right-of-way
line, run South 51°30’54” East, 103.47 feet; thence South 00°16’42” West, 30.60
feet; thence South 89°43’18” East, 12.50 feet; thence South 00°54’00” West,
178.17 feet, thence South 02°09’48” East, 39.96 feet to the Point of Beginning;
thence South 00°54’00” West, 224.87 feet; thence North 89°06’00” West, 165.04
feet; thence North 00°54’00” East, 224.87 feet; thence South 89°06’00” East,
165.04 feet to the Point of Beginning. All in Section 34, Township 1
South, Range 24 West, Okaloosa County, Florida.


 


Together with the benefits
of Access, Parking and Utility Easements as contained in Article III Section 3.1,
3.2, 3.3, 3.4, 3.5 and 3.6 of the Declaration of Covenants, Restrictions and
Easements recorded November 21, 2003 in Book 2491, Page 2702.


 


67

















 


EXHIBIT “A-17”


 


7751 Baymeadows Rd. East, Jacksonville, FL 32256
(Jacksonville (JVF))


 


Real property in the County
of Duval, State of Florida, described as follows:


 


Parcel 1:


 


Units A, B, C and D,
Building 1 of HAMPTON MEDICAL ARTS CENTER, A CONDOMINIUM, Phase 1, according to
the Declaration of Condominium thereof recorded in Official Records Book 14922,
Page 1255 and Amendment to Declaration of Condominium recorded in Book
14922, Page 1379, of the Public Records of Duval County, Florida, together
with an undivided interest in the common elements appurtenant thereto and being
a part thereof as set forth in said Declaration, as amended.


 


Parcel 2:


 


Units E, F, G and H,
Building 2, of HAMPTON MEDICAL ARTS CENTER, A CONDOMINIUM, Phase II, according
to the Declaration of Condominium recorded in Official Records Book 14922, Page 1255
and Amendment to the Declaration of Condominium recorded in Official Records
Book 14922, Page 1379, of the Public Records of Duval County, Florida,
together with an undivided interest in the common elements appurtenant thereto
and being a part thereof as set forth in said Declaration, as amended.


 


Parcel 3:


 


The Beneficial Easement
Rights as contained in Declaration of Reciprocal Easements recorded in Official
Records Book 13001, Page 152.


 


68

















 


EXHIBIT “A-18”


 


1120 Lee Boulevard, Lehigh Acres, FL 33936 (Lehigh Acres
(LAO))


 


Real property in the County
of Lee, State of Florida, described as follows:


 


(Fee Simple Parcel)


 


A parcel of land lying in Section 30,
Township 44 South, Range 27 East, Lee County, Florida, being more particularly
described as follows:


 


Commencing at the Southeast
corner of said Section 30, thence North 02°23’20” West along the East Section line
of said Section 30, a distance of 386.49 feet to a point on a curve on the
Northerly right-of-way line of Lee Boulevard, said point being on a curve to
the left, having a radius of 1,326.24 feet, a delta angle of 29°20’02”, a chord
distance of 671.61 feet and a chord bearing of North 86°51’45” West; thence
along said curve an arc distance of 679.00 feet to a point on a curve and the
Point of Beginning of a tract of land herein described:


 


Thence continue along said
curve having a radius of 1,326.24 feet, a delta angle of 01°04’05”, a chord
distance of 24.72 feet and a chord bearing South 77°56’11” West; thence along
said curve an arc distance of 24.72 feet to the point of tangency; thence South
77°24’09” West a distance of 150.90 feet; thence North 12°35’51” West, a
distance of 300.00 feet; thence North 77°24’09” East, a distance of 150.90 feet
to the beginning of a curve to the right having a radius of 1,626.24 feet, a delta
angle of 01°04’05”, a chord of 30.31 feet; a chord bearing of North 77°56’11”
East; thence along said curve an arc distance of 30.31 feet; thence South ll°31’46”East,
a distance of 300.00 feet to the Northerly right-of-way line of Lee Boulevard
and the Point of Beginning.


 


LESS and EXCEPT the
following described parcel:


 


A strip of land lying over
and across the Southerly 9 feet (as measured at right angles or along radial
lines) of lands described in Official Records Book 1806 at Page 3337 of
the Public Record of Lee County, Florida and being contiguous with the
Northerly right-of-way line of Lee Boulevard, lying in Section 30,
Township 44 South, Range 27 East, Lee County, Florida. Further described in
Official Records Book 1843, Page 3729 and 3730, of the Public Records of
Lee County, Florida.


 


ALSO DESCRIBED AS (AS
SURVEYED LEGAL):


 


A PARCEL OF LAND LYING IN SECTION 30,
TOWNSHIP 44 SOUTH, RANGE 27 EAST, LEE COUNTY, FLORIDA, BEING MORE PARTICULARLY
DESCRIBED AS FOLLOWS:


 


COMMENCING AT THE SOUTHEAST
CORNER OF SAID SECTION 30, THENCE NORTH 02°23’20” WEST ALONG THE EAST SECTION LINE
OF SAID SECTION 30, A


 


69






 










 


DISTANCE OF 386.49 FEET TO A
POINT ON A CURVE ON THE NORTHERLY RIGHT-OF-WAY LINE OF LEE BOULEVARD, SAID
POINT BEING ON A CURVE TO THE LEFT, HAVING A RADIUS OF 1,326.24 FEET, A DELTA
ANGLE OF 29°20’02”, A CHORD DISTANCE OF 671.61 FEET AND A CHORD BEARING OF
NORTH 86°51’45” WEST; THENCE ALONG SAID CURVE AN ARC DISTANCE OF 679.00 FEET;
THENCE N11°31 ‘46”W, A DISTANCE OF 9.00 FEET TO A POINT ON THE NORTH RIGHT OF
WAY LINE OF LEE BOULEVARD AS NOW ESTABLISHED AND THE POINT OF BEGINNING; THENCE
ALONG SAID NORTH RIGHT OF WAY LINE WITH A CURVE CONCAVE SOUTHEASTERLY, HAVING A
RADIUS OF 1326.24 FEET, A CENTRAL ANGLE OF 01°04’04” AND A CHORD BEARING AND
DISTANCE OF S77°56’l1”W., 24.72 FEET; THENCE ALONG THE ARC OF SAID CURVE A
DISTANCE OF 24.72 FEET; THENCE S77°24’09”W, A DISTANCE OF 150.90 FEET;
THENCEN12°35’51”W, A DISTANCE OF 291.00 FEET; THENCE N77°24’09”E, A DISTANCE OF
150.90 FEET; THENCE S11°31’46”E, A DISTANCE OF 291.00 FEET TO THE POINT OF
BEGINNING.


 


SUBJECT TO and TOGETHER WITH
the following: (Easement Parcel)


 


A parcel of land lying in Section 30,
Township 44 South, Range 27 East, Lee County, Florida, more particularly
described as follows:


 


Commencing at the Southeast
corner of said Section 30; thence N 02°23’20” W (bearing based on deed)
along the East line of said Section 30 for 386.49 feet to a non-tangent
point of curvature and the Northerly right-of-way line of Lee Boulevard (106
feet wide); thence Westerly along the arc of a curve concave to the South
(radius = 1,326.24 feet, interior angle = 29°17’02”, chord bearing and distance
= N 86°47’35” W, 670.49 feet) for 677.84 feet to a point of non-tangency and
the Point of Beginning; thence N 11°31”46” W leaving said Northerly
right-of-way line along a radial line for 69.00 feet to a non-tangent point of
curvature; thence Easterly along a curve concave to the South and parallel with
said Northerly right-of-way line (radius = 1,395.24 feet, interior angle = 0°49’l6”,
chord bearing and distance = N 78°54’09” E, 20.00 feet) for 20.00 feet to a
point of non-tangency; thence S 11°31’46” E for 69.00 feet to a non-tangent
point of curvature and said Northerly right-of-way line; thence Westerly along
the arc of a curve concave to the South (radius = 1,326.24 feet, interior angle
= 0°51’51”, chord bearing and distance = S 78°54’09” W, 20.00 feet) for 20.00
feet to the Point of Beginning. Said easement for joint access being described
in that certain Reciprocal Agreement and Grant of Easement as Exhibit “B”
recorded in Official Records Book 2313, Page 2830.


 


70

















 


EXHIBIT “A-19”


 


12993 Palms West Drive, Loxahatchee, FL 33470 (West Palm
Beach (PWO))


 


Real property in the County
of Palm Beach, State of Florida, described as follows:


 


Parcel I - Leasehold:


 


A portion of Lot 6 of PALMS
WEST MEDICAL OFFICE COMPLEX according to the plat thereof as recorded in Plat
Book 69, Pages 149 and 150 of the Public Records of Palm Beach County,
Florida, being more particularly described as follows:


 


Commence at the westernmost
Southwest corner of said Lot 6; thence along the West line of said Lot 6, North
00°23’l1” East 31.35 feet; thence South 89°36’49” East 72.67 feet to the Point
of Beginning on a line 72.67 feet East of and parallel with the West line of
said Lot 6; thence along said parallel line North 00°23’11” East 151.00 feet;
thence South 89°36’49” East 81.00 feet to a line 153.67 feet East of and
parallel with the West line of said Lot 6; thence along said parallel line
South 00°23’11” West 151.00 feet; thence North 89°36’49” West 81.00 feet to the
Point of Beginning.


 


Said lands situate, lying
and being in Palm Beach County, Florida.


 


Parcel II:


 


Beneficial Easement Rights
as created by virtue of Declaration of Covenants, Restrictions and Easements
recorded in Official Records Book 12146, Page 1634.


 


71

















 


EXHIBIT “A-20”


 


8625 Collier Blvd., Naples, FL 34114 (East Naples (ENF))


 


Real property in the County
of Collier, State of Florida, described as follows:


 


Parcel 1:


 


A parcel of land lying in Section 15,
Township 50 South, Range 26 East, also being a portion of Tract “C” and Tract “D”
of Naples Lakes Shopping Center, as recorded in Plat Book 36, Page 98, of
the Public Records of Collier County, Florida.


