0001193125-14-355669 Sample Contracts

PURCHASE AND SALE AGREEMENT BETWEEN EACH PARTY LISTED AS A “SELLER” ON SCHEDULE I AS SELLER AND SABRA HEALTH CARE REIT, INC. AS PURCHASER
Purchase and Sale Agreement • September 29th, 2014 • Sabra Health Care REIT, Inc. • Real estate investment trusts • New York

THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is entered into as of the 25th day of September, 2014 (the “Closing Date”), by and among each party listed as a “Seller” on Schedule I attached hereto and made a party hereof, having a principal address at c/o 5885 Meadows Road, Suite 500, Lake Oswego, Oregon 97035 (individually or collectively, as the context requires, “Seller”) and SABRA HEALTH CARE REIT, INC., a Maryland corporation (“Purchaser”).

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GUARANTY OF MASTER LEASE
Guaranty of Master Lease • September 29th, 2014 • Sabra Health Care REIT, Inc. • Real estate investment trusts • New York

THIS GUARANTY OF MASTER LEASE (this “Guaranty”) is executed as of September 25, 2014 by Holiday AL Holdings LP, a Delaware limited partnership (“Guarantor”), in favor of each of the entities identified as Landlord on Schedule 1 hereto (“Landlord”).

MASTER LEASE between each of the entities listed as a Landlord on the signature pages hereto, as “Landlord” and each of the entities listed as a Tenant on the signature pages hereto, as “Tenant”
Master Lease • September 29th, 2014 • Sabra Health Care REIT, Inc. • Real estate investment trusts • California

THIS MASTER LEASE is executed this 25th day of September, 2014 (the “Commencement Date”), by and among each of the entities listed as Tenant on the signature pages hereto, each having its principal office at c/o Holiday Retirement, 5885 Meadows Rd., Suite 500, Lake Oswego, OR 97035, as Tenant (or any successor and/or assigns permitted hereunder, “Tenant”), and each of the entities listed as Landlord on the signature pages hereto, each having its principal office at c/o Sabra Health Care REIT, Inc., 18500 Von Karman Avenue, Suite 550, Irvine, California 92612 (“Landlord”).

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