CNL Healthcare Properties, Inc. Sample Contracts

CNL HEALTHCARE PROPERTIES, INC. UP TO $1,000,000,000 SHARES OF COMMON STOCK SELECTED DEALER AGREEMENT February 25, 2015
Selected Dealer Agreement • June 2nd, 2015 • CNL Healthcare Properties, Inc. • Real estate investment trusts

Each of CNL Healthcare Properties, Inc., a Maryland corporation (the “Company”), CNL Securities Corp., a Florida corporation (the “Dealer Manager”), CNL Healthcare Corp., a Florida corporation (the “Advisor”), and CNL Financial Group, LLC, a Florida limited liability company ( the “Sponsor”), hereby confirms its agreement with Ameriprise Financial Services, Inc., a Delaware corporation (“Ameriprise”), as follows:

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FORM OF PARTICIPATING BROKER AGREEMENT CNL HEALTHCARE PROPERTIES, INC.
Participating Broker Agreement • January 21st, 2015 • CNL Healthcare Properties, Inc. • Real estate investment trusts • Florida

THIS PARTICIPATING BROKER AGREEMENT (the “Agreement”) is made and entered into as of the day of , 201 , between CNL SECURITIES CORP., a Florida corporation (the “Managing Dealer”), and a (the “Broker”).

INDEMNIFICATION AGREEMENT
Indemnification Agreement • December 20th, 2017 • CNL Healthcare Properties, Inc. • Real estate investment trusts • Maryland

THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of the 15th day of December, 2017, but is made effective between the parties hereto as of December 31, 2017 by and among CNL Healthcare Properties, Inc., a Maryland corporation (the “Company”) and James M. Seneff, Jr., a director and/or officer of the Company (the “Indemnitee”).

FORM OF MANAGING DEALER AGREEMENT CNL HEALTHCARE PROPERTIES, INC.
Managing Dealer Agreement • January 21st, 2015 • CNL Healthcare Properties, Inc. • Real estate investment trusts • Florida

THIS MANAGING DEALER AGREEMENT (the “Agreement”) is made and entered into as of the day of , 201 , between CNL HEALTHCARE PROPERTIES, INC., a Maryland corporation (the “Company”) and CNL SECURITIES CORP., a Florida corporation (the “Managing Dealer”).

ADVISORY AGREEMENT
Advisory Agreement • June 10th, 2011 • CNL Properties Trust, Inc. • Real estate investment trusts • Florida

THIS ADVISORY AGREEMENT, dated as of June 8, 2011, is by and among CNL Properties Trust, Inc., a corporation organized under the laws of the State of Maryland (the “Company”), CNL Properties Trust LP, a limited partnership organized under the laws of the State of Delaware (the “Operating Partnership”), and CNL Properties Corp., a corporation organized under the laws of the State of Florida (the “Advisor”).

AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF CNL PROPERTIES TRUST, LP RECITALS
Limited Partnership Agreement • June 10th, 2011 • CNL Properties Trust, Inc. • Real estate investment trusts • Delaware

This Amended and Restated Limited Partnership Agreement (this “Agreement”) is executed as of the 8th day of June, 2011, between CNL Properties Trust GP, LLC, a Delaware limited liability company (the “General Partner”) and the Limited Partners (as defined below) set forth on Exhibit A attached hereto. Capitalized terms used herein but not otherwise defined shall have the meanings given them in Article 1.

FORM OF ESCROW AGREEMENT
Escrow Agreement • July 15th, 2010 • CNL Diversified Lifestyle Properties, Inc. • Maryland

THIS ESCROW AGREEMENT (the “Agreement”) is dated as of the day of , 2010 by and among CNL Diversified Lifestyle Properties, Inc., a Maryland corporation (the “Company”), UMB Bank, N.A. (the “Escrow Agent”), Boston Financial Data Services, Inc., a Massachusetts corporation (the “Transfer Agent”) and CNL Securities Corp. (the “Managing Dealer”). This Agreement shall be effective as of the effective date of the Company’s registration statement filed with the Securities and Exchange Commission containing the Prospectus (as defined below) (the “Effective Date”).