 


Beginning at the Northeast
corner of said Tract “C”, run thence S. 00°49’51” W. along the East boundary of
said Tract “C”, 225.94 feet to a point on a curve; thence along the Southerly
boundary of said Tract “C” for the following three (3) courses: 1)
Southwesterly, 56.41 feet along the arc of a curve to the right having a radius
of 48.00 feet and a central angle of 67°20’09” (chord bearing S. 57°09’46” W.,
53.22 feet) to a point of tangency; 2) N. 89°10’10” W., 108.78 feet to a point
of curvature; 3) Northwesterly, 51.87 feet along the arc of a curve to the
right having a radius of 33.00 feet and a central angle of 90°03’29” (chord
bearing N. 44°08.25. W., 46.69 feet) to a point of tangency; thence N. 00°53’19”
E., along the West boundary of said Tract “C” and Tract “D” 227.59 feet; thence
S. 89°06’53” E., 185.84 feet, along a line 5 feet North of and parallel to the
Southerly boundary of said Tract “D”; thence S. 00°49’51” W., along the East
boundary of said Tract “D”, 5.00 feet to the Point of Beginning.


 


Said Parcel also being
described as: All of Tract “C”, and the Southerly 5 feet of Tract “D”, of
Naples Lake Shopping Center, as recorded in Plat Book 36, Page 98, of the
Public Records of Collier County, Florida.


 


Less and Except that portion
deeded to Collier County by Deed recorded in O.R. Book 4315, Page 8,
Public Records of Collier County, Florida.


 


ALSO DESCRIBED AS (AS
SURVEYED LEGAL DESCRIPTION)


 


A PARCEL OF LAND LYING IN SECTION 15,
TOWNSHIP 50 SOUTH, RANGE 26 EAST, ALSO BEING A PORTION OF TRACT “C” AND TRACT “D”
OF NAPLES LAKES SHOPPING CENTER, AS RECORDED IN PLAT BOOK 36, PAGE 98, OF THE
PUBLIC RECORDS OF COLLIER COUNTY, FLORIDA, BEING MORE PARTICULARLY DESCRIBED AS
FOLLOWS:


 


COMMENCE AT A POINT 5.00
FEET NORTH AND PARALLEL TO THE SOUTH LINE OF SAID TRACT “D” OF SAID NAPLES
SHOPPING CENTER, SAID POINT LYING ON THE WEST RIGHT OF WAY LINE OF COLLIER
BOULEVARD AS SHOWN ON SAID PLAT; THENCE N.89°06’52”W., ALONG THE NORTH LINE OF
SAID TRACT “C” AND THE SOUTH LINE OF SAID TRACT “D” A DISTANCE OF 3.30 FEET TO
THE POINT OF BEGINNING. THENCE ALONG THE WESTERLY RIGHT OF WAY LINE OF SAID


 


72

















 


COLLIER BOULEVARD, AS NOW
ESTABLISHED, FOR THE FOLLOWING FOUR (4) CALLS: (1) THENCE S.00°50’34”W.,
A DISTANCE OF 45.38 FEET; (2) THENCE S.03°34’45”W., A DISTANCE OF 176.22
FEET; (3) THENCE S.29°58’58”W., A DISTANCE OF 27.18 FEET; (4) THENCE
S.00°49’52”W., A DISTANCE OF 11.26 FEET TO A POINT ON THE NORTH LINE OF TRACT “R-l”,
AS SHOWN ON SAID PLAT; THENCE ALONG SAID LINE AND THE BOUNDARY LINE OF SAID
TRACT “C” FOR THE FOLLOWING FOUR (4) CALLS: (1) THENCE WITH A CURVE
CONCAVE NORTHERLY, HAVING A RADIUS OF 48.00 FEET, A CENTRAL ANGLE OF 23°41’56”
AND A CHORD BEARING AND DISTANCE OF S.78°58’52”W., 19.71 FEET; THENCE ALONG THE
ARC OF SAID CURVE A DISTANCE OF 19.85 FEET; (2) THENCE N.89°10’10”W., A
DISTANCE OF 108.78 FEET; (3) THENCE WITH A CURVE CONCAVE NORTHEASTERLY,
HAVING A RADIUS OF 33.00 FEET, A CENTRAL ANGLE OF 90°03’29” AND A CHORD BEARING
AND DISTANCE OF N.44°08’25”W., 46.69 FEET; THENCE ALONG THE ARC OF SAID CURVE A
DISTANCE OF 51.87 FEET; (4) THENCE N.00°53’19”E., A DISTANCE OF 227.59
FEET TO A POINT 5.00 FEET NORTH AND PARALLEL TO THE SOUTH LINE OF SAID TRACT “D”;
THENCE S.89°06’53”E., A DISTANCE OF 182.54 FEET TO THE POINT OF BEGINNING.


 


Parcel 2:


 


Easement
rights pursuant to Declaration of Covenants, Conditions, Restrictions and
Easements 

for Naples Lakes Commercial Property Owner’s Association, Inc. recorded in
O.R. Book 2859, 

Page 1004, Public Records of Collier County, Florida.


 


73

















 


EXHIBIT “A-21”


 


6879 US Hwy 98 West, Santa Rosa Beach, FL 324S9 (Destin
(DSC))


 


Real property in the County
of Walton, State of Florida, described as follows:


 


The West 175 feet of Lot 33,
Section 31, Township 2 South, Range 20 West, SANTA ROSA PLANTATION COMPANY
SUBDIVISION, as recorded in Plat Book 2, at Page 4, of the Public Records
of Walton County, Florida. LESS that portion for State Road 30 (U.S. Highway
98).


 


ALSO DESCRIBED AS (AS
SURVEYED LEGAL):


 


BEGINNING AT THE SOUTHWEST
CORNER OF LOT 33, SANTA ROSA PLANTATION COMPANY SUBDIVISION, AS RECORDED IN
PLAT BOOK 2, AT PAGE 4 OF THE PUBLIC RECORDS OF WALTON COUNTY, FLORIDA; THENCE
N 00°41 ‘27” E, ALONG THE WEST LINE OF SAID LOT 33, A DISTANCE OF 258.27 FEET
TO A POINT ON THE SOUTH RIGHT OF WAY LINE OF U.S. HIGHWAY 98 AS NOW ESTABLISHED
PER F.D.O.T. RIGHT OF WAY MAP F.P. # 2206371, PAGE 8, DATED MARCH 15,
1999; THENCE S 88°36’57” E, ALONG THE SOUTH RIGHT OF WAY LINE OF SAID U.S.
HIGHWAY 98, A DISTANCE OF 175.00 FEET; THENCE S 00°41’27” W, A DISTANCE OF
258.07 FEET TO A POINT ON THE SOUTH LINE OF SAID LOT 33; THENCE N 88°40’56” W,
ALONG SAID SOUTH LINE, A DISTANCE OF 175.00 FEET TO THE POINT OF BEGINNING.


 


Together with the following
non-exclusive easements:


 


DESCRIPTION: (AS WRITTEN) 

WATER EASEMENT


 


Commence at the Southwest
corner of Lot 33, SANTA ROSA PLANTATION COMPANY SUBDIVISION, as recorded in
Plat Book 2, at Page 4, of the Public Records of Walton County, Florida;
thence go South 88°40’56” East, along the South line of said Lot 33, a distance
of 175.00 feet; thence departing said South line, go North 00°41’27” East, a
distance of 195.81 feet to the Point of Beginning; thence continue North 00°41’27”
East, a distance of 27.95 feet; thence go North 46°23’03” East, a distance of
13.97 feet; thence go North 00°41’27” East, a distance of 34.43 feet to the
Southerly right-of-way line of State Road 30 (U.S. Highway 98, R/W varies);
thence go South 88°6’57” East, along said Southerly right-of-way line, a
distance of 20.00 feet; thence departing said Southerly right-of-way line, go
South 00°41’27” West, a distance of 42.61 feet; thence go South 46°23’03” West,
a distance of 41.92 feet to the Point of Beginning of the Parcel herein
described.


 


DESCRIPTION: (AS WRITTEN)

ACCESS EASEMENT


 


74

















 


Commence at the Southwest
corner of Lot 33, SANTA ROSA PLANTATION COMPANY SUBDIVISION, as recorded in
Plat Book 2, at Page 4 of the Public Records of Walton County, Florida;
thence go South 88°40’56” East, along the South line of said Lot 33, a distance
of 175.00 feet; thence departing said South line, go North 00°41’27” East, a
distance of 154.94 feet to the Point of Beginning; thence continue North 00°41’27”
East, a distance of 38.00 feet; thence go South 88°37’30” East, a distance of
112.44 feet; thence go North 01°23’03” East, a distance of 75.10 feet to the
Southerly right-of-way line of State Road 30 (U.S. Highway 98, R/W varies);
thence go South 88°36’57” East, along said Southerly right-of-way line, a
distance of 38.00 feet; thence departing said Southerly right-of-way line, go
South 01°23’03” West, a distance of 113.09 feet; thence go North 88°37’30”
West, a distance of 149.98 feet to the Point of Beginning of the Parcel herein
described.


 


DESCRIPTION: (AS WRITTEN) 

SEWER EASEMENT


 


Commence at the Southwest
corner of Lot 33, SANTA ROSA PLANTATION COMPANY SUBDIVISION, as recorded in
Plat Book 2, at Page 4 of the Public Records of Walton County, Florida;
thence go South 88°40’56” East, along the South line of said Lot 33, a distance
of 175.00 feet; thence departing said South line, go North 00°41’27” East, a
distance of 40.24 feet to the Point of Beginning; thence continue North 00°41’27”
East, a distance of 15.02 feet; thence go South 86°02’04” East, a distance of
326.36 feet; thence go North 01°24’08” East, a distance of 227.49 feet to the
Southerly right-of-way line of State Road 30 (U.S. Highway 98, R/W varies);
thence go South 88°36’57” East, along said Southerly right-of-way line, a
distance of 15.00 feet; thence departing said Southerly right-of-way line, go
South 01°24’08” West, a distance of 243.18 feet, thence go North 86°02’04”
West, a distance of 341.19 feet to the Point of Beginning of the Parcel herein
described.


