PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS By and Between HCP, INC., a Maryland corporation and TEXAS HCP HOLDING, L.P., a Delaware limited partnership and TEXAS HCP SEVEN HOLDING, L.P., a Delaware limited partnership each, a “Seller,”...Purchase and Sale Agreement and Joint Escrow Instructions • October 13th, 2010 • Assisted Living Concepts Inc • Services-nursing & personal care facilities • Texas
THIS PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (this “Agreement”) is made and entered into as of October 11, 2010 (the “Effective Date”), by and between HCP, Inc., a Maryland corporation (formerly known as Health Care Property Investors, Inc.) (“HCP”), TEXAS HCP HOLDING, L.P., a Delaware limited partnership (“Texas HCP”), and TEXAS HCP SEVEN HOLDING, L.P.,a Delaware limited partnership (“Texas Seven”; and together with Texas HCP and HCP, collectively, the “Sellers,” and each, a “Seller”), on the one hand, and ASSISTED LIVING CONCEPTS, INC., a Nevada corporation (“ALC”) and ALF PARTNERS, L.P., a Texas limited partnership (“ALF,” and together with ALC, collectively and jointly and severally, “Buyers,” and each, a “Buyer”), on the other hand, as follows:
