EX-10.41.4 78 y10687exv10w41w4.txt EXHIBIT 10.41.4 EXHIBIT 10.41.4 THIRD AMENDMENT TO AMENDED AND RESTATED MASTER LEASE AGREEMENT THIS THIRD AMENDMENT TO AMENDED AND RESTATED MASTER LEASE AGREEMENT ("Third Amendment") is dated as of March 19, 2002 (the "Third Amendment Effective Date") among HEALTH CARE REIT, INC., a corporation organized under the laws of the State of Delaware ("HCRI" and a "Landlord"), HCRI INDIANA PROPERTIES, LLC, a limited liability company organized under the laws of the State of Indiana ("HCRI-IN" and a "Landlord"), HCRI NORTH CAROLINA PROPERTIES, LLC, a limited liability company organized under the laws of the State of Delaware ("HCRI-NC" and a "Landlord"), HCRI TENNESSEE PROPERTIES, INC., a corporation organized under the laws of the State of Delaware ("HCRI-TN" and a "Landlord"), HCRI TEXAS PROPERTIES, LTD., a limited partnership organized under the laws of the State of Texas ("HCRI-TX" and a "Landlord"), and HCRI WISCONSIN PROPERTIES, LLC, a limited liability company organized under the laws of the State of Wisconsin ("HCRI-WI" and a "Landlord"), each Landlord having its principal office located at One SeaGate, Suite 1500, P.O. Box 1475, Toledo, Ohio 43603-1475, and ALTERRA HEALTHCARE CORPORATION, a corporation organized under the laws of the State of Delaware ("Tenant"), having its chief executive office located at 10000 Innovation Drive, Milwaukee, Wisconsin 53226. R E C I T A L S A. HCRI, HCRI-NC, HCRI-TN and HCRI-TX, as Landlord, and Tenant entered into an Amended and Restated Master Lease Agreement dated effective as of July 1, 2001 ("Master Lease") as amended pursuant to a certain First Amendment to Amended and Restated Master Lease Agreement dated as of July 16, 2001 ("First Amendment") as further amended pursuant to a certain Second Amendment to Amended and Restated Master Lease Agreement dated as of December 21, 2001 ("Second Amendment") (the Master Lease together with the First Amendment, Second Amendment and Third Amendment hereinafter referred to as "Lease"). B. Landlord and Tenant desire to further amend the Lease to include three additional Facilities located in Highlands Ranch, Colorado; Cape Coral, Florida; Florence, New Jersey; and as otherwise set forth herein. NOW, THEREFORE, in consideration of the foregoing recitals and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows. 1. Capitalized Terms. Any capitalized terms not defined in this Third Amendment shall have the meaning set forth in the Lease. 2. Amended Commencement Date. The definition of Amended Commencement Date in Section 1.4 of the Lease is hereby amended to read in its entirety as follows: "Amended Commencement Date" means the Commencement Date as amended pursuant to the most recent amendment of this Lease in effect at such time. As of the Third Amendment Effective Date, the Amended Commencement Date shall be March ___, 2002 and the Initial Term is hereby extended to reflect such Amended Commencement Date as provided in Section 1.3[ii] of the Lease. 3. Lease Advance. The definition of Lease Advance in Section 1.4 of the Lease is hereby amended to read in its entirety as follows: "Lease Advance" means [i] the Initial Lease Advance; [ii] the Lease Advance by Landlord to Tenant of $12,750,000.00 pursuant to the First Amendment; [iii] the advance (if any) of the Earnout Amount made pursuant to Section 2.8; [iv] the Lease Advance by Landlord to Tenant of $13,708,200.00 pursuant to the Second Amendment; [v] the advance (if any) of the Manlius Earnout Amount made pursuant to Section 2.9; [vi] the Lease Advance by Landlord to Tenant of $11,750,000.00 of even date herewith; and [vii] any other advance of funds by Landlord to Tenant pursuant to the term of this Lease. 4. Rent Adjustment Date. The definition of "Rent Adjustment Date" means, for all Facilities, July 1, 2002 and each July 1 thereafter. 5. Representations and Warranties. Article 22 of the Lease is hereby amended to make all representations and warranties effective as of the Effective Date. 6. Legal Description. Exhibit A of the Lease is hereby amended by the addition of Exhibit A-43 through Exhibit A-45 hereto. 