 


75

















 


EXHIBIT “A-22”


 


7850 N. University Dr., Tamarac, FL 33321 (Tamarac (TMO))


 


Real property in the County
of Broward, State of Florida, described as follows:


 


Lots 18 and 19, Block 11,
LYONS COMMERCIAL SUBDIVISION NO. 3, according to the plat thereof as recorded
in Plat Book 76, Page 31, of the Public Records of Broward County,
Florida.


 


76

















 


EXHIBIT “A-23”


 


#2 Physicians Park Drive, Frankfort, KY 40601 (Frankfort, KY)


 


Being Lot 3, as shown on the
Minor Subdivision Plat of Capital Radiation Therapy Associates, dated August 23,
2004, and recorded in Plat Cabinet G, Page 201, (erroneously referred to
as Page 301 in the vesting deed) in the office of the Clerk of Franklin
County, Kentucky.


 


Being the same property
acquired by Theriac Enterprises of Frankfurt Kentucky, LLC, a Florida limited
liability company, by Deed dated August 27, 2009, of record in Deed Book
515, Page 428, in the office aforesaid.


 


TAX DATA: Map No. 050-00-00-072.00


 


77

















 


EXHIBIT “A-24”


 


55 Sayles Street, Southbridge, MA 01550 (Southbridge (SBM))


 


Real property in the City of
Southbridge, County of Worcester, State of Massachusetts, described as follows:


 


The land, with the buildings
thereon, located within the land of Harrington Memorial Hospital, Inc. in
Sturbridge, Worcester County, Massachusetts, located on the easterly side of
Sayles Street and shown on a plan entitled “Plan Showing Improvements Within
Lease Area” Harrington Memorial Hospital Sayles Street Southbridge, MA scale l”=20’
dated April 6, 2009 by Harry R. Feldman, Inc., bounded and described
as follows:


 


Commencing at the
intersection of the northwesterly sideline of Main Street and the easterly
sideline of Sayles Street, thence running S 22° 09’ 05” W, a distance of 143.90
feet along the easterly sideline of Sayles Street to the point of beginning.


 


Thence turning and running
S68°05’38”E,a distance of 109.09 feet along land of Southbridge Interfaith
Hospitality Network, Inc. and land of Gladys E. Proper, to a point;


 


Thence turning and running S
35° 27’ 08” W, a distance of 25.97 feet along land of Karl E. Langevin and
Claire P. Langevin, to a steel rod;


 


Thence turning and running S
48° 20’ 55” E, a distance of 79.50 feet along said land of Langevin to a steel
rod;


 


Thence turning and running S
49° 14’ 38” E, a distance of 100.26 feet along land of Domenica M. DiGregorio,
to a point;


 


Thence turning and running S
50° 58’ 33” E, a distance of 97.90 along land of Elaine Derosier, to all iron
rod;


 


Thence running S 50° 58’ 33”
E, a distance of 40.01 feet through land of Harrington Memorial Hospital, Inc.,
to a point;


 


Thence turning and running S
38° 44’ 17” W, a distance of 98.52 feet through land of said Harrington
Memorial Hospital, Inc., to a point;


 


Thence turning and running S
79° 10’ 48” W, a distance of 68.08 feet, to a point;


 


Thence turning and running S
85° 24’ 14” W, a distance of 46.39 feet, to a point;


 


Thence turning and running N
73° 05’ 55” W, a distance of 15.89 feet, to a point;


 


78

















 


Thence turning and running N
80° 15’ 50” W, a distance of 59.43 feet, to a point;


 


Thence turning and running N
86° 40’ 42” W, a distance of 87.32 feet, to a point;


 


Thence turning and running S
87° 34’ 44” W, a distance of 17.63 feet, to a point;


 


Thence turning and running S
60° 56’ 16” W, a distance of 24.40 feet, to a point;


 


Thence turning and running S
46° 16’ 26” W, a distance of 67.26 feet, to a point;


 


Thence turning and running S
04° 02’ 52” E, a distance of 6.50 feet, to a point;


 


Thence turning and running S
46° 16’ 26” W, a distance 30.59 feet, to a point;


 


Thence turning and running S
64° 12’ 39” W, a distance of 17.36 feet, to a point;


 


Thence turning and running N
88° 42’ 31” W, a distance of 18.82 feet, to a point;


 


Thence turning and running N
68° 00’ 53” W, a distance of 14.97 feet, to a point;


 


Thence turning and running N
54° 20’ 35” W, a distance of 9.51 feet, to a point on the easterly sideline of
Sayles Street;


 


The last 14 courses are
through land of Harrington Memorial Hospital, Inc.


 


Thence turning and running N
22° 09’ 05” E, a distance of 255.02 feet along said sideline of Sayles Street
to a drill hole in concrete bound;


 


Thence turning and running S
67° 55’ 15” E, a distance of 150.00 feet along land of Octavio Aguilar to a
steel rod;


 


Thence turning and running N
22° 09’ 05;’ E, a distance of 50.00 feet along land of said Aguilar to a ph
nail in concrete;


 


Thence turning and running N
67° 55’ 15” W, a distance of 150.00 feet along land of said Aguilar to a drill
hole on the easterly sideline of Sayles Street;


 


Thence turning and running N
22° 09’ 05” E, a distance of 152.00 feet along the easterly sideline of Sayles
Street, to the point of beginning.


 


79














 


EXHIBIT “A-25”


 


893 South White Horse Pike, Hammonton NJ 08037 (Hammonton
(HMN))


 


ALL THAT CERTAIN tract or
Parcel of land situate in the Town of Hammonton, County of Atlantic, New Jersey
as shown on a plan entitled “Site Plan 21st Century Oncology, Block 4104, Lots
1 & 6, 893 South White Horse Pike, Drawing Number C1001, Job Number
LYGO 0601, dated 1 /25/07 and revised to 10/18/07, as prepared by Pennoni
Associates Inc., more particularly bounded and described as follows:


 


BEGINNING at a point being
the intersection of the northerly Right-Of-Way line of Moss Mill Road (50 feet
wide) with the easterly Right-of-Way line of White Horse Pike (66 feet wide);


 


	
  THENCE (1)

  	
   

  	
  Extending along the said
  easterly Right-of-Way line of White Horse Pike, along the arc of a circle
  curving to the right having a radius of 2131.93 feet, an arc length of 171.44
  feet, with a chord bearing N 16° 46’ 28” W and a distance of 171.39 feet to a
  point in the division line between Lot 1 and Lot 2, Block 4104;

  
	
   

  	
   

  	
   

  
	
  THENCE (2)

  	
   

  	
  S 84° 51’ 30” E, along the
  same, a distance of 108.32 feet to a point for a corner in same;

  
	
   

  	
   

  	
   

  
	
  THENCE (3)

  	
   

  	
  N 05° 08’ 30” E, along the
  same and the division line between Lot 1 and Lot 3 Block 4104, a distance of
  125.00 feet to a point for a corner in the aforementioned division line
  between Lots 1 and 3 Block 4104 also being a point for a corner in the
  division line between Lot 1 and Lot 4, Block 4104;

  
	
   

  	
   

  	
   

  
	
  THENCE (4)

  	
   

  	
  S 84° 51’ 30” E, along the
  same, a distance of 150.00 feet to a point for a corner in same and in the
  line of Lot 6, Block 4104;

  
	
   

  	
   

  	
   

  
	
  THENCE (5)

  	
   

  	
  N 05° 08’ 30” E, along the
  division line between Lot 6 Lot 4 and part of Lot 5, Block 4104, a distance
  of 174.99 feet to a point for a corner in the division line between Lot 6 and
  Lot 7, Block 4104;

  
	
   

  	
   

  	
   

  
	
  THENCE (6)

  	
   

  	
  S 84° 51’ 30” E, along the
  same a distance of 150.00 feet to a point for a corner in the division line
  between Lot 6 and Lot 24, Block 4104 and also being the former centerline of
  Hillman Avenue, as vacated by ordinance #1 adopted February 13, 1995,
  and reflected on the Town of Hammonton tax map;

  
	
   

  	
   

  	
   

  
	
  THENCE (7)

  	
   

  	
  S 05° 08’ 30” W along the
  same, a distance of 113.86 feet to a point in the Northwesterly Right-of-Way
  line of Boyer Avenue (50 feet wide);

  
	
   

  	
   

  	
   

  
	
  THENCE (8)

  	
   

  	
  S 41° 08’ 44” W along the
  same a distance of 467.92 feet to a point being the intersection of the said
  northwesterly Right-of-Way line of Boyer Avenue with the northerly
  Right-of-Way line of Moss Mill Road (50 feet wide);

  
	
   

  	
   

  	
   

  
	
  THENCE (9)

  	
   

  	
  N 59° 07’ 28” W, along
  aforesaid northerly Right-of-Way line of Moss Mill

  



 


80

















 


Road,
a distance of 76.91 feet to the BEGINNING POINT.


 


ALSO DESCRIBED AS (AS
SURVEYED LEGAL DESCRIPTION):


 


All that certain plot, piece
or parcel of land, with building and improvements thereon erected, situate,
lying and being in the Town of Hammonton, County of Atlantic, State of New
Jersey, bounded and described as follows:


 


Block 4104, Lots 1 &
6


 


Beginning at a point of
intersection of the northeasterly sideline of Moss Mill Road (50 feet wide) and
the easterly sideline of White Horse Pike (66 feet wide), and running, thence;


 


1.                           Along the
easterly sideline of White Horse Pike on a curve to the right, said curve
having a radius of 2131.93 feet, an arc length of 171.44 feet, a chord bearing
of North 16 degrees 46 minutes 27 seconds West and a chord length of 171.40
feet, thence;


2.
                       Leaving said
easterly sideline, South 84 degrees 51 minutes 30 seconds East a distance of
108.32 feet, thence;


3.                           North 05
degrees 08 minutes 30 seconds East, passing over a capped pin found 50.00 feet
from the beginning of this course, a total distance of 125.00 feet to a
concrete monument found, thence;


4.
                       South 84
degrees 51 minutes 30 seconds East a distance of 150.00 feet, thence;


5.
                       North 05
degrees 08 minutes 30 seconds East a distance of 174.99 feet, thence;


6.
                       South 84
degrees 51 minutes 30 seconds East a distance of 150.00 feet to the prior
centerline of Hillman Avenue (now vacated), thence;


7.
                       Along said
prior centerline, South 05 degrees 08 minutes 30 seconds West a distance of
113.86 feet to the northwesterly sideline of Boyer Avenue (50 feet wide),
thence;


8.
                       Along said
northwesterly sideline, South 41 degrees 08 minutes 44 seconds West a distance
of 467.92 feet to the northeasterly sideline of Moss Mill Road, thence;


9.
                       Along said
northeasterly sideline, North 59 degrees 07 minutes 28 seconds West a distance
of 76.91 feet to the point and place of Beginning.


