FORM OF RESIDENT
AGREEMENT FOR THE FACILITIES IS BEING PROVIDED CONTEMPORANEOUSLY WITH THE
EXECUTION OF THIS AGREEMENT.
(E)
CONTRACTS.
THE COPIES OF THE CONTRACTS HERETOFORE DELIVERED BY
SELLER TO PURCHASER ARE TRUE, CORRECT AND COMPLETE COPIES THEREOF; THE CONTRACTS
HAVE NOT BEEN AMENDED EXCEPT AS EVIDENCED BY AMENDMENTS SIMILARLY DELIVERED AND
CONSTITUTE THE ENTIRE AGREEMENT BETWEEN THE PARTIES THERETO.
EACH CONTRACT IS
IN FULL FORCE AND EFFECT ON THE TERMS SET FORTH THEREIN, AND THERE ARE NO
DEFAULTS OR CIRCUMSTANCES WHICH, WITH THE GIVING OF NOTICE, THE PASSAGE OF TIME
OR BOTH, WOULD CONSTITUTE A DEFAULT BY ANY PARTY UNDER SUCH CONTRACT.
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(F)
NO CONDEMNATIONS.
NEITHER SELLER NOR MASTER TENANT HAS RECEIVED
WRITTEN NOTICE OF ANY PENDING OR THREATENED CONDEMNATION OF ALL OR ANY PART OF
THE PROPERTY AND NO SUCH CONDEMNATION IS PENDING OR THREATENED.
(G)
NO PENDING ASSESSMENTS.
NEITHER SELLER NOR MASTER TENANT HAS
RECEIVED WRITTEN NOTICE OF ANY PENDING ASSESSMENT FOR MUNICIPAL IMPROVEMENTS
APPLICABLE TO THE PROPERTY AND NO SUCH ASSESSMENTS ARE PENDING.
(H)
NO VIOLATIONS OF LAW.
NEITHER SELLER NOR MASTER TENANT HAS
RECEIVED WRITTEN NOTICE FROM ANY GOVERNMENTAL OR PUBLIC AUTHORITY (I) THAT THE
PROPERTY OR ANY PART THEREOF IS OR MAY BE IN VIOLATION OF ANY APPLICABLE FIRE,
HEALTH, BUILDING, USE, OCCUPANCY, ZONING OR OTHER LAWS WHERE SUCH VIOLATION
REMAINS OUTSTANDING OR (II) THAT ANY WORK IS OR MAY BE REQUIRED TO BE DONE UPON
OR IN CONNECTION WITH THE PROPERTY OR ANY PART THEREOF, WHERE SUCH WORK REMAINS
OUTSTANDING.
NONE OF THE FACILITIES NOR THE USE, OCCUPANCY OR CONDITION THEREOF
VIOLATES, IN ANY MATERIAL WAY, ANY APPLICABLE FIRE, HEALTH, BUILDING, USE,
OCCUPANCY, ZONING OR OTHER LAWS, RULES AND REGULATIONS OF ANY FEDERAL, STATE,
CITY OR COUNTY GOVERNMENT OR ANY AGENCY, BODY, OR SUBDIVISION THEREOF HAVING ANY
JURISDICTION OVER SUCH FACILITY OR ANY EASEMENTS, COVENANTS, RESTRICTIONS OR
OTHER MATTERS OF RECORD WITH RESPECT TO THE LAND ON WHICH SUCH FACILITY IS
LOCATED.
(I)
HEALTHCARE LICENSING.
THE SELLER PARTIES CURRENTLY MAINTAIN ALL
APPLICABLE LICENSES AND APPROVALS (COLLECTIVELY, THE "HEALTHCARE LICENSES")
WHICH ARE NECESSARY TO PERMIT EACH FACILITY TO BE OPERATED AS IT IS CURRENTLY
OPERATED AND TO PERMIT THE SELLER PARTIES TO PROVIDE THE SERVICES WHICH THEY
CURRENTLY PROVIDES TO THE RESIDENTS OF SUCH FACILITIES.
SELLER HAS PROVIDED
PURCHASER WITH TRUE, CORRECT AND COMPLETE COPIES OF THE LAST TWO (2) ANNUAL
COMPLIANCE SURVEYS RELATED TO SUCH HEALTHCARE LICENSES.
EACH OF THE HEALTHCARE
LICENSES IS IN FULL FORCE AND EFFECT
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AND NO SELLER PARTY HAS RECEIVED ANY WRITTEN NOTICE REGARDING, NOR DOES SELLER
HAVE ANY KNOWLEDGE OF, ANY CIRCUMSTANCE AT ANY FACILITY WHICH WOULD NEED TO BE
RECTIFIED IN CONNECTION WITH SUCH HEALTHCARE LICENSES.
(J)
ENVIRONMENTAL MATTERS.
NEITHER SELLER NOR MASTER TENANT HAS
RECEIVED WRITTEN NOTICE FROM ANY FEDERAL, STATE OR LOCAL GOVERNMENTAL AUTHORITY
OR AGENCY THAT REMAINS OUTSTANDING AND UNRESOLVED OR UNCURED CLAIMING THAT
(I) ANY FACILITY OR ANY USE THEREOF VIOLATES ANY LAW, RULE OR REGULATION
RELATING TO THE PREVENTION OF POLLUTION OR PROTECTION OF THE ENVIRONMENT OR
HUMAN HEALTH