7. Permitted Exceptions. Exhibit B of the Lease is hereby amended by the addition of Exhibit B-43 through Exhibit B-45 hereto. 8. Facility Information. Exhibit C of the Lease is hereby amended to read in its entirety as set forth on Exhibit C hereto. 9. Landlord's Personal Property. All references to Exhibit D in the Lease are hereby deleted. 10. Government Authorizations; Zoning Permits. Exhibit G of the Lease is hereby amended by the addition of those items set forth on Exhibit G hereto. 11. Affirmation. Except as specifically modified by this Third Amendment, the terms and provisions of the Lease are hereby affirmed and shall remain in full force and effect. 12. Binding Effect. This Third Amendment will be binding upon and inure to the benefit of the successors and permitted assigns of Landlord and Tenant. 13. Further Modification. The Lease may be further modified only by writing signed by Landlord and Tenant. - 2 - 14. Counterparts. This Third Amendment may be executed in multiple counterparts, each of which shall be deemed an original hereof, but all of which will constitute one and the same document. 15. Subtenant. Manlius Clare Bridge Operator, Inc. is signing this Third Amendment for the sole purpose of consenting to the terms and conditions set forth herein. [THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK] - 3 - IN WITNESS WHEREOF, Landlord and Tenant have executed this Third Amendment as of the date first set forth above. Signed and acknowledged in the presence of: HEALTH CARE REIT, INC. Signature /s/ Rita J. Rogge By: /s/ Erin C. Ibele __________________________________ ____________________________ Print Name Rita J. Rogge _________________________________ Title: VP & Corp. Secretary _____________________ Signature /s/ Kathleen A. Sullivan __________________________________ Print Name Kathleen A. Sullivan _________________________________ Signed and acknowledged in the presence of: HCRI INDIANA PROPERTIES, LLC By: Health Care REIT, Inc. Member By: /s/ Erin C. Ibele ________________________ Signature /s/ Rita J. Rogge __________________________________ Print Name Rita J. Rogge _________________________________ Title: VP & Corp. Secretary _____________________ Signature /s/ Kathleen A. Sullivan __________________________________ Print Name Kathleen A. Sullivan _________________________________ Signed and acknowledged in the presence of: HCRI NORTH CAROLINA PROPERTIES, LLC By: Health Care REIT, Inc. Member By: /s/ Erin C. Ibele ________________________ Signature /s/ Rita J. Rogge __________________________________ Print Name Rita J. Rogge _________________________________ Title: VP & Corp. Secretary _____________________ Signature /s/ Kathleen A. Sullivan __________________________________ Print Name Kathleen A. Sullivan _________________________________ Signed and acknowledged in the presence of: HCRI TENNESSEE PROPERTIES, INC. Signature /s/ Rita J. Rogge By: /s/ Erin C. Ibele __________________________________ ____________________________ Print Name Rita J. Rogge _________________________________ Title: VP & Corp. Secretary _____________________ Signature /s/ Kathleen A. Sullivan __________________________________ Print Name Kathleen A. Sullivan _________________________________ S-1 Signed and acknowledged in the presence of: HCRI TEXAS PROPERTIES, LTD. By: Health Care REIT, Inc. General Partner Signature /s/ Rita J. Rogge By: /s/ Erin C. Ibele __________________________________ ________________________ Print Name Rita J. Rogge _________________________________ Title: VP & Corp. Secretary _____________________ Signature /s/ Kathleen A. Sullivan __________________________________ Print Name Kathleen A. Sullivan _________________________________ Signed and acknowledged in the presence of: HCRI WISCONSIN PROPERTIES, LLC By: Health Care REIT, Inc. Member Signature /s/ Rita J. Rogge By: /s/ Erin C. Ibele __________________________________ ________________________ Print Name Rita J. Rogge _________________________________ Title: VP & Corp. Secretary _____________________ Signature /s/ Kathleen A. Sullivan __________________________________ Print Name Kathleen A. Sullivan _________________________________ Signed and acknowledged in the presence of: ALTERRA HEALTHCARE CORPORATION Signature /s/ Sarah Wits By: /s/ Kristin A. Ferge __________________________________ ____________________________ Print Name Sarah Wits _________________________________ Title: VP _____________________ Signature /s/ Christine Dreckmann __________________________________ Print Name Christine Dreckmann _________________________________ Tax I.D. No.: 39-1771281 __________________ Signed and acknowledged in the presence of: MANLIUS CLARE BRIDGE OPERATOR, INC. Signature /s/ Jeff Jensen By: /s/ Colleen Endsley __________________________________ ____________________________ Print Name Jeff Jensen _________________________________ Title: President _____________________ Signature /s/ Keri A. Casey __________________________________ Print Name Keri A. Casey _________________________________ Tax I.D. No.: 16-1564848 __________________ S-2 STATE OF OHIO ) )SS: COUNTY OF LUCAS ) The foregoing instrument was acknowledged before me this 27 day of March, 2002 by Erin C. Ibele, the VP & Corp. Secretary of Health Care REIT, Inc., a Delaware corporation, on behalf of the corporation. /s/ Rita J. Rogge ------------------------------ Notary Public My Commission Expires: 8/26/05 [SEAL] ------------ STATE OF OHIO ) )SS: COUNTY OF LUCAS ) The foregoing instrument was acknowledged before me this 27 day of March, 2002 by Erin C. Ibele, the VP & Corp. Secretary of Health Care REIT, Inc., a Delaware corporation and the sole member of HCRI Indiana Properties, LLC, a limited liability company organized under the laws of the State of Indiana on behalf of the limited liability company. /s/ Rita J. Rogge ------------------------------- Notary Public My Commission Expires: 8/26/05 [SEAL] ------------ STATE OF OHIO ) )SS: COUNTY OF LUCAS ) The foregoing instrument was acknowledged before me this 27 day of March, 2002 by Erin C. Ibele, the VP & Corp. Secretary of Health Care REIT, Inc., a Delaware corporation and the sole member of HCRI North Carolina Properties, LLC, a limited liability company organized under the laws of the State of Delaware on behalf of the limited liability company. /s/ Rita J. Rogge ------------------------------- Notary Public My Commission Expires: 8/26/05 [SEAL] ------------ S-3 STATE OF OHIO ) )SS: COUNTY OF LUCAS ) The foregoing instrument was acknowledged before me this 27 day of March, 2002 by Erin C. Ebele, the VP & Corp. Secretary of HCRI Tennessee Properties, Inc., a corporation organized under the laws of the State of Delaware on behalf of the corporation. /s/ Rita J. Rogge ------------------------------- Notary Public My Commission Expires: 8/26/05 [SEAL] ------------- STATE OF OHIO ) )SS: COUNTY OF LUCAS ) The foregoing instrument was acknowledged before me this 27 day of March, 2002 by Erin C. Ibele, the VP & Corp. Secretary of Health Care REIT, Inc., a Delaware corporation and the general partner of HCRI Texas Properties, Ltd., a limited liability partnership organized under the laws of the State of Texas on behalf of the limited partnership. /s/ Rita J. Rogge ------------------------------- Notary Public My Commission Expires: 8/26/05 [SEAL] ------------- STATE OF OHIO ) )SS: COUNTY OF LUCAS ) The foregoing instrument was acknowledged before me this 27 day of March, 2002 by Erin C. Ibele, the VP & Corp. Secretary of Health Care REIT, Inc., a Delaware corporation and the sole member of HCRI Wisconsin Properties, LLC, a limited liability company organized under the laws of the State of Delaware on behalf of the limited liability company. /s/ Rita J. Rogge ------------------------------- Notary Public My Commission Expires: 8/26/05 [SEAL] ------------- S-4 STATE OF Wisconsin ) )SS: COUNTY OF Milwaukee ) The foregoing instrument was acknowledged before me this 12 day of March, 2002 by Kristin A. Ferge, the VP of Alterra Healthcare Corporation, a Delaware corporation, on behalf of the corporation. /s/ JC Hansen ------------------------------ Notary Public My Commission Expires: 5/26/02 [SEAL] STATE OF Wisconsin ) )SS: COUNTY OF Milwaukee ) The foregoing instrument was acknowledged before me this 13 day of March, 2002 by Colleen Endsley, the President of Manlius Clare Bridge Operator, Inc., a New York corporation, on behalf of the corporation. /s/ JC Hansen ------------------------------- Notary Public My Commission Expires: 5/26/02 [SEAL] THIS INSTRUMENT PREPARED BY: OKSANA M. LUDD, ESQ. SHUMAKER, LOOP & KENDRICK, LLP 1000 JACKSON TOLEDO, OHIO 43624 S-5 EXHIBIT A-43: LEGAL DESCRIPTION Clare Bridge of Highlands Ranch Lot A, Highlands Ranch Filing No. 100-I, County of Douglas, State of Colorado. EXHIBIT A-44: LEGAL DESCRIPTION Clare Bridge of Cape Coral The North 1/2 of the South 1/2 of the West 1/2 of the Northwest 1/4 of the Northwest 1/4 of Section 24, Township 44 South, Range 23 East, Lee County, Florida, LESS the West 50 feet thereof for road right-of-way. The above-described property is also described as follows: Commencing at the intersection of centerline of Middlecoff Drive (50 foot wide right-of-way) (also known as SE 10th Terrace) and Santa Barbara Drive (100 foot wide Right-of-Way) (also known as Santa Barbara Boulevard), per Cape Coral Unit 24, Plat Book 14, Page 67, Public Records of Lee County, Florida; Thence along the centerline of said Santa Barbara Drive, N 00 degrees 25'03" W, a distance of 483.70 feet; thence along the South line of the North half (N 1/2) of the South half (S 1/2) of the West half (W 1/2) of the Northwest Quarter (NW 1/4) of the Northwest Quarter (NW 1/4) of said section 24 S 89 degrees 38'07", E, a distance of 50.00 feet to the point of beginning of the parcel herein described; thence along the East Right-of-Way line of Santa Barbara Boulevard N 00 degrees 25'03" W a distance of 333.72 feet; thence along North line of the North half (N 1/2) of the South half (S 1/2) of the West half (W 1/2) of the Northwest quarter (NW 1/4) of the Northwest quarter (NW 1/4) of said section 24, S 89 degrees 40'57" E a distance of 618.61 feet; thence along the East line of the West half (W 1/2) of the Northwest quarter (NW 1/4) of the Northwest quarter (NW 1/4) of said section 24, and along the west line of block 1055, Cape Coral unit 24 according to the plat thereof as recorded in plat book 14, pages 63 through 77, public records of Lee County, Florida, S 00 degrees 17'32" E a distance of 334.33 feet (334.22 feet per plat); thence along the South line of the North half (N 1/2) of the South half (S 1/2) of the West half (W 1/2) of the Northwest quarter (NW 1/4) of the Northwest quarter (NW 1/4) of said section 24, N 89 degrees 38'07" W a distance of 617.89 feet to the point of beginning of the parcel herein described. EXHIBIT A-45: LEGAL DESCRIPTION Sterling House of Florence All the real property located in the Township of Florence, County of Burlington, State of New Jersey and more particularly described as follows: BEGINNING at an iron bar with cap on the Northwesterly sideline of Broad Street (Variable Width R.O.W.), said point being 250.00 feet southerly as measured along the westerly sideline of Broad Street from an iron bar with cap found at the Northeasterly most corner of lands remaining to Lot 54.02, Block 155.49 and from said beginning point running; thence 1. Along the westerly sideline of Broad Street and the common dividing line between Lot 54.05, Lot 26, Lot 25 and Lot 52, Block 155.49, South 23 degrees 19 minutes 29 seconds west, a distance of 811.24 feet to a concrete monument found on the northerly sideline of the Pennsylvania Extension of the New Jersey Turnpike (A.K.A. Interstate Route 276, Variable width (R.O.W.); thence 2. Along the northerly sideline of the Pennsylvania Extension the New Jersey Turnpike, North 74 degrees 48 minutes 50 seconds West, a distance of 268.44 feet to a point; thence the following four (4) courses along the dividing line between Lot 54.05 and Lot 54.02, Block 155.49; 3. North 04 degrees 11 minutes 41 seconds West, a distance of 684.25 feet to an iron bar with cap; thence 4. North 72 