 


Containing 82,070 S.F. or
1.8841 Acres of land or premises more or less.


 


Subject to all easement and
restrictions of record.


 


NOTE: FOR INFORMATION ONLY:
Being Lot(s) 1, Block(s) 4104; Tax Map of the Town of Hammonton,
County of Atlantic, State of New Jersey


 


81

















 


EXHIBIT “A-26”


 


52 North Pecos Road, Henderson, NV 89014 (Henderson (VHO))


 


Real property in the City of
Henderson, County of Clark, State of Nevada, described as follows:


 


PARCEL ONE (1):


 


BEING A PORTION OF LOT 1,
BLOCK 1 OF “VENTANA COMMERCIAL” (A COMMERCIAL SUBDIVISION), IN THE CITY OF
HENDERSON, COUNTY OF CLARK, STATE OF NEVADA AS PER MAP RECORDED IN BOOK 82,
PAGE 40 OF PLATS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, SITUATED
IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, SITUATED IN THE SOUTHWEST
QUARTER (SW 1/4) OF SECTION 18, TOWNSHIP 22 SOUTH, RANGE 62 EAST, M.D.M.,
MORE PARTICULARLY DESCRIBED AS FOLLOWS:


 


BEGINNING AT THE SOUTHWEST
CORNER OF SAID LOT 1, SAID POINT ALSO BEING ON THE EASTERLY RIGHT-OF-WAY LINE
OF PECOS ROAD, BEING 50.00 FEET WIDE HALF STREET WIDTH AS DEDICATED PER FILE
36, PAGE 64 OF PARCEL MAPS; THENCE ALONG SAID LINE, NORTH 01°24’38” EAST, 73.00
FEET TO THE SOUTHERLY LINE OF LOT 13 AS PER FILE 95, PAGE 24 OF SURVEYS; THENCE
ALONG THE SAID SOUTHERLY LINE THE FOLLOWING THREE (3) COURSES; SOUTH 88°35’22”
EAST, 83.00 FEET; THENCE NORTH 01°24’38” EAST, 95.33 FEET; THENCE SOUTH 88°35’22”
EAST, 139.50 FEET TO THE WESTERLY LINE OF LOT 10 AS PER FILE 97, PAGE 99 OF
SURVEYS; THENCE ALONG SAID WESTERLY LINE, SOUTH 01°24’38” WEST, 31.50 FEET TO
THE SOUTHERLY LINE OF SAID LOT 10; THENCE ALONG SAID SOUTHERLY LINE THE
FOLLOWING FIVE (5) COURSES; SOUTH 88°35’22” EAST, 127.50 FEET; THENCE
SOUTH 01°24’38” WEST, 67.83 FEET; THENCE SOUTH 88°35’22” EAST, 31.50 FEET;
THENCE SOUTH 01°24’38” WEST, 4.00 FEET; THENCE SOUTH 88°35’22” EAST, 41.50 FEET
TO THE WESTERLY LINE OF “VENTANA AT GREEN VALLEY SOUTH” AS PER MAP RECORDED IN
BOOK 43, PAGE 47 OF PLATS; THENCE ALONG SAID WESTERLY LINE AND THE SOUTHERLY
PROLONGATION THEREOF, SOUTH 01°24’38” WEST, 65.00 FEET TO THE NORTHERLY LINE “AMERICAN
WEST LEGACY UNIT 8” AS PER MAP RECORDED IN BOOK 58, PAGE 37 OF PLATS, SAID LINE
ALSO BEING THE SOUTHERLY LINE OF SAID LOT 1; THENCE ALONG SAID LINE, NORTH
88°35’22” WEST, 315.08 FEET TO A POINT OF CURVATURE; THENCE DEPARTING SAID
NORTHERLY LINE AND CONTINUING ALONG SAID SOUTHERLY LINE, NORTHWESTERLY, ALONG
THE ARC OF A CURVE TO THE RIGHT, CONCAVE NORTHEASTERLY, HAVING A RADIUS OF
99.00 FEET, THROUGH A CENTRAL ANGLE OF 33°33’26”, AN ARC DISTANCE OF 57.98 FEET
TO A POINT OF REVERSE CURVATURE TO WHICH A RADIAL LINE BEARS, SOUTH 34°48’04”
WEST;


 


THENCE NORTHWESTERLY, ALONG
THE ARC OF A CURVE TO THE LEFT, CONCAVE SOUTHWESTERLY, HAVING A RADIUS OF 51.00
FEET, THROUGH A


 


82

















 


CENTRAL ANGLE OF 33°33’26”,
AN ARC DISTANCE OF 29.87 FEET TO A POINT OF COMPOUND CURVATURE TO WHICH A
RADIAL LINE BEARS NORTH 01°24’38” EAST; THENCE SOUTHWESTERLY ALONG THE ARC OF A
CURVE TO THE LEFT, CONCAVE SOUTHEASTERLY, HAVING A RADIUS OF 25.00 FEET,
THROUGH A CENTRAL ANGLE OF 90°00’0”, AN ARC DISTANCE OF 39.27 FEET TO THE POINT
OF BEGINNING.


 


SAID PARCEL BEING LOT 11 AS
SHOWN ON RECORD OF SURVEY IN FILE 98 OF SURVEYS, PAGE 95, RECORDED DECEMBER 3,
1998 IN BOOK 981203 AS DOCUMENT NO. 01575 OFFICIAL RECORDS, CLARK COUNTY,
NEVADA.


 


PARCEL TWO (2):


 


LOT A OF VENTANA AT GREEN
VALLEY SOUTH ON FILE IN BOOK 43 OF PLATS, PAGE 47 IN THE OFFICE OF THE COUNTY
RECORDER, CLARK COUNTY, NEVADA.


 


PARCEL 3:


 


A NON-EXCLUSIVE EASEMENT FOR
INGRESS AND EGRESS, ACCESS AS CONTAINED IN THAT CERTAIN “RECIPROCAL JOINT
DRIVEWAY EASEMENT” RECORDED MARCH 24, 1998 IN BOOK 980324 AS DOCUMENT NO.
01528 OF OFFICIAL RECORDS.


 


PARCEL 4:


 


A NON-EXCLUSIVE RECIPROCAL
EASEMENT FOR ACCESS, INGRESS AND EGRESS, FOR VEHICULAR AND PEDESTRIAN
TRAFFIC AS CONTAINED IN THAT CERTAIN “DECLARATION OF RESTRICTIONS AND GRANT OF
EASEMENTS” RECORDED MARCH 24, 1998 IN BOOK 980324 AS DOCUMENT NO. 01529 OF
OFFICIAL RECORDS.


 


83

















 


EXHIBIT “A-27”


 


6160 S. Fort Apache Road, Las Vegas, NV 88109 (Ft. Apache
(FAN))


 


Real property in the City of
Las Vegas, County of Clark, State of Nevada, described as follows:


 


A PORTION OF LOT 1 AS SHOWN
BY MAP THEREOF IN BOOK 112, PAGE 68 OF PLATS IN THE CLARK COUNTY RECORDERS
OFFICE, CLARK COUNTY, NEVADA, LYING WITHIN THE WEST HALF (W 1/2) OF THE
NORTHWEST QUARTER (NW 1/4) OF THE NORTHWEST QUARTER (NW 1/4) OF THE SOUTHWEST
QUARTER (SW 1/4) OF SECTION 32, TOWNSHIP 21 SOUTH, RANGE 60 EAST, M.D.M.
CLARK COUNTY, NEVADA, DESCRIBED AS FOLLOWS:


 


COMMENCING AT THE SOUTHEAST
CORNER OF SAID LOT 1; THENCE ALONG THE EAST LINE THEREOF, NORTH 00°47’48” EAST,
A DISTANCE OF 151.05 FEET TO THE POINT OF BEGINNING; THENCE SOUTH 89°17’22”
WEST, A DISTANCE OF 286.58 FEET; THENCE NORTH 02°05’39” EAST, A DISTANCE OF 145.61
FEET; THENCE NORTH 00°49’16” EAST, A DISTANCE OF 1.56 FEET; THENCE NORTH 89°17’22”
EAST, A DISTANCE OF 283.28 FEET; THENCE SOUTH 00°47’48” WEST, A DISTANCE OF
147.05 FEET TO THE POINT OF BEGINNING.


 


NOTE: THE ABOVE METES AND
BOUNDS DESCRIPTION PREVIOUSLY APPEARED IN THAT CERTAIN RECORD OF SURVEY FILED
IN FILE 133 OF SURVEYS, PAGE 3, RECORDED SEPTEMBER 15, 2003 IN BOOK 20030915 OF
OFFICIAL RECORDS, CLARK COUNTY, NEVADA, AS DOCUMENT NO. 01254.