MANAGEMENT SERVICES AGREEMENT by and between RES ICD MANAGEMENT, L.P. (Management Company) and CHP WATERCREST AT MANSFIELD TX TENANT CORP. (Tenant) Watercrest at Mansfield Mansfield, TX 76063 June 30, 2014
Management Services Agreement • July 7th, 2014 • CNL Healthcare Properties, Inc. • Real estate investment trusts • Texas

THIS MANAGEMENT SERVICES AGREEMENT, is made as of the 30th day of June, 2014 (the “Effective Date”) by and between CHP WATERCREST AT MANSFIELD TX TENANT CORP., a Delaware corporation (“Tenant”), and RES ICD MANAGEMENT L.P., a Texas limited partnership, d/b/a Integrated Property Management (hereinafter “Management Company”).

GUARANTY AGREEMENT Dated as of May 5, 2014 by CHP ISLE AT WATERCREST-MANSFIELD TX OWNER, LLC as Guarantor in favor of THE LENDERS REFERRED TO IN THE CREDIT AGREEMENT REFERRED TO HEREIN
Guaranty Agreement • May 8th, 2014 • CNL Healthcare Properties, Inc. • Real estate investment trusts • Ohio

GUARANTY AGREEMENT dated as of May 5, 2014 (the “Guaranty”) made by CHP ISLE AT WATERCREST-MANSFIELD TX OWNER, LLC, a Delaware limited liability company (the “Guarantor”) in favor of the Lenders (defined below).

LOAN AGREEMENT
Loan Agreement • December 20th, 2012 • CNL Healthcare Trust, Inc. • Real estate investment trusts • Georgia

THIS LOAN AGREEMENT (this “Agreement”) is made as of December 18, 2012, by and between CHT ACWORTH GA OWNER, LLC, a Delaware limited liability company (together with its successors and assigns, “Borrower”), and SYNOVUS BANK, a Georgia state banking corporation (together with its successors and assigns, “Lender”).

LIMITED LIABILITY COMPANY AGREEMENT OF CHP MONTECITO PARTNERS I, LLC THE INTERESTS OF THE MEMBERS ISSUED UNDER THIS AGREEMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR THE SECURITIES LAWS OF ANY STATE OR THE DISTRICT OF COLUMBIA. NO...
Limited Liability Company Agreement • April 4th, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of CHP MONTECITO PARTNERS I, LLC, a Delaware limited liability company (the “Company”), is entered into effective as of January 16, 2013 (the “Effective Date”), by and among CHP CLAREMONT HOLDING, LLC, a Delaware limited liability company (“CHP”), and MMAC BERKSHIRE CLAREMONT L.L.C., a Delaware limited liability company (“Montecito”).

RECOURSE LIABILITIES GUARANTY (West Hills)
Recourse Liabilities Guaranty • March 7th, 2014 • CNL Healthcare Properties, Inc. • Real estate investment trusts

FOR VALUE RECEIVED, the sufficiency of which is hereby acknowledged, the undersigned, CNL HEALTHCARE PROPERTIES, INC., a Maryland corporation (whether one or more, hereinafter together called “Guarantor” in the singular) absolutely guarantees and agrees to pay to THE PRUDENTIAL INSURANCE COMPANY OF AMERICA, a New Jersey corporation (hereinafter called “Lender”), at the address designated in the Instrument (as hereinafter defined) for payment thereof or as such address may be changed as provided in the Instrument, all limited and full recourse indebtedness of CHP CORVALLIS-WEST HILLS OR OWNER, LLC, a Delaware limited liability company (“Owner”), and CHP CORVALLIS-WEST HILLS OR TENANT CORP., a Delaware corporation (“Operator”, and together with Owner, “Borrower”), under Sections 8.01 and 8.02 of the Loan Agreement (defined below), together with all interest, attorneys’ fees and collection costs provided for herein (all such indebtedness is hereinafter called the “Recourse Liabilities”),

Document Title: DEED OF TRUST, SECURITY AGREEMENT AND FIXTURE FILING (WEST HILLS – SECOND) Grantor: CHP CORVALLIS-WEST HILLS OR OWNER, LLC and CHP CORVALLIS-WEST HILLS OR TENANT CORP. c/o CNL Healthcare Properties, Inc., 450 South Orange Avenue,...
Deed of Trust, Security Agreement and Fixture Filing • March 7th, 2014 • CNL Healthcare Properties, Inc. • Real estate investment trusts • Oregon