degrees 42 minutes 00 seconds East, a distance of 224.25 feet to an iron bar with cap at the point of curvature; thence 5. Along a curve to the right having a radius of 400.00 feet, turning a central angle of 40 degrees 37 minutes 29 seconds with an arc length of 283.61 feet, the chord of which bears South 86 degrees 59 minutes 16 seconds East, a chord distance of 277.71 feet to an iron bar with cap at the point of tangency; thence 6. South 66 degrees 40 minutes 31 seconds East, a distance of 151.25 feet to the point and place of BEGINNING. This Property is benefited by rights to an access and utility easement more particularly described as follows: Commencing at the above described point of beginning for the entire tract and running thence; 1. Along the dividing line between lots 54.05 and 54.02, Block 155.49 North 66 degrees 40'31" West, a distance of 151.25 feet to a point, thence, the following two (2) courses along a line passing through lot 54.02 block 155.49; 2. North 23 degrees 19'29" East, a distance of 60.00 feet to a point, thence; 3. South 66 degrees 40'31" East, a distance of 151.25 feet to a point, thence 4. Along the westerly sideline of Broad Street, South 23 degrees 19'29" West, a distance of 60.00 feet to the point and place of beginning. NOTE FOR INFORMATION: The land is commonly known as Lot(s) 54.05 in Block 155.49 on the Tax Map of the Township of Florence, County of Burlington. - 2 - EXHIBIT B-43: PERMITTED EXCEPTIONS Clare Bridge of Highlands Ranch 1. Taxes and assessments for the year 2001 and subsequent years, a lien but not yet due or payable. 2. Exception of water rights and ground water granted to Highlands Ranch Development Corporation by Mission Viejo Company in Quit Claim Deed and Assignment dated September 26, 1980, recorded October 20, 1980, in Book 396 at Page 520 and in Quit Claim Deed, Assignment and Bill of Sale dated December 27, 1988, recorded December 27, 1988 in Book 834 at Page 63, and in Quit Claim Deed and Assignment dated February 17, 1989 and recorded March 14, 1989, in Book 844 at Page 1139 and in Quit Claim Deed and Assignment dated April 11, 1990, recorded April 25, 1990 in Book 908 at Page 1205, a portion of which water rights and ground water were granted to Centennial Water and Sanitation District by Highlands Ranch Development Corporation in Special Warranty Deed, Assignment and Bill of Sale dated December 27, 1988, recorded December 27, 1988, in Book 834 at Page 84. Special Warranty Deed and Assignment dated February 17, 1989 and recorded March 14, 1989 in Book 844 at Page 1142, and Special Warranty Deed and Assignment dated April 11, 1990, recorded April 25, 1990 in Book 908 at Page 1196, and re-recorded May 18, 1990, in Book 912 at Page 613, and subject to relinquishment of surface rights dated December 20, 1988, by Centennial Water and Sanitation District, recorded December 27, 1988 in Book 834 at Page 119. Relinquishment of Surface Rights recorded May 28, 1998 in Book 1554 at Page 432. 3. Minerals and Mineral Rights granted to Highlands Ranch Development Corporation by Mission Viejo Company in Mineral Deed dated September 26, 1980, and recorded October 20, 1980 in Book 396 at Page 514 and mineral substances in the "Full Mineral Rights Land" and coal in the "Coal Lands" as granted to Highlands Ranch Development Corporation by Union Pacific Land Resources Corporation in Mineral Deed dated May 1, 1981, recorded May 20, 1981, in Book 412 at Page 465, reserving to Union Pacific Land Resources Corporation a 25 percent nonexecutory interest in and to such mineral substances and coal. Relinquishment of surface rights recorded May 28, 1998 in Book 1554 at page 321. 4. The Planned Community District Development Guide for the New Town of Highlands Ranch, as adopted by the board of County Commissioners of Douglas County, Colorado, on September 17, 1979, recorded October 25, 1979 in Book 373 at Page 187 as the same has been or May be amended from time to time. 5. Community Declaration for Highlands Ranch Community Association, Inc., dated September 1, 1981 and recorded September 17, 1981, in Book 421 at Page 924 and Supplemental Declaration for annexed property No. 201A4 dated May 11, 1998, and recorded May 28, 1998 in Book 1554 at Page 390. 