 


ALSO DESCRIBED AS (AS
SURVEYED LEGAL DESCRIPTION):


 


PARCEL 1:


 


LOT 1 OF A SUBDIVISION OF A
PORTION OF THE WEST HALF (W 1/2) OF THE NORTHWEST QUARTER (NW 1/4) OF THE NORTHWEST QUARTER (NW 1/4) OF THE SOUTHWEST QUARTER (SW 1/4) OF SECTION 32,
TOWNSHIP 21 SOUTH, RANGE 60 EAST, M.D.M. CLARK COUNTY, NEVADA, DESCRIBED AS FOLLOWS:


 


COMMENCING AT THE NORTHWEST
CORNER OF SAID SOUTHWEST QUARTER; THENCE SOUTH 00°49’16” WEST, A DISTANCE OF
91.28 FEET; THENCE SOUTH 89°10’44” EAST, A DISTANCE OF 50.00 FEET TO THE POINT
OF BEGINNING; SAID POINT ALSO BEING THE BEGINNING OF A CURVE CONCAVE TO THE
SOUTHEAST, OF WHICH THE RADIAL LINE BEARS SOUTH 89°10’44” EAST, AND A RADIUS OF
54.00 FEET; THENCE NORTHEASTERLY ALONG SAID CURVE, A DISTANCE OF 83.39 FEET
THROUGH A CENTRAL ANGLE OF 88°28’58”; THENCE NORTH 89°18’ 14” EAST, A DISTANCE
OF 235.55 FEET; THENCE SOUTH 00°47’48” WEST, A DISTANCE OF 637.91 FEET; THENCE
SOUTH 89°17’22” WEST A DISTANCE OF 288.41 FEET; THENCE


 


84

















 


NORTH 00°49’16’ EAST, A
DISTANCE OF 585.40 FEET TO THE POINT OF BEGINNING.


 


PARCEL 2:


 


A NON-EXCLUSIVE EASEMENT FOR
INGRESS AND EGRESS AS CREATED BY THAT CERTAIN “DECLARATION OF COVENANTS,
CONDITIONS AND RESTRICTIONS AND OF CERTAIN RECIPROCAL RIGHTS AND EASEMENTS”
RECORDED NOVEMBER 18, 2003 IN BOOK 20031118, AS INSTRUMENT NO. 01808 OF
OFFICIAL RECORDS, CLARK COUNTY, NEVADA.


 


85

















 


EXHIBIT “A-28”


 


187 Skylar Dr., Fairlea, WV 24902 (Fairlea (FWV))


 


All that certain lot or
parcel of real estate situate in Fort Spring District, Greenbrier County, West
Virginia, which real estate according to survey thereof made on June 18,
1998, by N. Eugene Kelly, L.L.S., and as shown on a map or plat of the same, is
more particularly bounded and described as follows:


 


Beginning at a 1” iron pipe
set in the southeastern right-of-way of Graystone Lane; thence with Graystone
Lane N 34° 45’ 17” E 200.04 feet to a 1” iron pipe set; thence leaving
Graystone Lane and through the property of Gray Rock, Incorporated, S 55° 14’
43” E 163.31 feet to a 1” iron pipe set; thence continuing through Gray Rock, Incorporated,
in part, and with National Health Care, in part, S 34° 45’ 17” W 200.04 feet
(passing a 3/4” iron pipe found, being the northwest corner of National Health
Care, at 73.55 feet) to a 1” iron pipe set; thence leaving National Health Care
and through Gray Rock, Incorporated, N 55° 14’ 43” W 163.31 feet to the
place of beginning, containing 0.75 acres, more or less.


 


Together with the right to
use jointly with others an easement for ingress and egress between this real
estate and Davis-Stuart Road, S.L.S. Route No. 37, over a private street
designated as Graystone Lane which has been formerly referred to as 30’ R/W on
a plat titled, “Plat Showing the Property of Greyrock, Inc.,” of record in
Record of Maps Book No. 4, Plat A-39.


 


There is specifically
EXCEPTED and RESERVED from the above-described property all coal, oil, gas, and
other minerals underlying the surface of said land, as well as all mining
rights appurtenant rights and easements in favor of the estate of said coal,
oil, gas or other minerals.


 


And being the same property
conveyed unto Theriac Enterprises of Greenbrier West Virginia, LLC, by deed
dated July 11, 2008, by Radiation Oncology Management, LLC, of record in
Deed Book 522, page 428.


 


86

















 


EXHIBIT “B”


 


INTENTIONALLY OMITTED


 


87

















 


EXHIBIT “C”


 


FAIR MARKET VALUE


 


“Fair
Market Value” or “Fair Market
Rent” means the fair market value (or fair market rent, as
applicable) of the Premises or applicable portion thereof on a specified date
as agreed to by the parties, or failing such agreement within ten (10) days of such date, as
established pursuant the following appraisal process. Each party shall within ten (10) days after written demand by
the other select one MAI Appraiser to participate in the determination of Fair
Market Value or Fair Market Rent, as applicable. For all purposes under this
Master Lease, the Fair Market Value shall be the fair market value of the
Premises or applicable portion thereof unencumbered by this Master Lease.
Within ten (10) days of such
selection, the MAI Appraisers so selected by the parties shall select a third
(3rd) MAI
Appraiser. The three (3) selected MAI Appraisers shall each determine the
Fair Market Value (or, as applicable, Fair Market Rent) of the Premises or
applicable portion thereof within thirty (30) days of the selection of the
third appraiser. To the extent consistent with sound appraisal practices as
then existing at the time of any such appraisal, and if requested by Landlord,
such appraisal shall be made on a basis consistent with the basis on which the
Premises or applicable portion thereof were appraised at the time of their
acquisition by Landlord. Tenant shall pay the fees and expenses of any MAI
Appraiser retained pursuant to this Exhibit.


 


If either party fails to
select a MAI Appraiser within the time period set forth in the foregoing
paragraph, the MAI Appraiser selected by the other party shall alone determine
the fair market value (or, as applicable, fair market rent) of the Premises or
applicable portion thereof in accordance with the provisions of this Exhibit and
the Fair Market Value (or Fair Market Rent) so determined shall be binding upon
the parties. If the MAI Appraisers selected by the parties are unable to agree
upon a third (3rd) MAI Appraiser
within the time period set forth in the foregoing paragraph, either party shall
have the right to apply at Tenant’s expense to the presiding judge of the court
of original trial jurisdiction in the county in which the Premises or
applicable portion thereof are located to name the third (3rd) MAI Appraiser.


 


Within five(5) days after completion of the
third (3rd) MAI Appraiser’s
appraisal, all three (3) MAI Appraisers shall meet and a majority of the
MAI Appraisers shall attempt to determine the fair market value (or, as
applicable, fair market rent) of the Premises or applicable portion thereof. If
a majority are unable to determine the fair market value (or fair market rent)
at such meeting, the three (3) appraisals shall be added together and
their total divided by three (3). The resulting quotient shall be the Fair
Market Value (or, as applicable, Fair Market Rent). If, however, either or both
of the low appraisal or the high appraisal are more than ten percent (10%) lower or higher than the
middle appraisal, any such lower or higher appraisal shall be disregarded. If
only one (1) appraisal is disregarded, the remaining two (2) appraisals
shall be added together and their total divided by two (2), and the resulting
quotient shall be such Fair Market Value (or, as applicable, Fair Market Rent).
If both the lower appraisal and higher appraisal are disregarded as provided
herein, the middle appraisal shall be such Fair Market Value (or Fair Market
Rent). In any event, the result of the foregoing appraisal process shall be
final and binding.


 


“MAI
Appraiser” shall mean an appraiser licensed or otherwise
qualified to do business in the state(s) where the Premises or applicable
portion thereof are located and who has substantial experience in performing
appraisals of facilities similar to the Premises or applicable portion thereof
and is certified as a member of the American Institute of Real Estate
Appraisers or certified as a SRPA by the


 


88

















 


Society of Real Estate
Appraisers, or, if such organizations no longer exist or certify appraisers,
such successor organization or such other organization as is approved by Landlord.


 


89






 










 


EXHIBIT “D”


 


PERMITTED EXCEPTIONS


 


1.                                      The standard
printed exceptions, conditions and exclusions from coverage contained in the
standard coverage owner’s title policy then prevailing in use at the title
company that consummates the sale transaction.


 


2.                                      Any matters
which an accurate survey of the Premises may show.


 


3.                                      Real property
taxes and assessments.


 


4.                                      Any matters
shown as title exceptions in the ALTA Owner’s Policy of Title Insurance
obtained by Landlord in connection with its acquisition of the Premises.


 


5.                                      Such other
matters burdening the Premises which were created with the consent or knowledge
of Tenant or arising out of Tenant’s acts or omissions.


 


90

















 


EXHIBIT “E”


 


CERTAIN DEFINITIONS


 


For purposes of this Master
Lease, the following terms and words shall have the specified meanings:


 


ENVIRONMENTAL
DEFINITIONS


 


“Environmental
Activities” shall mean the use, generation, transportation,
handling, discharge, production, treatment, storage, release or disposal of any
Hazardous Materials at any time to or from any portion of the Premises or
located on or present on or under any portion of the Premises.


 


“Hazardous
Materials” shall mean (a) any
petroleum products and/or by-products (including any fraction thereof),
flammable substances, explosives, radioactive materials, hazardous or toxic
wastes, substances or materials, known carcinogens or any other materials,
contaminants or pollutants as to which liability or standards of conduct are
imposed under Hazardous Materials Laws, which pose a hazard to any portion of
the Premises or to Persons on or about any portion of the Premises or cause any
portion of the Premises to be in violation of any Hazardous Materials Laws; (b) asbestos in any form which is friable;
(c) urea formaldehyde in foam
insulation or any other form; (d) transformers
or other equipment which contain dielectric fluid containing levels of
polychlorinated biphenyls in excess of fifty (50) parts per million or any
other more restrictive standard then prevailing; (e) medical wastes and biohazards; (f) radon gas; and (g) any other chemical, material or
substance, exposure to which is prohibited, limited or regulated by any
governmental authority because of its dangerous or deleterious properties or
characteristics or would pose a hazard to the health and safety of the
occupants of any portion of the Premises or the owners and/or occupants of
property adjacent to or surrounding any portion of the Premises, including,
without limitation, any materials or substances that are listed in the United
States Department of Transportation Hazardous Materials Table (49 CFR 172.101)
as amended from time to time.


