Page 10 - New Empire Affinitas Life Senior Housing Division

Joint Venture Agreement
EXECUTIVES New Empire and Affinitas Life

F. Anthony Santiago, MBA
Founder & This Joint Venture Agreement (“Agreement”), made effective as of November 27, 2017 by
Chief Executive Officer
and between Affinitas Life Corp., a Delaware Corporation with a Principal office at 370
Richard G. Winkler, Esq. Lexington Avenue; Suite 410; New York, NY 10017 (hereinafter “AFFINITAS”) and New
General Counsel
Empire Development Group, LLC, a New York Limited Liability Company with a principal
rd
Wayne J. Sadin, MS office at 4918 3 Avenue Brooklyn, NY 11220 (hereinafter “NEW EMPIRE”. AFFINITAS
Chief Operating Officer & and NEW EMPIRE are hereinafter sometimes referred to together as the “Joint Venturers” or
Chief Technology Officer
the “Parties” and individually as a “Joint Venturer” or “Party.”
Richard D. Russell,
MBA, CPA, CGMA RECITALS
Chief Financial Officer

Thomas J. Flitsch, WHEREAS, the Parties wish to establish a Joint Venture enterprise for the purposes
AIA, MBA specified herein;
Chief Development Officer

Lewis J. Gordon, CHA NOW, THEREFORE, for consideration paid, the receipt and sufficiency of which is
Chief Hospitality Officer
hereby acknowledged, the Parties heretofore agree as follows:
Kathleen Wentworth
Chief of Staff 1. Legal Name. The Parties hereby form and establish a Joint Venture to be conducted under

Richard Restiano the name of New Empire Affinitas Life Development Group, LLC, (hereinafter referred to
Director of Operations as the «Joint Venture» or “NEALDG”), a Delaware Limited Liability Company. The Joint
& Strategic Alliances
Venturers agree that the legal title to all Joint Venture property and assets, shall be deeded and
transferred to a single purpose Limited Liability Company created for such purposes that will
be wholly owned by NEALDG.
ADVISORY BOARD
2. Operating Agreement for Joint Venture Entity. Simultaneously with the execution of
Blair Minton, RN this Agreement, the Parties shall execute an Operating Agreement for the NEALDG. The
form of the Operating Agreement shall incorporate the substantive terms hereof inclusive
Steven Fuller, PhD, DO
of such other terms and conditions as are typically found in similar instruments governing
John Lombardi, CPA, MBA the operation of limited liability companies. This Agreement also contemplates the creation
of subsidiary Limited Liability Company entities that will be owned by NEALDG. The
Steve Panyko, MS
Operating Agreements for each subsidiary Limited Liability Company shall, in form and
Nick van Terheyden, MD substance, be similar to the terms and conditions set forth in the NEALDG Operating
Agreement.

Re-LIFE-Ment:
Reinventing Past 3. Place of Business. The principal place of business of the Joint Venture shall be located at
Notions of Retirement 370 Lexington Avenue; Suite 410; New York, NY 10017, or at such other location as the Par-
ties shall mutually determine.

4. Term. The term of the Joint Venture shall commence on the execution date hereof and shall

Main Office
370 Lexington Avenue, Suite 410 ◆ New York, NY 10017
Office: 877.416.5326 ◆ www.affinitaslife.com

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