EIGHTH AMENDMENT TO CREDIT AGREEMENT
THIS EIGHTH AMENDMENT TO CREDIT AGREEMENT (this “Agreement”) is made as of July 23,
2008 between SUNRISE SENIOR LIVING, INC. a Delaware corporation (the “Company”), and BANK OF
AMERICA, N.A., as Administrative Agent, Swing Line Lender and Letter of Credit Issuer (the “Administrative
Agent”) for itself and certain additional lenders who are or shall be from time to time participating as lenders
pursuant to the Credit Agreement as hereinafter defined (collectively with the Administrative Agent, the
A. The Lenders have made a Credit Facility available to the Company in the maximum principal sum at any
one time outstanding of $250,000,000.
B. The Credit Facility is governed by a Credit Agreement dated December 2, 2005 as amended by that
certain First Amendment to Credit Agreement dated March 6, 2006, that certain Second Amendment to Credit
Agreement dated January 31, 2007, that certain Third Amendment to Credit Agreement dated June 27, 2007,
that certain Fourth Amendment to Credit Agreement dated September 17, 2007, that certain Fifth Amendment
to Credit Agreement dated January 31, 2008 (the “Fifth Amendment”), that certain Sixth Amendment to Credit
Agreement dated February 19, 2008 and that certain Seventh Amendment to Credit Agreement dated
March 13, 2008 (as amended by this Agreement, and as further amended, modified, substituted, extended and
renewed from time to time the “Credit Agreement”) by and between the Company and the Lenders.
C. The Credit Facility is guaranteed by the Guarantors pursuant to the terms of the Credit Agreement.
D. At the Company’s request, the Lenders have agreed to permanently reduce the maximum principal sum of
the Credit Facility to $160,000,000. The Company and the Lenders have also agreed to (i) waive any defaults
which have occurred under those certain financial covenants described in Section 7.14 of the Credit Agreement
for the fiscal year ending December 31