6. Specific purpose easements with Lots and Tracts as shown on recorded plat Filing No. 100-I recorded October 12, 1993 under Reception No. 9348153, including, but not limited to, specific purpose easements to Public Service Company of Colorado for gas and electric service purposes, subject to the conditions and obligations contained in the utility easement recorded February 10, 1982 in Book 434 at Page 186 of Douglas County, Colorado records, as if such conditions and obligations were set forth on the plat; to U.S. West Communications for telephone and telegraph service purposes subject to the conditions and obligations contained in the right of way easement recorded February 26, 1982 in Book 435 at Page 378 of Douglas County, Colorado Records, as if such conditions and obligations were set forth on the plat; and to American Television and Communication Corporation for cable communication service, subject to the conditions and obligations contained in the easement recorded April 15, 1982 in Book 439 at Page 295 of the Douglas County, Colorado Records, as if such conditions and obligations were set forth on the plat; to Highlands Ranch Metropolitan District No. 2 subject to the conditions and obligations contained in the grant of easement recorded March 21, 1984 in Book 512 at Page 916 of the Douglas County, Colorado Records, as if such conditions and obligations were set forth on the plat. 7. Any tax, lien, fee, or assessment by reason of inclusion of subject property in the Highlands Ranch Metropolitan District No. 4 as evidenced by instrument recorded January 13, 1994 in Book 1174 at page 1668. 8. Thirty foot Centennial Water & Sanitation District Easement along North lot line as shown on recorded plat and as recorded June 17, 1985 in Book 584 at Page 627. 9. The following items disclosed on J. R. Engineering, Ltd., Survey Job No. 3897.00 dated November 13, 1997: 1. 8" ductile iron pipe water main with no apparent easement. 2. Brick fence column encroaches onto neighboring property. 3. Curb and sidewalk encroaching onto subject property. 4. Fence line does not lie on property line. 10. Restrictions as set forth in Deed recorded May 28, 1998 in Book 1554 at Page 411. - 2 - EXHIBIT B-44: PERMITTED EXCEPTIONS Clare Bridge of Cape Coral 1. Taxes and assessments for the year 2001 and that are not yet due and payable. 2. Any homestead rights of any spouse of owner. 3. Ordinance 76-98 adopted by the City Council of the City of Cape Coral on November 30, 1998 and recorded December 17, 1998 in Official Records Book 3051, Page 1422, Public Records of Lee County, Florida. 4. Easement in favor of Lee County Electric Cooperative, Inc., dated March ___, 2002 and recorded March ___, 2002 in O. R. Volume _____ at Page _____ in the Office of the Lee County Recorder. EXHIBIT B-45: PERMITTED EXCEPTIONS Sterling House of Florence 1. Easements, encroachments, overlaps, boundary line disputes or other matters affecting title which a survey would disclose, and which are not shown by the public record. 2. Subsurface conditions and/or encroachments not disclosed by an instrument of record. 3. Possible additional taxes assessed and/or levied under N.J.S.A. 54:4-63.1, et seq. 4. Lien for taxes not yet due and payable. 5. Servitude to the public in and to so much of the subject lands that lie within the documented right of way of the public road known as Broad Street, Interstate Highway Route 276, a/k/a Pennsylvania Extension of New Jersey Turnpike. 6. Thirty foot wide permanent sewer easement affecting that part of premises in question bounding or abutting Pennsylvania Extension of New Jersey Turnpike (a/k/a Interstate Route 276) as contained in Deed Book 4398 page 185 and also including a 20 foot wide temporary construction easement. 7. Grant of Easement as contained in Deed Book 5614 page 142. 