THIS DEED OF TRUST, SECURITY AGREEMENT AND FIXTURE FILING (this “Instrument”) is made as of the 3rd day of March, 2014, by CHP CORVALLIS-WEST HILLS OR OWNER, LLC, a Delaware limited liability company, having its principal place of business at c/o CNL Healthcare Properties, Inc., 450 South Orange Avenue, Orlando, Florida 32801 (“Owner”), and CHP CORVALLIS-WEST HILLS OR TENANT CORP., a Delaware corporation, having its principal place of business at c/o CNL Healthcare Properties, Inc., 450 South Orange Avenue, Orlando, Florida 32801 (“Operator”, and together with Owner, “Borrower”), as grantor, to FIRST AMERICAN TITLE INSURANCE COMPANY, a California corporation, having an address at 200 SW Market Street, Suite 250, Portland, Oregon 97201, as trustee (“Trustee”), for the benefit of THE PRUDENTIAL INSURANCE COMPANY OF AMERICA, a New Jersey corporation, having an office at c/o Prudential Asset Resources, Inc., 2100 Ross Avenue, Suite 2500, Dallas, Texas 75201, Attention: Asset Management Dep

SECURED LOAN AGREEMENT for a loan in the aggregate amount of MADE BY AND AMONG CHT PARTNERS, LP CHT SENIOR LIVING NET LEASE HOLDING, LLC CHT COUNCIL BLUFFS IA SENIOR LIVING, LLC CHT DECATUR IL SENIOR LIVING, LLC CHT LIMA OH SENIOR LIVING, LLC CHT...
Secured Loan Agreement • December 20th, 2012 • CNL Healthcare Trust, Inc. • Real estate investment trusts • Ohio

THIS SECURED LOAN AGREEMENT (“Agreement”) is made as of December 19, 2012, by and among Borrowers and KEYBANK NATIONAL ASSOCIATION, a national banking association, its successors and assigns (“Lender”).

BATESVILLE HEALTHCARE CENTER BATESVILLE, ARKANSAS LEASE AGREEMENT DATED AS OF MAY 31, 2013 BY AND BETWEEN CHP BATESVILLE HEALTHCARE OWNER, LLC, A DELAWARE LIMITED LIABILITY COMPANY, AS LANDLORD, AND BATESVILLE HEALTH AND REHAB, LLC, AN ARKANSAS...
Lease Agreement • June 6th, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts

This LEASE AGREEMENT (this “Lease”) is entered into as of the 31ST day of May, 2013 (the “Effective Date”) by and between CHP BATESVILLE HEALTHCARE OWNER, LLC, a Delaware limited liability company as landlord (“Landlord”), and BATESVILLE HEALTH AND REHAB, LLC, an Arkansas limited liability company as tenant (“Tenant”).

SUPPLEMENTAL GUARANTY (West Hills)
Supplemental Guaranty • March 7th, 2014 • CNL Healthcare Properties, Inc. • Real estate investment trusts

FOR VALUE RECEIVED, the sufficiency of which is hereby acknowledged, the undersigned, CHP CORVALLIS-WEST HILLS OR OWNER, LLC, a Delaware limited liability company (“Owner”), and CHP CORVALLIS-WEST HILLS OR TENANT CORP., a Delaware corporation (“Operator”, and together with Owner, “Guarantor”), absolutely guarantee and agree to pay to THE PRUDENTIAL INSURANCE COMPANY OF AMERICA (hereinafter called “Lender”) at the address designated in the Instrument (as hereinafter defined) for payment thereof or as such address may be changed as provided in the Instrument, all Pool Obligations (as defined in the Loan Agreement [as defined below] but excluding therefrom Guarantor’s obligations under its Individual Loan Documents) of the Related Borrowers (as defined below), together with all interest, attorneys’ fees and collection costs provided for in the Note (as defined in the Instrument) (all such indebtedness is hereinafter called the “Indebtedness”).

SERVICE AGREEMENT
Service Agreement • June 10th, 2011 • CNL Properties Trust, Inc. • Real estate investment trusts • Florida

THIS SERVICE AGREEMENT (“Agreement”) is made and entered into as of the 8th day of June, 2011 (the “Effective Date”), by and between CNL Capital Markets Corp. (“CCM”), and CNL Properties Trust, Inc. (the “Issuer”).

