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� ��14��135
<br /> Agreement, the Master Tenant's Regulatory Agreement, the �perator's Se�urity Agreement,
<br /> and a1� other agreements, instruments, and documents which n�w or in the future exist, in
<br /> conneCtian with or related to the Loan, whether executed or deli�ered by or on beha�f of
<br /> Barrower, �perator �r Master Tenant, as the same may be amended from time to time, are
<br /> sometimes collecti�ely r�ferred tn as the "Loan Documents." The Master Lease and Sublease
<br /> shall not be �onsidered Loan Documents. The Master Leas�, the �perator's Regulatory
<br /> Agreement, the Master Tenant's Regulatory Agreement, this Agreement, any agreements
<br /> subordir�ating the Master Lease to th� Loan, the �uhtenant�ross-Default Guaranty, and all other
<br /> agreements, instrum�nts, and documents which now or in the future exist, in connecti�n with or
<br /> related to the Master Lease, whether executed or de�ivered by or on behalf of Barrower, �perat�r
<br /> or Master Tenant, as the same may be amended from time to time, are sametimes callectively
<br /> referred to as the"Master Lease Do�uments."
<br /> F. As a party to the Sublease and as an affiliate of the �perator, Master Tenant
<br /> ackr�owledges and agr�es that �t shal� benefit direc�ly or indirectly frnm the mak�ng of th� Loan
<br /> to Borr�wer. Fur�her, Master T�nant acknowledges that �t has an identity of interest vvith th�
<br /> B�rr�wer.
<br /> �. As used herein, "Healthcare Assets" means (i} any and all licenses, permits
<br /> andl�r approva�s �ssued by any governmenta� authority vvith respect to th� us�or operation of the
<br /> Healthcare Facility for the Approved [lse (as that term is defined in the Master Tenant's
<br /> R�gulat�ry Agreement}, �ii� any and all Medicare and Medicaid ar other go�ernmental insurance
<br /> pro�ider agreements �the "Pro�ider Agreements"�, and (i�i� any and all "�overnment
<br /> Rec�i�ables Ac�ount5'y�as deftned below�and "�overnm�nt Payments" �as def ned below�.
<br /> Statement of A�reement
<br /> 1. SE�URITY INTEREST; SET�FF.
<br /> (a} To secure the full, prampt and complete payment and performance of al�
<br /> �bligations �defined hereafter), the Master Tenant herehy, to the fullest extent permitted by
<br /> appiicable law, grants t�, and creates in fa�or of, the Secured Party a continuing security interest
<br /> ir� any and all of Mast�r Tenant's right, title and interest in and to the property described on
<br /> Exhibit B attached hereto and incorparated herein by referenc� �the"�o�lateral"}.
<br /> �b) "�bligatians"means: �l} all liahi�ities, obligations, covenants, debts and amounts
<br /> owing from the B�rrawer, �perator, andlor Master Tenant to the Secur�d Party andlor HUI]
<br /> arising out of, in connection with, described in, or evidenced by the Loan Documents andlor
<br /> Master Leas� D�cuments, whether direct or indirect, absolute ❑r�ontin�ent, related or unrelated,
<br /> novv or in the futut�e ex�sting and �vhether cons�sting of principal, interest, fees, �indemnities,
<br /> expens�s (including attorneys' fees}, charges or �ther sums, howe�er any nf that inde�tedness,
<br /> ob�igations, or �iabilities may be e�idenced or ac�uired, all as now exist or may, after the date of
<br /> this Agreement, be incurred, renewed, extende�i, consolidated, adjusted or amended; and �2}
<br /> Master Tenant's rent and other payments (ir�cluding all tax, insurance or other capital, repair �r
<br /> impound reserve payments required under the Master Lease} and the performance by Master
<br /> Tenant of its obligations under the Master Lease.
<br /> Pre�ious�ersions obso�ete Page 3 of 2D form HUD-9�340-�RCF�Re�.�3113}
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