8. Plan entitled "Major Subdivision Plan DeLuca Enterprises, Inc., C.C.C.I." duly filed in the Burlington County Clerk's Office on October 12, 1998 as Map 3234944 shows the following: (a) 50 feet wide front yard building setback line (b) 50 feet wide rear yard building setback line (c) 50 foot wide building setback line affecting that part of premises in question bounding or abutting Pennsylvania Extension of New Jersey Turnpike (a.k.a Interstate Route 276) (d) 30 foot wide side yard building setback line (e) beneficial access and utility easement benefiting premises in question and located on Lot 54.02 Block 155.49. 9. Rights of tenants in possession, as tenants only, if any. 10. Subject to terms and conditions as contained in Access, Utilities and Temporary Construction Easements Agreement as contained in Deed Book 5642 page 813, same as above. 11. Subject to the rights of the State of New Jersey under the State Highway Access Management Act. (N.J.S.A. 27:7-89, et seq.) 12. No direct means of ingress, egress or regress to and from Pennsylvania Extension of New Jersey Turnpike (a/k/a Interstate Route 276). - 2 - EXHIBIT C: FACILITY INFORMATION
ALLOCATED LEASE FACILITY TYPE (PER LICENSE) FACILITY NAME/ADDRESS AMOUNT BEDS/UNITS ---------------------------------------------- --------------- --------------------------- 1. Clare Bridge of Asheville $ 3,692,675 Assisted Living 4 Walden Ridge Drive 38 beds Asheville, NC 28803 34 units Buncombe County 2. Sterling House of Bartlesville $ 1,480,000 Assisted Living 5420 S.E. Adams Blvd. 39 beds Bartlesville, OK 74006 39 units Washington County 3. Clare Bridge of Bradenton $ 3,550,000 Assisted Living 6101 Pointe W Blvd. 40 beds Bradenton, FL 34209 34 units Manatee County 4. Sterling House of Canton $ 2,398,100 Assisted Living 1119 Perry Drive N.W. 42 beds Canton, OH 44708 42 units Stark County 5. Clare Bridge of Cape Coral $ 3,811,200 Assisted Living 911 Santa Barbara Boulevard 40 beds Cape Coral, FL 33991-2074 38 units Lee County 6. Sterling House of Cedar Hill $ 1,661,000 Assisted Living 602 E. Beltline Road 60 beds Cedar Hill, TX 75104 50 units Dallas County 7. Sterling House of Chickasha $ 1,480,000 Assisted Living 801 Country Club Road 39 beds Chickasha, OK 73018 39 units Grady County 8. Sterling House of Claremore $ 1,582,500 Assisted Living 1605 N. Highway 88 43 beds Claremore, OK 74017 43 units Rogers County 9. Sterling House of Clarksville $ 2,622,279 Assisted Living 2183 Memorial Drive 49 beds Clarksville, TN 37043 49 units Montgomery County 10. Sterling House of Columbia $ 2,635,620 Assisted Living 5011 Trotwood Avenue 49 beds Columbia, TN 38401 49 units Maury County 11. Sterling House of Desoto $ 1,595,000 Assisted Living 747 W. Pleasant Run 60 beds Desoto, TX 75115 50 units Dallas County 12. Sterling House of Duncan $ 1,450,000 Assisted Living 915 Plato Road 39 beds Duncan, OK 73533 39 units Stephens County
ALLOCATED LEASE FACILITY TYPE (PER LICENSE) FACILITY NAME/ADDRESS AMOUNT BEDS/UNITS ---------------------------------------------- --------------- ------------------------------ 13. Sterling House of Edmond $ 1,739,000 Assisted Living 116 W. Danforth Road 43 beds Edmond, OK 73003 43 units Oklahoma County 14. Sterling House of Enid $ 1,480,000 Assisted Living 4613 W. Willow Road 39 beds Enid, OK 73703 39 units Garfield County 15. Clare Bridge of Everett $ 6,876,202 Assisted Living 2015 Lake Heights Drive 52 beds Everett, WA 98208 46 units Snohomish County 16. Clare Bridge of Manlius $ 4,372,100 Private Proprietary Adult Home 5125 Highbridge Street 52 beds Fayetteville, NY 13066 46 units Onondaga County 17. Sterling House of Findlay $ 2,000,000 Assisted Living 725 Fox Run Road 37 beds Findlay, OH 45840 37 units Hancock County 18. Sterling House of Florence $ 3,277,700 Assisted Living 901 Broad Street 46 beds Florence, NJ 08518 46 units Burlington County 19. Sterling House of Georgetown $ 2,300,000 Assisted Living 2600 University Drive E 54 beds Georgetown, TX 78626 54 units Williamson County 20. Clare Bridge of Hamilton $ 4,909,400 Assisted Living 1645 Whitehorse-Mercerville Road 50 beds Hamilton Township, NJ 08619 44 units Mercer County 21. Clare Bridge of Highlands Ranch $ 