0001332349-15-000033 Sample Contracts

RESTRICTED SHARE AGREEMENT UNDER THE BROOKDALE SENIOR LIVING INC. 2014 OMNIBUS INCENTIVE PLAN
Restricted Share Agreement • May 11th, 2015 • Brookdale Senior Living Inc. • Services-nursing & personal care facilities • Delaware

This Award Agreement (this "Restricted Share Agreement"), dated as of February 5, 2015 (the "Date of Grant"), is made by and between Brookdale Senior Living Inc., a Delaware corporation (the "Company"), and T. Andrew Smith (the "Participant"). Capitalized terms not defined herein shall have the meaning ascribed to them in the Brookdale Senior Living Inc. 2014 Omnibus Incentive Plan (as amended and/or restated from time to time, the "Plan"). Where the context permits, references to the Company shall include any successor to the Company.

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RESTRICTED SHARE AGREEMENT UNDER THE BROOKDALE SENIOR LIVING INC. 2014 OMNIBUS INCENTIVE PLAN
Restricted Share Agreement • May 11th, 2015 • Brookdale Senior Living Inc. • Services-nursing & personal care facilities • Delaware

This Award Agreement (this "Restricted Share Agreement"), dated as of __________, _______ (the "Date of Grant"), is made by and between Brookdale Senior Living Inc., a Delaware corporation (the "Company"), and ____________________ (the "Participant"). Capitalized terms not defined herein shall have the meaning ascribed to them in the Brookdale Senior Living Inc. 2014 Omnibus Incentive Plan (as amended and/or restated from time to time, the "Plan"). Where the context permits, references to the Company shall include any successor to the Company. For purposes of this Restricted Share Agreement, references to the Participant's "employment by the Company" or other similar terms shall be references to the Participant's service as a Non-Employee Director.

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