0000898822-09-000550 Sample Contracts

SETTLEMENT AGREEMENT
Settlement Agreement • October 28th, 2009 • Sunrise Senior Living Inc • Services-nursing & personal care facilities

This SETTLEMENT AGREEMENT (this “Agreement”) is made as of October 26, 2009 by and among SUNRISE SENIOR LIVING INVESTMENTS, INC., a Virginia corporation (“SSLI”), SUNRISE SENIOR LIVING, INC., a Delaware corporation (“SSL”), FOUNTAINS SENIOR LIVING HOLDINGS, LLC, a Delaware limited liability company, formerly known as Sunrise IV Senior Living Holdings, LLC (“Borrower”), SUNRISE SENIOR LIVING MANAGEMENT, INC., a Virginia corporation (“Sunrise Manager”), US SENIOR LIVING INVESTMENTS, LLC, a Delaware limited liability company (“Investor Member”), and HSH NORDBANK AG, NEW YORK BRANCH, as Administrative Agent for Lenders (“Administrative Agent”).

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SETTLEMENT AGREEMENT
Settlement Agreement • October 28th, 2009 • Sunrise Senior Living Inc • Services-nursing & personal care facilities • Delaware

THIS SETTLEMENT AGREEMENT (the “Agreement”) is dated as of October 26, 2009, by and among SUNRISE SENIOR LIVING INVESTMENTS, INC. (“Managing Member”), SUNRISE SENIOR LIVING MANAGEMENT, INC. (“Manager”), and SUNRISE SENIOR LIVING, INC. (“SSL;” Managing Member, Manager and SSL are referred to collectively as the “Sunrise Parties”), on the one hand, and US SENIOR LIVING INVESTMENTS, LLC (“Investor Member”) and SUNRISE IV SENIOR LIVING HOLDINGS, LLC (“Sunrise IV”), on the other hand. Managing Member, Manager, SSL, Investor Member and Sunrise IV are referred to collectively as the “Parties.”

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