0001104659-19-020004 Sample Contracts

TRANSACTION AGREEMENT by and between FIVE STAR SENIOR LIVING INC. and SENIOR HOUSING PROPERTIES TRUST April 1, 2019
Transaction Agreement • April 5th, 2019 • Five Star Senior Living Inc. • Services-skilled nursing care facilities • Maryland

THIS MANAGEMENT AGREEMENT is entered into as of January 1, [2020], by and between FVE Managers, Inc., a Maryland corporation (“Manager”), and [·], a [·] (“Company”).

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CREDIT AGREEMENT Dated as of April 1, 2019 among FIVE STAR SENIOR LIVING INC.,
Credit Agreement • April 5th, 2019 • Five Star Senior Living Inc. • Services-skilled nursing care facilities • Massachusetts

CREDIT AGREEMENT dated as of April 1, 2019 (this “Agreement”) among FIVE STAR SENIOR LIVING INC., a Maryland corporation (“FVE” or the “Borrower”), the entities listed on the signature pages hereof as “Guarantors” (the “Guarantors”), and SENIOR HOUSING PROPERTIES TRUST, a Maryland real estate investment trust (“SNH” and with its successors and assigns as Lender hereunder, the “Lender”).

VOTING AGREEMENT
Voting Agreement • April 5th, 2019 • Five Star Senior Living Inc. • Services-skilled nursing care facilities • Maryland

THIS VOTING AGREEMENT (this “Agreement”) is made as of April 1, 2019, by and between Five Star Senior Living Inc., a Maryland corporation (the “Company”), and ABP Trust, a Maryland statutory trust, in its capacity as the sole member of ABP Acquisition LLC (the “Stockholder”).

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