 


“Hazardous
Materials Claims” shall mean any and all enforcement, clean-up,
removal or other governmental or regulatory actions, claims or orders
threatened, completed or instituted pursuant to any Hazardous Material Laws,
together with all claims made or threatened by any third party against any
portion of the Premises, Landlord or Tenant relating to damage, contribution,
cost recovery compensation, loss or injury resulting from any Hazardous
Materials.


 


“Hazardous
Materials Laws” shall mean any laws, ordinances, regulations, rules having
the force and effect of law, or orders relating to the environment, health and
safety, Environmental Activities, Hazardous Materials, air and water quality,
waste disposal and other environmental matters.


 


OTHER
DEFINITIONS


 


“Affiliate”
shall mean with respect to any Person, any other Person which Controls,
is Controlled by or is under common Control with the first Person.


 


“Business
Day” shall mean each Monday, Tuesday, Wednesday, Thursday and Friday that is
not a day on which national banks in the City of New York, New York, or in the
municipality wherein the Facility is located are closed.


 


91

















 


“CC&R’s” shall mean covenants, conditions and restrictions
or similar use, maintenance or ownership obligations encumbering or binding
upon the real property comprising any Facility.


 


“Control” shall mean, as
applied to any Person, the possession, directly or indirectly, of the power to
direct the management and policies of that Person, whether through ownership,
voting control, by contract or otherwise.


 


“Consumer
Price Index or CPI” shall mean the Consumer Price Index as now published
by the U.S. Bureau of Labor Statistics under the caption: “United States City
Average for Urban Wage Earners and Clerical Workers All Items,” or any revision
or equivalent thereof hereafter published by that Bureau, or if there ceases to
be any such publication, any substantially equivalent Price Index generally
recognized as authoritative, designated by Landlord.


 


“Debt to
Equity Ratio” shall mean the ratio of Total Liabilities to Net
Worth.


 


“Medical
Waste” shall mean all medical waste as defined by California Health and Safety
Code §117690, as amended or supplemented. If a Situs State has a comparable
statute that defines “medical waste”, Medical Waste for purposes of all
Facilities in such Situs State shall have the meaning set forth in such
statute.


 


“Landlord’s
Investment” shall mean, as to any particular Facility, the
amount shown for such Facility on Exhibit “G” hereof.


 


“Net Worth”
means with respect to any Person, the amount by which such Person’s
Total Assets exceeds Total Liabilities.


 


“Person” shall mean any
individual, partnership, association, corporation, limited liability company or
other entity.


 


“Total
Assets” means all assets of a Person determined on a
consolidated basis in accordance with generally accepted accounting principles.


 


“Total
Liabilities” means all liabilities of a Person (excluding
deferred tax liability) determined on a consolidated basis in accordance with
generally accepted accounting principles.


 


92

















 


EXHIBIT “F”


 


FINANCIAL,
MANAGEMENT AND REGULATORY REPORTS


 


Tenant shall keep adequate
records and books of account with respect to the finances and business of
Tenant generally and with respect to the Premises, in accordance with generally
accepted accounting principles (“GAAP”) consistently applied.


 


During the Term, Tenant
shall deliver to Landlord, prior to one hundred twenty (120) days after the
close of each fiscal year of Tenant, Guarantor or any Resulting Guarantor annual
audited financial statements of Tenant, Guarantor or any Resulting Guarantor,
commencing with the fiscal year including the date of commencement of the Term,
certified by a nationally recognized firm of independent certified public
accountants. In addition, Tenant shall also furnish to Landlord prior to sixty
(60) days after the end of each of the three remaining quarters, unaudited
financial statements and all other quarterly reports of Tenant, Guarantor or
any Resulting Guarantor, certified by their respective chief financial
officers, and all filings, if any, of Form 10-K, Form 10-Q and other
required filings with the Securities and Exchange Commission pursuant to the
provisions of the Securities Exchange Act of 1934, as amended, or any other
law.


 


If, for whatever reason, the
financial results of Tenant do not appear, or are not included, in the
consolidated financial statements required to be provided to Landlord pursuant
to the foregoing paragraph, then Tenant shall also deliver to Landlord Tenant’s
financial statements meeting the same requirements and within the same
timeframes as required for Holdings pursuant to the foregoing paragraph.


 


All financial statements
shall be prepared in accordance with GAAP consistently applied. All annual
financial statements shall be accompanied (i) by an opinion of the
accounting firm preparing such statements stating that (A) there are no
qualifications as to the scope of the audit and (B) the audit was
performed in accordance with GAAP and (ii) by the affidavit of the
president or a vice president (or officer, director or manager of a similar
position) of Tenant, dated within five (5) days of the delivery of such
statement, stating that (C) the affiant knows of no Event of Default, or
event which, upon notice or the passage of time or both, would become an Event
of Default which has occurred and is continuing hereunder or, if any such event
has occurred and is continuing, specifying the nature and period of existence
thereof and what action Tenant has taken or proposes to take with respect
thereto and (D) except as otherwise specified in such affidavit, that to
affiant’s knowledge Tenant has fulfilled all of its obligations under this
Master Lease which are required to be fulfilled on or prior to the date of such
affidavit. All financial statements shall be sent via email to Landlord at jay@theriacenterprises.com
or to such other email address which Landlord shall, in writing, direct.


 


On or before the date that
is forty-five (45) days after the end of each calendar quarter, Tenant shall
deliver to Landlord quarterly profit and loss reports concerning the Business
at each Facility and the combined Facilities in this Master Lease. Such reports
shall be in substantially the same form as delivered by Tenant to Landlord in
connection with Landlord’s acquisition of the Premises and shall contain a
level of detail reasonably satisfactory to Landlord. Such reports shall be sent
via email to Landlord at jay@theriacenterprises.com or to such other email
address which Landlord shall, in writing, direct.


 


Tenant shall furnish to
Landlord within ten (10) days of receipt written notice of any of the
following: (i) any material violation of any federal, state, or local
licensing or reimbursement certification statute or regulation, including
Medicare or Medicaid, (ii) any suspension, termination or


 


93

















 


restriction placed on Tenant
or any portion of the Premises or the operation of any portion of the Business
which would have a material adverse effect on the operation of the Business at
a Facility, and (iii) any material violation of any permit, approval or
certification in connection with any portion of the Premises or any portion of
the Business, by any federal, state, or local authority, including Medicare or
Medicaid, if applicable.


 


Tenant shall, on or before
the date that is sixty (60) days prior to the beginning of each fiscal year of
Holdings, provide Landlord with an annual operating budget covering the
operations of Holdings for the forthcoming fiscal year. If, for whatever
reason, the operating budget of Holdings would not include and cover the
operations of Tenant for the forthcoming fiscal year, then Tenant shall deliver
to Landlord, within sixty (60) days after the beginning of Tenant’s fiscal
year, an annual operating budget covering the operations of Tenant for such
fiscal year.


 


94

















 


EXHIBIT “G”


 


LANDLORD’S INVESTMENT


 


	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  Landlord’s

  	
   

  
	
  #

  	
   

  	
  Location

  	
   

  	
  Street Address

  	
   

  	
  State

  	
   

  	
  Investment

  	
   

  
	
  1

  	
   

  	
  Scottsdale (SAZ)

  	
   

  	
  7337 East Thomas Road

  	
   

  	
  AZ

  	
   

  	
  $

  	
  2,350,000

  	
   

  
	
  2

  	
   

  	
  Bonita Springs (BNO)

  	
   

  	
  8991 Brighton Lane

  	
   

  	
  FL

  	
   

  	
  $

  	
  4,580,000

  	
   

  
	
  3

  	
   

  	
  Bradenton (BAO)

  	
   

  	
  6555 Cortez Road

  	
   

  	
  FL

  	
   

  	
  $

  	
  3,160,000

  	
   

  
	
  4

  	
   

  	
  Colonial

  	
   

  	
  2234 Colonial Blvd

  	
   

  	
  FL

  	
   

  	
  $

  	
  3,100,000

  	
   

  
	
  5

  	
   

  	
  Crestview - new (CRO)

  	
   

  	
  601 Redstone Ave. West

  	
   

  	
  FL

  	
   

  	
  $

  	
  2,420,000

  	
   

  
	
  6

  	
   

  	
  Destin (DSC)

  	
   

  	
  6879 U.S. Hwy 98 West

  	
   

  	
  FL

  	
   

  	
  $

  	
  3,720,000

  	
   

  
	
  7

  	
   

  	
  East Naples (ENF)

  	
   

  	
  8625 Collier Blvd.

  	
   

  	
  FL

  	
   

  	
  $

  	
  5,360,000

  	
   

  
	
  8

  	
   

  	
  Fort Walton Beach (FWB)

  	
   

  	
  1026 Mar Walt Drive, N.W.

  	
   

  	
  FL

  	
   

  	
  $

  	
  3,360,000

  	
   

  
	
  9

  	
   

  	
  Henderson (VHO)

  	
   

  	
  52 North Pecos Road

  	
   

  	
  NV

  	
   

  	
  $

  	
  2,630,000

  	
   

  
	
  10

  	
   

  	
  Lehigh Acres (LAO)

  	
   

  	
  1120 Lee Boulevard

  	
   

  	
  FL

  	
   

  	
  $

  	
  2,630,000

  	
   

  
	
  11

  	
   

  	
  Ft. Apache (FAN)

  	
   

  	
  6160 S. Fort Apache Road

  	
   

  	
  NV

  	
   

  	
  $

  	
  4,630,000

  	
   

  
	
  12

  	
   

  	
  Palm Desert (PSC)

  	
   

  	
  77-840 Flora Road

  	
   

  	
  CA

  	
   

  	
  $

  	
  5,100,000

  	
   

  
	
  13

  	
   

  	
  Tamarac (TMO)

  	
   

  	
  7850 North University
  Drive

  	
   

  	
  FL

  	
   

  	
  $

  	
  1,870,000

  	
   

  
	
  14

  	
   

  	
  Casa Grande (CGA)

  	
   

  	
  1281 East Cottonwood Lane

  	
   