MANAGEMENT SERVICES AGREEMENT by and between PRESTIGE SENIOR LIVING, L.L.C. (Management Company) and CHP CORVALLIS-WEST HILLS OR TENANT CORP. (Tenant) WEST HILLS ASSISTED LIVING COMMUNITY CORVALLIS, OREGON MARCH 1, 2014
Management Services Agreement • March 7th, 2014 • CNL Healthcare Properties, Inc. • Real estate investment trusts

THIS MANAGEMENT SERVICES AGREEMENT, is made as of the 1st day of March, 2014 (the “Effective Date”) by and between CHP CORVALLIS-WEST HILLS OR TENANT CORP., a Delaware corporation (“Tenant”), and PRESTIGE SENIOR LIVING, L.L.C., an Oregon limited liability company (hereinafter “Management Company”).

PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • January 15th, 2015 • CNL Healthcare Properties, Inc. • Real estate investment trusts • Tennessee

THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered into as of the 9th day of January, 2015 (the “Effective Date”), by and between UT CANCER INSTITUTE BUILDING, L.P. (“Seller”), a Georgia limited partnership, CHP PARTNERS, LP, (“Purchaser”), a Delaware limited partnership, and FIRST AMERICAN TITLE INSURANCE COMPANY (“Escrow Agent”).

GROUND LEASE AGREEMENT BY AND BETWEEN CMH II HOLDING CO. AND CHP DUNKIRK MOB OWNER, LLC
Ground Lease Agreement • September 6th, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts • Maryland

THIS GROUND LEASE AGREEMENT (“Lease”), dated as of August 30, 2013 (the “Lease Effective Date”), is by and between CMH II HOLDING CO., a Maryland non-stock corporation (“Landlord”), and CHP DUNKIRK MOB OWNER, LLC, a Delaware limited liability company (“Tenant”). Each of Landlord and Tenant is a “Party” and collectively, the “Parties.”

Document Title: DEED OF TRUST AND SECURITY AGREEMENT (WITH FIXTURE FILING) (AUBURN MEADOWS – SECOND) Grantor: CHP AUBURN WA OWNER, LLC and CHP AUBURN WA TENANT CORP. Grantee: THE PRUDENTIAL INSURANCE COMPANY OF AMERICA Trustee: FIRST AMERICAN TITLE...
Deed of Trust and Security Agreement • February 7th, 2014 • CNL Healthcare Properties, Inc. • Real estate investment trusts • Washington

THIS DEED OF TRUST, SECURITY AGREEMENT AND FIXTURE FILING (this “Instrument”) is made as of the 3rd day of February, 2014, by CHP AUBURN WA OWNER, LLC, a Delaware limited liability company, having its principal place of business at c/o CNL Healthcare Properties, Inc., 450 South Orange Avenue, Orlando, Florida 32801 (“Owner”), and CHP AUBURN WA TENANT CORP., a Delaware corporation, having its principal place of business at c/o CNL Healthcare Properties, Inc., 450 South Orange Avenue, Orlando, Florida 32801 (“Operator”, and together with Owner, “Borrower”), as grantor, to FIRST AMERICAN TITLE INSURANCE COMPANY, a California corporation, having an address at 818 Stewart Street, Suite 800, Seattle, Washington 98101, as trustee (“Trustee”), for the benefit of THE PRUDENTIAL INSURANCE COMPANY OF AMERICA, a New Jersey corporation, having an office at c/o Prudential Asset Resources, Inc., 2100 Ross Avenue, Suite 2500, Dallas, Texas 75201, Attention: Asset Management Department; Reference Loan

FORM OF SERVICE AGREEMENT
Service Agreement • July 15th, 2010 • CNL Diversified Lifestyle Properties, Inc. • Florida

THIS SERVICE AGREEMENT (“Agreement”) is dated and effective as of this day of June, 2010 (the “Effective Date”), by and between CNL Capital Markets Corp. (“CCM” or “Servicer”), a wholly owned subsidiary of CNL Financial Group, Inc. and CNL Diversified Lifestyle Properties, Inc. (“Customer”).

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PROPERTY MANAGEMENT AND LEASING AGREEMENT
Property Management & Leasing Agreement • June 10th, 2011 • CNL Properties Trust, Inc. • Real estate investment trusts • Florida

The current month’s operating bank statement and account reconciliation for the operating accounts must be included in the monthly reporting package. Bank statements will end on the 20th of each month. Each bank account must have its own reconciliation.

