EXHIBIT 2.6
MUTUAL TERMINATION OF PURCHASE
AND SALE AGREEMENT
THIS
MUTUAL TERMINATION OF PURCHASE AND SALE AGREEMENT (this “
Termination ”) is made on February 28, 2006
between HCRI MASSACHUSETTS PROPERTIES TRUST, a Massachusetts
business trust (“HCN-MA”), HCRI MASSACHUSETTS
PROPERTIES TRUST II, a Massachusetts business trust (“HCN-MA
II” and with HCN-MA, collectively “Seller”), and
KINDRED HEALTHCARE OPERATING, INC., a Delaware corporation
(“Purchaser”).
WITNESSETH:
WHEREAS,
Seller and Purchaser entered into that certain Purchase and Sale
Agreement, dated December 27, 2005 (the “ Purchase
Agreement ”), pursuant to which Seller agreed to sell to
Purchaser and Purchaser agreed to purchase from Seller certain
Property, as such term is defined in the Purchase Agreement;
and
WHEREAS,
Seller and Purchaser mutually desire to terminate the Purchase
Agreement.
NOW,
THEREFORE, for good and valuable consideration, the receipt and
sufficiency of which is hereby acknowledged, the parties hereto
agree as follows:
1. Termination . The
Purchase Agreement is hereby terminated in its entirety and shall
be of no further force or effect.
2. Entire Agreement .
This Termination constitutes the entire agreement of Seller and
Purchaser with respect to the termination of the sale of the
Property and supersedes all prior or contemporaneous written or
oral agreements, whether express or implied, relate