  	
  AZ

  	
   

  	
  $

  	
  6,600,000

  	
   

  
	
  15

  	
   

  	
  Scottsdale (SAZ)

  	
   

  	
  7440 East Thomas Road

  	
   

  	
  AZ

  	
   

  	
  $

  	
  7,370,000

  	
   

  
	
  16

  	
   

  	
  Jacksonville (JVF)

  	
   

  	
  7751 Baymeadows Rd. E.
  Lakewood Ranch MOB II 6310

  	
   

  	
  FL

  	
   

  	
  $

  	
  5,970,000

  	
   

  
	
  17

  	
   

  	
  Lakewood Ranch (LWF)

  	
   

  	
  Health Pkwy

  	
   

  	
  FL

  	
   

  	
  $

  	
  7,520,000

  	
   

  
	
  18

  	
   

  	
  Fairlea (FWV)

  	
   

  	
  187 Skylar Dr.

  	
   

  	
  WV

  	
   

  	
  $

  	
  1,710,000

  	
   

  
	
  19

  	
   

  	
  Peoria (PEA)

  	
   

  	
  9159
  W. Thunderbird Rd., Bldg F

  	
   

  	
  AZ

  	
   

  	
  $

  	
  4,720,000

  	
   

  
	
  20

  	
   

  	
  Hammonton (HMN)

  	
   

  	
  893 South White Horse Pike

  	
   

  	
  NJ

  	
   

  	
  $

  	
  2,740,000

  	
   

  
	
  21

  	
   

  	
  West Palm Beach (PWO)

  	
   

  	
  12993 Southern Boulevard

  	
   

  	
  FL

  	
   

  	
  $

  	
  2,920,000

  	
   

  
	
  22

  	
   

  	
  Yucca Valley, CA*

  	
   

  	
  58295 29 Palms Hwy

  	
   

  	
  CA

  	
   

  	
  $

  	
  4,000,000

  	
   

  
	
  23

  	
   

  	
  Rancho Mirage (RMC)

  	
   

  	
  40055 Bob Hope Drive,
  Suite B

  	
   

  	
  CA

  	
   

  	
  $

  	
  5,680,000

  	
   

  
	
  24

  	
   

  	
  Southbridge (SBM)

  	
   

  	
  55 Sayles Street

  	
   

  	
  MA

  	
   

  	
  $

  	
  5,710,000

  	
   

  
	
  25

  	
   

  	
  Gilbert (SLA)

  	
   

  	
  2680 South Val Vista Dr.

  	
   

  	
  AZ

  	
   

  	
  $

  	
  4,650,000

  	
   

  
	
  26

  	
   

  	
  Frankfort, KY

  	
   

  	
  2 Physicians Park Dr

  	
   

  	
  KY

  	
   

  	
  $

  	
  900,000

  	
   

  
	
  27

  	
   

  	
  CBO II

  	
   

  	
  2270 Colonial Blvd

  	
   

  	
  FL

  	
   

  	
  $

  	
  15,740,000

  	
   

  
	
  28

  	
   

  	
  ElSegundo

  	
   

  	
  860 Parkview Dr. N.

  	
   

  	
  CA

  	
   

  	
  $

  	
  8,490,000

  	
   

  
	
   

  	
   

  	
  Total

  	
   

  	
   

  	
   

  	
   

  	
   

  	
  $

  	
  129,630,000

  	
   

  



 


95














 


EXHIBIT H


 


IMMEDIATE REPAIRS


 


	
  Property:

  	
   

  	
  Description of Repairs:

  
	
   

  	
   

  	
   

  
	
  IMMEDIATE REPAIRS

  
	
   

  	
   

  	
   

  
	
  Santa Rosa Beach, FL

  	
   

  	
  ·                 Repair leaking roof: According
  to the POC, roof leaks have been reported within the past year, and some of
  these leaks remain active. In addition, there is visual evidence of active
  roof leaks located throughout the building. Water-damaged ceiling tiles were
  observed throughout the building. Based on the current condition, active roof
  leaks require repair immediately to prevent damage to interior finishes.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  ·                 Modify existing drain
  bowls of internal drain: Roof drainage appears to be inadequate.
  There are significant areas of ponding water near the internal drains. The
  clamp ring and drain bowl of the internal drains appear to be 2-3 inches
  proud of the roofing membrane which in turn does not allow the standing water
  to properly drain. Based on the current conditions, the roof drainage devices
  must be modified to promote adequate drainage.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  ·                 Repair and reseal window
  and frame: The windows are in fair condition. There is
  significant evidence of water intrusion and water damaged finishes along many
  of the window sills. The water infiltration appears to be the result a
  combination of improper installation methods and seal/gasket failures. Based
  on the estimated Remaining Useful Life (RUL) and current condition, the
  damaged windows must be repaired and resealed immediately to prevent water
  infiltration into the building.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  ·                 Ceiling tiles and interior
  wall finishes: The water damaged ceiling tiles and interior
  wall finishes near the window seals need to be replaced/repaired.

  
	
   

  	
   

  	
   

  
	
  Fort Walton Beach, FL

  	
   

  	
  ·                 Storm water piping.
  Construct/Replace (8”): $10,500. The drainage features
  are in good to poor condition. There is no evidence of storm water runoff
  from adjacent properties or major ponding. However, the existing rear
  downspout spills onto the soil, causing soil erosion. According to the POC,
  the rear of the building was flooded in January of 2010 due to a
  combination of unusually heavy rains and the placement of the internal roof
  drainage downspout. All flood damage has since been repaired. The downspout
  termination must be connected to the adjacent underground storm water
  management piping to disperse storm water away from the building and into the
  underground storm water management system. This work should be executed early
  in the evaluation period to prevent additional erosion and/or possible
  flooding.

  
	
   

  	
   

  	
   

  
	
  Loxahatchee, FL

  	
   

  	
  ·                 [Water intrusion. The source of the
  water intrusion causing the water

  



 


96

















 


	
   

  	
   

  	
  damaged
  ceiling tiles in the mesh room and the handicapped restroom needs to be
  identified and repaired and the water damaged ceiling tiles themselves need
  to be replaced.]

  
	
   

  	
   

  	
   

  
	
  SHORT-TERM REPAIRS

  
	
   

  	
   

  	
   

  
	
  Scottsdale, AZ (7337)

  	
   

  	
  ·                Soil Erosion,
  Downspouts and Concrete splashblocks The drainage features are
  in fair condition. Ponding occurs in the landscape area along the south
  elevation of the building. The affected areas must be graded to direct storm
  water toward the paved areas. Soil erosion occurs along the south elevation
  of the building. The affected area must be restored to prevent additional
  erosion and damage. In addition to restoring the affected area EMG recommends
  the installation of downspouts and concrete splash blocks to prevent
  additional soil erosion.

  
	
   

  	
   

  	
   

  
	
  Scottsdale, AZ (7340)

  	
   

  	
  ·                 Roof leak. There is
  evidence of an active roof leak. Storm water was observed dripping adjacent
  to the roof hatch. The storm water appeared to be penetrating at the base of
  the roof hatch flashing. The active leak must be repaired.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  ·                 Asphalt pavement. Full
  depth spot repairs: The asphalt pavement is in good to fair
  condition. There is an isolated area of failure and deterioration, such as alligator
  cracking and localized depression located at the northeast corner of the
  property. The damaged area of paving must be cut and patched in order to
  maintain the integrity of the overall pavement system.

  
	
   

  	
   

  	
   

  
	
  Peoria, AZ

  	
   

  	
  ·                 EIFS. Typically,
  there is no provision for draining water from behind the exterior insulation
  and finish system (EIFS) base coat and/or polystyrene foam insulation. Also,
  there is typically no ventilation between these materials. Even slight water
  infiltration can eventually cause deterioration of the wood or gypsum
  substrate and can, over time, damage structural elements of the building. The
  EIFS material is in good to fair condition. There is isolated evidence of
  hairline cracking of the EIFS located along the north, south and west elevation
  of the building including the parapet walls. Based on the current condition,
  the damaged EIFS skin must be repaired to prevent moisture penetration into
  the building envelope.

  
	
   

  	
   

  	
   

  
	
  Tamarac, FL

  	
   

  	
  ·                 Roll roofing membrane
  (Repair Time:24 Months). The flat roof finishes are in fair to
  poor condition. There are significant areas of alligator cracking and
  blistering. Based on the estimated Remaining Useful Life (RUL), and current
  condition, the flat roof membrane must be replaced to maintain the integrity
  of the overall roof system.

  
	
   

  	
   

  	
   

  
	
  Southbridge, MA

  	
   

  	
  ·                 Retaining wall masonry. The
  concrete and CMU retaining walls appear to be in good to poor condition at
  the intersection point adjacent to the staircase to the lower parking area.
  Spalling concrete and minor cracks were observed. Based on the current
  condition, the retaining walls must be properly inspected and repaired to
  mitigate potential safety hazards and maintain the integrity of the overall
  retaining wall system.

  



 


97

















 


	
  Fairlea, WV

  	
   

  	
  ·                 Asphalt pavement,
  Seal/stripe. The asphalt pavement is in poor condition. The
  parking stall and directional markings are non-existent and spaces are
  difficult to identify. Based on the current condition, seal coating, minor
  repairs, and restriping of the asphalt paving is required to maximize the
  pavement life.

  
	
   

  	
   

  	
   

  
	
   

  	
   

  	
  ·                 Catch basin and storm
  water piping. The drainage is in poor condition. Specifically,
  along the front elevation of the building the asphalt pavement experiences
  frequent alligator cracking and the concrete walkway is misaligned creating a
  trip hazard. Based on the current condition, installation of a catch basin
  and related piping to ensure proper drainage to the landscaped areas will be
  required to ensure proper drainage.