GROUND LEASE AGREEMENT Between ST. MARY’S HEALTH SYSTEM, INC., as Landlord, and EMORY DEVELOPMENT PARTNERS, LLC as Tenant December 12th, 2007
Ground Lease Agreement • August 29th, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts • Tennessee

THIS GROUND LEASE (this “Lease”) is made as of the 12th day of December, 2007, by and between ST. MARY’S HEALTH SYSTEM, INC., a Tennessee nonprofit corporation, (“Landlord”), and EMORY DEVELOPMENT PARTNERS, LLC, a Tennessee limited liability company (“Tenant”), who hereby mutually covenant and agree as follows:

MANAGEMENT SERVICES AGREEMENT by and between PROVISION LIVING, LLC (Manager) and WEBSTER CITY IA ASSISTED LIVING TENANT, LLC (Tenant) Webster City, Iowa August 31, 2012
Management Services Agreement • September 7th, 2012 • CNL Healthcare Trust, Inc. • Real estate investment trusts • Iowa

THIS MANAGEMENT SERVICES AGREEMENT (“Agreement”), is made as of the 31st day of August, 2012 by and between WEBSTER CITY ASSISTED LIVING TENANT, LLC, a Delaware limited liability company (“Tenant”) and PROVISION LIVING, LLC, a Missouri limited liability company (“Manager”).

ESCROW AGREEMENT
Escrow Agreement • June 10th, 2011 • CNL Properties Trust, Inc. • Real estate investment trusts • Maryland

THIS ESCROW AGREEMENT (the “Agreement”) is dated as of the 8th day of June 2011 by and among CNL Properties Trust, Inc., a Maryland corporation (the “Company”), UMB Bank, N.A. (the “Escrow Agent”) and CNL Securities Corp. (the “Managing Dealer”). This Agreement shall be effective as of the effective date of the Company’s registration statement filed with the Securities and Exchange Commission containing the Prospectus (as defined below) (the “Effective Date”).

GROUND LEASE 9110 North Second Street Phoenix, Arizona 85020 (NMMP Parcel) JOHN C. LINCOLN HEALTH NETWORK, an Arizona non-profit corporation Landlord MMIC JCL MOB, LLC, a Delaware limited liability company Tenant February 29, 2008
Ground Lease • August 23rd, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts • Arizona

THIS GROUND LEASE is executed to be effective as of the date set forth on the cover page, by and between JOHN C. LINCOLN HEALTH NETWORK, an Arizona non-profit corporation, as the “Landlord”, and MMIC JCL MOB, LLC, a Delaware limited liability company, as the “Tenant”.

OPERATIONS TRANSFER AGREEMENT
Operations Transfer Agreement • April 29th, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts • Arkansas

THIS OPERATIONS TRANSFER AGREEMENT (the “OTA Agreement”) is made and entered into on April 23, 2013 (the “Execution Date”), to be effective as of the Closing Date under the Purchase Agreement (as defined herein) (the “Effective Date”), by and among BHC PROPERTIES, LLC, an Arkansas limited liability company (“BHC”), WHC PROPERTIES, LLC, an Arkansas limited liability company (“WHC”), SHC PROPERTIES, LLC, an Arkansas limited liability company (“SHC”), NHC PROPERTIES, LLC, an Arkansas limited liability company (“NHC”), MHC PROPERTIES, LLC, an Arkansas limited liability company (“MHC”), JHC PROPERTIES, LLC, an Arkansas limited liability company (“JHC”), LVRC PROPERTIES, LLC, an Arkansas limited liability company (“LVRC”; BHC, WHC, SHC, NHC, MHC, JHC and LVRC are each individually referred to as a “Seller” and, collectively, as the “Sellers”), BATESVILLE HEALTHCARE CENTER, LLC, an Arkansas limited liability company (“Batesville Operator”); WEST MEMPHIS HEALTHCARE CENTER, LLC, an Arkansas lim

CREDIT AGREEMENT DATED AS OF AUGUST 30, 2013 CHP CALVERT MOB OWNER, LLC, CHP MEDICAL ARTS MOB OWNER, LLC, CHP DUNKIRK MOB OWNER, LLC, CHP SOLOMONS ISLAND MOB OWNER, LLC, and REGIONS BANK
Credit Agreement • September 6th, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts • Alabama

THIS CREDIT AGREEMENT is dated as of August 30, 2013, among CHP CALVERT MOB OWNER, LLC, a Delaware limited liability company (“Calvert Borrower”), CHP MEDICAL ARTS MOB OWNER, LLC, a Delaware limited liability company (“Medical Arts Center Borrower”), CHP DUNKIRK MOB OWNER, LLC, a Delaware limited liability company (“Dunkirk Borrower”), CHP SOLOMONS ISLAND MOB OWNER, LLC, a Delaware limited liability company (“Solomons Island Borrower”) (Calvert Borrower, Medical Arts Center Borrower, Dunkirk Borrower and Solomons Island Borrower sometimes hereinafter referred to collectively as the “Borrowers” and each singularly as a “Borrower”), and REGIONS BANK, an Alabama banking corporation (the “Bank”). Capitalized terms used herein shall have the meanings ascribed thereto in Section 1.1 of this Agreement.

CHP LEAWOOD KS MOB OWNER, LLC, as mortgagor (Borrower) to THE PRUDENTIAL INSURANCE COMPANY OF AMERICA, as mortgagee (Lender) MORTGAGE AND SECURITY AGREEMENT (Doctors Specialty Hospital – First)
Mortgage and Security Agreement • August 23rd, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts • Kansas

THIS MORTGAGE AND SECURITY AGREEMENT (this “Instrument”) is made as of the 16th day of August, 2013, by CHP LEAWOOD KS MOB OWNER, LLC, a Delaware limited liability company, having its principal office and place of business at c/o CNL Healthcare Properties, Inc., 450 South Orange Avenue, Orlando, Florida 32801, as mortgagor (“Borrower”), to THE PRUDENTIAL INSURANCE COMPANY OF AMERICA, a New Jersey corporation, having an office at c/o Prudential Asset Resources, Inc., 2100 Ross Avenue, Suite 2500, Dallas, Texas 75201, Attention: Asset Management Department; Reference Loan No. 706109202, as mortgagee (“Lender”).

SECURED LOAN AGREEMENT for a loan in the aggregate amount of MADE BY AND AMONG CHP BATESVILLE HEALTHCARE OWNER, LLC, CHP BROADWAY HEALTHCARE OWNER, LLC, CHP JONESBORO HEALTHCARE OWNER, LLC, CHP MAGNOLIA HEALTHCARE OWNER, LLC, CHP MINE CREEK HEALTHCARE...
Secured Loan Agreement • June 6th, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts • Ohio

THIS SECURED LOAN AGREEMENT (“Agreement”) is made as of May 31, 2013, by and among Borrowers, KEYBANK NATIONAL ASSOCIATION, a national banking association, its successors and/or assigns, as administrative agent (referred to in such capacity as “Agent” in this Agreement), and the lending institutions a party hereto from time to time (Agent, as a lender, and each such other lending institution, and their respective successors and assigns, referred to individually a “Lender” and collectively, as the “Lenders”).

PROPERTY MANAGEMENT AND LEASING AGREEMENT
Property Management and Leasing Agreement • August 23rd, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts

THIS AGREEMENT (this “Agreement”) is made as of the 16th day of August, 2013 (the “Effective Date”), by and between CHP LINCOLN PLAZA AZ MOB OWNER, LLC, a Delaware limited liability company (“Owner”), and HOLLADAY PROPERTY SERVICES MIDWEST, INC., an Indiana corporation doing business as Holladay Property Services (“Manager”).

THIS SECURITY INSTRUMENT WAS PREPARED BY, AND UPON RECORDING SHOULD BE RETURNED TO: Gail Livingston Mills Burr & Forman LLP
Deed to Secure Debt and Security Agreement • December 20th, 2012 • CNL Healthcare Trust, Inc. • Real estate investment trusts • Georgia
PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • August 27th, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts • Washington

THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is entered into effective as of August 21, 2013 (the “Effective Date”), by and between VANCOUVER BRIDGEWOOD, LLC, an Oregon limited liability company (“Seller”), and CHP PARTNERS, LP, a Delaware limited partnership (“Purchaser”).

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