AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN REALTY CAPITAL HEALTHCARE TRUST III OPERATING PARTNERSHIP, L.P. Date as of [●], 2014Limited Partnership Agreement • August 11th, 2014 • American Realty Capital Healthcare Trust III, Inc. • Real estate investment trusts • Delaware
THIS AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN REALTY CAPITAL HEALTHCARE TRUST III OPERATING PARTNERSHIP, L.P. (this “Agreement”) dated as of [●], 2014, is entered into among AMERICAN REALTY CAPITAL HEALTHCARE TRUST III, INC., a Maryland corporation, as general partner (the “General Partner”), AMERICAN REALTY CAPITAL HEALTHCARE III ADVISORS, LLC, a Delaware limited liability company, as Limited Partner (the “Initial Limited Partner”), and the Limited Partners party hereto from time to time.
FORM OF EXCLUSIVE DEALER MANAGER AGREEMENT AMERICAN REALTY CAPITAL HEALTHCARE TRUST III, INC. UP TO 151,315,789 SHARES OF COMMON STOCKExclusive Dealer Manager Agreement • August 11th, 2014 • American Realty Capital Healthcare Trust III, Inc. • Real estate investment trusts • New York
FORM OF ADVISORY AGREEMENT BY AND AMONG AMERICAN REALTY CAPITAL HEALTHCARE TRUST III, INC., AMERICAN REALTY CAPITAL HEALTHCARE TRUST III OPERATING PARTNERSHIP, L.P., AMERICAN REALTY CAPITAL HEALTHCARE III ADVISORS, LLC Dated as of [___________], 2014...Advisory Agreement • August 11th, 2014 • American Realty Capital Healthcare Trust III, Inc. • Real estate investment trusts • New York
THIS ADVISORY AGREEMENT (this “Agreement”) dated as of [__________], 2014, is entered into among American Realty Capital Healthcare Trust III, Inc., a Maryland corporation (the “Company”), American Realty Capital Healthcare III Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”) and American Realty Capital Healthcare III Advisors, LLC, a Delaware limited liability company (the “Advisor”).
AMERICAN REALTY CAPITAL HEALTHCARE TRUST III, INC. FORM OF SOLICITING DEALER AGREEMENTSoliciting Dealer Agreement • August 11th, 2014 • American Realty Capital Healthcare Trust III, Inc. • Real estate investment trusts
Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2014 (the “Dealer Manager Agreement”), with American Realty Capital Healthcare Trust III, Inc., a Maryland corporation (the “Company”) and American Realty Capital Healthcare III Advisors, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of (i) up to 125,000,000 shares of the Company's common stock, $0.01 par value per share (“Common Stock”) offered to the public in the primary offering (the “Primary Shares”), and (ii) up to 26,315,789 shares of Common Stock offered pursuant to the Company's distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Company has reserved the right to reallocate the Shares between Primary Shares
FORM OF SUBSCRIPTION ESCROW AGREEMENTSubscription Escrow Agreement • August 11th, 2014 • American Realty Capital Healthcare Trust III, Inc. • Real estate investment trusts • New York
THIS SUBSCRIPTION ESCROW AGREEMENT dated as of [●], 2014 (this “Agreement”), is entered into among Realty Capital Securities, LLC (the “Dealer Manager”), American Realty Capital Healthcare Trust III, Inc. (the “Company”) and UMB Bank, N.A., as escrow agent (the “Escrow Agent”).
FORM OF PROPERTY MANAGEMENT AND LEASING AGREEMENTProperty Management & Leasing Agreement • August 11th, 2014 • American Realty Capital Healthcare Trust III, Inc. • Real estate investment trusts • New York
This property management and leasing agreement (this “Management Agreement”), is dated as of [●], 2014 and effective as of the Effective Date (as defined below), by and among AMERICAN REALTY CAPITAL HEALTHCARE TRUST III, INC., a Maryland corporation (the “Company”), AMERICAN REALTY CAPITAL HEALTHCARE III OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (the “OP”), and AMERICAN REALTY CAPITAL HEALTHCARE III PROPERTIES, LLC, a Delaware limited liability company (the “Manager”).