  
	
   

  	
   

  	
   

  
	
  Fort Walton Beach, FL;
  Crestview, FL; Santa Rosa Beach, FL; Fairlea, WV; Frankfort, KY; Tamarac, FL,
  Loxahatchee, FL

  	
   

  	
  ·                 ADA Concerns. Concerns
  include, paint van-accessible parking space (Fort Walton Beach and Santa Rosa
  Beach, FL; Fairlea, WV; and Frankfort, KY); install Signage Indicating Van
  Accessible Stall (Crestview, FL); paint van-accessible parking space and
  install signage indicating Accessible Parking (Tamarac and West Palm Beach,
  FL).

  



 


98

















 


SCHEDULE 1


 


Schedule of Rentable Square Footage


 


Radiation Therapy / Theriac / NHP Refinance


 


	
  Site

  No.

  	
   

  	
  Location

  	
   

  	
  Address

  	
   

  	
  Owner/Landlord

  	
   

  	
  Total

  Rentable

  Square

  Footage

  	
   

  
	
  1

  	
   

  	
  Casa Grande (CGA)

  	
   

  	
  1281 E. Cottonwood Ln.

  Casa Grande, AZ 85222

  	
   

  	
  Theriac Enterprises of
  Casa Grande, LLC (FL)

  	
   

  	
  14,216

  	
   

  
	
  2

  	
   

  	
  Gilbert (GLA)

  	
   

  	
  2680 South Val Vista Dr.

  Gilbert, AZ 85295

  (Unit  Nos. 101,105,107, 109, and 115)

  	
   

  	
  Theriac Enterprises of
  Gilbert, LLC (FL)

  	
   

  	
  5,960

  	
   

  
	
  3

  	
   

  	
  Peoria (PEA)

  	
   

  	
  9159 W. Thunderbird Road

  Building F

  Peoria, AZ 85381

  	
   

  	
  Theriac Enterprises of
  Peoria, LLC (FL)

  	
   

  	
  7,292

  	
   

  
	
  4

  	
   

  	
  Soottsdale (SAZ) (Central)

  	
   

  	
  7340 East Thomas Road

  Scottsdale, AZ 85251

  	
   

  	
  Theriac Enterprises of
  Scottsdale, LLC (FL)

  	
   

  	
  9,189

  	
   

  
	
  5

  	
   

  	
  Scottsdale (SAZ) (Dolphin)

  	
   

  	
  7337 East Thomas Road

  Scottsdale, AZ 85251

  	
   

  	
  Arizona Radiation
  Enterprises, LLC (AZ)

  	
   

  	
  6,204

  	
   

  
	
  6

  	
   

  	
  El Segundo

  	
   

  	
  860 Parkview Dr. N

  El Segundo, CA 90245

  (Units A and B)

  	
   

  	
  Theriac Enterprises of El
  Segundo, LLC (FL)

  	
   

  	
  12,163

  	
   

  
	
  7

  	
   

  	
  Palm Desert (PSC)

  	
   

  	
  77-840 Flora Road

  Palm Desert, CA 92211

  	
   

  	
  Palm Springs Radiation
  Enterprises (CA LLC)

  	
   

  	
  6,963

  	
   

  
	
  8

  	
   

  	
  Rancho Mirage (RMC)

  	
   

  	
  40055 Bob Hope Drive

  Suite B

  Rancho Mirage, CA 92270

  (Units A, B, L and K)

  	
   

  	
  Theriac Enterprises of
  Rancho Mirage, LLC (FL)

  	
   

  	
  7,432

  	
   

  
	
  9

  	
   

  	
  Yucca Valley, CA

  	
   

  	
  58295 29 Palms Hwy.

  Yucca Valley, CA 92284

  	
   

  	
  Theriac Enterprises of
  Yucca Valley, LLC (FL)

  	
   

  	
  12,240

  	
   

  
	
  10

  	
   

  	
  Bonita Springs (BNO)

  	
   

  	
  8991 Brighton Lane

  Bonita Springs, FL 34135

  	
   

  	
  Bonita
  Radiation Associates (FL GP)

  	
   

  	
  9,800

  	
   

  
	
  11

  	
   

  	
  Bradenton (BAO)

  	
   

  	
  6555 Cortez Road

  Bradenton, FL 34201

  	
   

  	
  Bradenton Radiation
  Associates (FL GP)

  	
   

  	
  7,107

  	
   

  
	
  12

  	
   

  	
  Lakewood Ranch (LWF)

  	
   

  	
  Lakewood Ranch MOB II

  6310 Health Parkway

  Bradenton, FL 34202

  (Condo Units 100 (8,993 SF) and 200 (1,724 SF))

  	
   

  	
  Theriac Enterprises of
  Bradenton, LLC (FL)

  	
   

  	
  10,919

  	
   

  
	
  13

  	
   

  	
  Crestview — new (CRO)

  	
   

  	
  601 Redstone Ave. W.

  Crestview, FL 32536

  	
   

  	
  Crestview Radiation
  Enterprises, LLC (FL)

  	
   

  	
  5,685

  	
   

  
	
  14

  	
   

  	
  CBO II

  	
   

  	
  2270 Colonial Blvd.

  Fort Myers, FL 33907

  	
   

  	
  Theriac Enterprises of
  Colonial, LLC (FL)

  	
   

  	
  47,089

  	
   

  
	
  15

  	
   

  	
  Colonial

  	
   

  	
  2234 Colonial Blvd.

  	
   

  	
  Colonial Radiation

  	
   

  	
  32,148

  	
   

  



 


99

















 


	
  Site

  No.

  	
   

  	
  Location

  	
   

  	
  Address

  	
   

  	
  Owner/Landlord

  	
   

  	
  Total

  Rentable

  Square

  Footage

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
  Fort Myers, FL 33907

  	
   

  	
  Associates (FL GP)

  	
   

  	
   

  	
   

  
	
  16

  	
   

  	
  Fort Walton Beach (FWB)

  	
   

  	
  1026
  Mar Walt Dr., NW

  Fort Walton Beach, FL 32547

  	
   

  	
  Fort Walton Beach
  Radiation Enterprises, LLC (FL)

  	
   

  	
  9,017

  	
   

  
	
  17

  	
   

  	
  Jacksonville (JVF)

  	
   

  	
  7751 Baymeadows Rd. East

  Jacksonville, FL 32256

  	
   

  	
  Theriac Enterprises of
  Jacksonville, LLC (FL)

  	
   

  	
  8,243

  	
   

  
	
  18

  	
   

  	
  Jacksonville

  	
   

  	
  7751 Baymeadows Rd. East

  Jacksonville, FL 32256

  	
   

  	
  Theriac Enterprises of
  Jacksonville, LLC (FL)

  	
   

  	
  2,339

  	
   

  
	
  19

  	
   

  	
  Jacksonville

  	
   

  	
  7751 Baymeadows Rd. East

  Jacksonville, FL 32256

  	
   

  	
  Theriac Enterprises of
  Jacksonville, LLC (FL)

  	
   

  	
  2,500

  	
   

  
	
  20

  	
   

  	
  Lehigh Acres (LAO)

  	
   

  	
  1120 Lee Boulevard 

  Lehigh Acres, FL 33936

  	
   

  	
  Lehigh Radiation
  Associates (FL P/S)

  	
   

  	
  5,746

  	
   

  
	
  21

  	
   

  	
  West Palm Beach (PWO)

  	
   

  	
  12993 Palms West Drive

  Loxahatchee, FL 33470

  	
   

  	
  West Palm Radiation
  Associates, L.L.C. (FL)

  	
   

  	
  8,000

  	
   

  
	
  22

  	
   

  	
  East Naples (ENF)

  	
   

  	
  8625 Collier Blvd. 

  Naples, FL 34114

  	
   

  	
  Marco Island Radiation
  Enterprise, LLC (no ‘s’) (FL)

  	
   

  	
  8,024

  	
   

  
	
  23

  	
   

  	
  Destin (DSC)

  	
   

  	
  6879 US Hwy 98 West

  Santa Rosa Beach, FL 32459

  	
   

  	
  Destin Radiation
  Enterprises, LLC (FL)

  	
   

  	
  5,000

  	
   

  
	
  24

  	
   

  	
  Tamarac (TMO)

  	
   

  	
  7850 N. University Dr.

  Tamarac, FL 33321

  	
   

  	
  Tamarac Radiation
  Associates (FL GP)

  	
   

  	
  4,900

  	
   

  
	
  25

  	
   

  	
  Frankfort, KY

  	
   

  	
  #2 Physicians Park Drive

  Frankfort, KY 40601

  	
   

  	
  Theriac Enterprises of Frankfurt,
  Kentucky, LLC (with a ‘u’) (FL)

  	
   

  	
  ?

  	
   

  
	
  26

  	
   

  	
  Southbridge (SBM)

  	
   

  	
  55 Sayles Street 

  Southbridge, MA 01550

  	
   

  	
  Theriac Enterprises of
  Harrington, LLC (FL)

  	
   

  	
  9,400

  	
   

  
	
  27

  	
   

  	
  Hammonton (HMN)

  	
   

  	
  893 South White Horse Pike

  Hammonton NJ 08037

  	
   

  	
  Theriac Enterprises of
  Hammonton, LLC (FL)

  	
   

  	
  4,000

  	
   

  
	
  28

  	
   

  	
  Henderson (VHO)

  	
   

  	
  52 North Pecos Road 

  Henderson, NV 89014

  	
   

  	
  Henderson Radiation
  Associates (NV GP)

  	
   

  	
  6,685

  	
   

  
	
  29

  	
   

  	
  Ft. Apache (FAN)

  	
   

  	
  6160 S. Fort Apache Road 

  Las Vegas, NV 88109

  	
   

  	
  Nevada Radiation
  Enterprises, LLC (FL)

  	
   

  	
  6,963

  	
   

  
	
  30

  	
   

  	
  Fairlea (Greenbrier) (FWV)

  	
   

  	
  187 Skylar Dr.

  Fairlea, WV 24902

  	
   

  	
  Theriac Enterprises of
  Greenbrier West Virginia, LLC (FL)

  	
   

  	
  5,200

  	
   

  



 


NOTE:
All GPs & P/Ss being converted to LLC


NOTE:
Sites 14 and 15 are RTS’ corporate offices — other buildings are RTS treatment
centers


 


100