4,661,100 Personal Care Boarding Home 9160 S. University Boulevard 52 beds Highlands Ranch, CO 80126 46 units Douglas County 22. Sterling House of Lawton $ 1,600,000 Assisted Living 6302 W. Lee Road 42 beds Lawton, OK 73505 42 units Comanchie County 23. Clare Bridge of Middleton $ 4,426,700 Community Based Residential 6701 Stonefield Road 28 beds Middleton, WI 53562 28 units Dane County 24. Sterling House of Midwest City $ 1,480,000 Assisted Living 615 W. Blue Ridge Drive 39 beds Midwest City, OK 73110 39 units Oklahoma County 25. Sterling House of Muskogee $ 1,582,500 Assisted Living 3211 E. Chandler Road 43 beds Muskogee, OK 74403 43 units Muskogee County
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ALLOCATED LEASE FACILITY TYPE (PER LICENSE) FACILITY NAME/ADDRESS AMOUNT BEDS/UNITS ---------------------------------------------- --------------- ------------------------------ 26. Sterling House of Norman $ 1,539,000 Assisted Living 1701 Alameda Street 39 beds Norman, OK 73071 39 units Cleveland County 27. Sterling House of N. Augusta $ 2,890,000 Assisted Living 105 N. Hills Drive 52 beds N. Augusta, SC 29841 52 units Aiken County 28. Sterling House of N. Oklahoma City $ 1,595,000 Assisted Living 2435 N.W. 122nd Street 43 beds N. Oklahoma City, OK 73120 43 units Oklahoma County 29. Clare Bridge of Oklahoma City $ 3,200,000 Assisted Living 12401 Dorset Drive 38 beds Oklahoma City, OK 73120 34 units Oklahoma County (Still in retainage) 30. Sterling House of Oklahoma City $ 1,480,000 Assisted Living 2500 S.W. 89th Street 39 beds Oklahoma City, OK 73159 39 units Oklahoma County 31. Sterling House of Owasso $ 1,595,000 Assisted Living 12807 E. 86th Place N. 43 beds Owasso, OK 74055 43 units Tulsa County 32. Sterling House of Palestine $ 1,582,500 Assisted Living 101 Trinity Court 43 beds Palestine, TX 75801 43 units Anderson County 33. Sterling House of Piqua $ 2,120,000 Assisted Living 1744 W. High Street 37 beds Piqua, OH 45356 37 units Miami County 34. Sterling House of Ponca City $ 1,650,000 Assisted Living 1500 E. Bradley Avenue 39 beds Ponca City, OK 74604 39 units Kay County 35. Clare Bridge of Salem $ 5,620,298 Assisted Living 1355 Boone Road S.E. 60 beds Salem, OR 97306 60 units Marion County 36. Clare Bridge of Sarasota $ 3,650,000 Assisted Living 8450 McIntosh Road 38 beds Sarasota, FL 34238 34 units Sarasota County 37. Sterling House of Shawnee $ 1,480,000 Assisted Living 3947 Kickapoo 39 beds Shawnee, OK 74804 39 units Pottowatomie County 38. Sterling House of Stillwater $ 1,480,000 Assisted Living 1616 McElroy Road 39 beds Stillwater, OK 74075 39 units Payne County
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ALLOCATED LEASE FACILITY TYPE (PER LICENSE) FACILITY NAME/ADDRESS AMOUNT BEDS/UNITS ---------------------------------------------- --------------- ------------------------------ 39. Sterling House of Texarkana $ 1,595,000 Assisted Living 4204 Moores Lane 60 beds Texarkana, TX 75503 50 units Bowie County 40. Sterling House of Troy $ 2,200,000 Assisted Living 81 S. Stanfield Road 37 beds Troy, OH 45373 37 units Miami County 41. Alterra Clare Bridge Cottage of Valparaiso $ 3,070,000 Residential Care 2501 Valparaiso St. 36 beds Valparaiso, IN 46383 32 units Porter County 42. Alterra Sterling House of Valparaiso $ 2,670,000 Residential Care 2601 Valparaiso St. 42 beds Valparaiso, IN 46383 42 units Porter County 43. Alterra Clare Bridge Cottage of Vero Beach $ 3,450,000 Residential Care 420 4th Court 36 beds Vero Beach, FL 32962 32 units Indian River County 44. Alterra Sterling House of Vero Beach $ 3,560,000 Residential Care 410 4th Court 42 beds Vero Beach, FL 32962 42 units Indian River County 45. Sterling House of Waxahachie $ 1,582,500 Assisted Living 2250 Brown Street 60 beds Waxahachie, TX 75165 50 units Ellis County 46. Clare Bridge of Wilmington $ 3,200,939 Assited Living 3501 Converse Drive 38 beds Wilmington, NC 28403 34 units New Hanover County ------------- TOTAL $ 119,873,313 =============
- 4 - EXHIBIT G: GOVERNMENT AUTHORIZATIONS TO BE OBTAINED; ZONING PERMITS Government Authorizations: Zoning: