CREDIT AGREEMENT DATED AS OF JULY 10, 2013 CHP KNOXVILLE PLAZA A MOB OWNER, LLC, CHP KNOXVILLE PLAZA B MOB OWNER, LLC, CHP CENTRAL WING ANNEX MOB OWNER, LLC, CHP JEFFERSON COMMONS CONDO MOB OWNER, LLC, and REGIONS BANKCredit Agreement • July 16th, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts • Alabama
THIS CREDIT AGREEMENT is dated as of July 10, 2013, among CHP KNOXVILLE PLAZA A MOB OWNER, LLC, a Delaware limited liability company (“Plaza A Borrower”), CHP KNOXVILLE PLAZA B MOB OWNER, LLC, a Delaware limited liability company (“Plaza B Borrower”), CHP CENTRAL WING ANNEX MOB OWNER, LLC, a Delaware limited liability company (“Central Wing Annex Borrower”), CHP JEFFERSON COMMONS CONDO MOB OWNER, LLC, a Delaware limited liability company (“Jefferson Commons Borrower”) (Plaza A Borrower, Plaza B Borrower, Central Wing Annex Borrower and Jefferson Commons 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.
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • July 16th, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts
THIS RIGHT OF FIRST OFFER AGREEMENT (this “Agreement”), is made as of the 10th day of July, 2013, by and between N.T. BRINKMAN, INC., a Virginia corporation (“Offeror”), and CHP PARTNERS, LP, a Delaware limited partnership (“Offeree”).
SIXTH AMENDMENT TO AGREEMENT OF SALE AND PURCHASEAgreement of Sale and Purchase • July 16th, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts
This Sixth Amendment to Agreement of Sale and Purchase (the “Amendment”) is entered into as of the 3 day of July, 2013, by and between JEFFERSON EQUITY PARTNERS, LLC, a Tennessee limited liability company (“JEP”), OAK HILL PARTNERS, LLC, a Tennessee limited liability company (“OHP”), KNOXVILLE EQUITY PARTNERS, LLC, a Tennessee limited liability company (“KEP”), and EMORY DEVELOPMENT PARTNERS, LLC, a Tennessee limited liability company, (“EDP”; JEP, OHP, KEP and EDP being each referred to as a “Seller” and collectively as the “Sellers”), and CHP PARTNERS, LP a Delaware limited partnership (“Purchaser”). Sellers and Purchaser are sometimes collectively referred to herein as the “Parties”.
FIFTH AMENDMENT TO AGREEMENT OF SALE AND PURCHASEAgreement of Sale and Purchase • July 16th, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts
This Fifth Amendment to Agreement of Sale and Purchase (the “Amendment”) is entered into as of the 1st day of July, 2013, by and between JEFFERSON EQUITY PARTNERS, LLC, a Tennessee limited liability company (“JEP”), OAK HILL PARTNERS, LLC, a Tennessee limited liability company (“OHP”), KNOXVILLE EQUITY PARTNERS, LLC, a Tennessee limited liability company (“KEP”), and EMORY DEVELOPMENT PARTNERS, LLC, a Tennessee limited liability company, (“EDP”; JEP, OHP, KEP and EDP being each referred to as a “Seller” and collectively as the “Sellers”), and CHP PARTNERS, LP a Delaware limited partnership (“Purchaser”). Sellers and Purchaser are sometimes collectively referred to herein as the “Parties”.
ASSIGNMENT AND ASSUMPTION OF AGREEMENT OF SALE AND PURCHASEAssignment and Assumption of Agreement of Sale and Purchase • July 16th, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts
THIS ASSIGNMENT AND ASSUMPTION OF AGREEMENT OF SALE AND PURCHASE (this “Assignment”) made as of this 10th day of July, 2013 by and between CHP PARTNERS, LP, a Delaware limited partnership (“Assignor”), and (i) CHP KNOXVILLE PLAZA A MOB OWNER, LLC, a Delaware limited liability company (the “Plaza A Assignee”), (ii) CHP KNOXVILLE PLAZA B MOB OWNER, LLC, a Delaware limited liability company (the “Plaza B Assignee”), (iii) CHP CENTRAL WING ANNEX MOB OWNER, LLC, a Delaware limited liability company (the “Central Wing Assignee”), and (iv) CHP JEFFERSON COMMONS CONDO MOB OWNER, LLC, a Delaware limited liability company (the “Jefferson Assignee”, and together with Plaza A Assignee, Plaza B Assignee, Central Wing Assignee, collectively the “Assignees”).
PROPERTY MANAGEMENT AGREEMENT BETWEEN HEALTHCARE EQUITY PARTNERS, LLC AND CHP KNOXVILLE PLAZA A MOB OWNER, LLC Medical Plaza A 7557A Dannaher Drive, Powell, TN 37489Property Management Agreement • July 16th, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts
THIS AGREEMENT (herein after referred to as “Agreement”) is effective as of the Effective Date by and between the Owner and the Manager.
SECOND AMENDMENT TO AGREEMENT OF SALE AND PURCHASEAgreement of Sale and Purchase • July 16th, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts
This Second Amendment to Agreement of Sale and Purchase (the “Amendment”) is entered into as of the 10th day of May, 2013, by and between JEFFERSON EQUITY PARTNERS, LLC, a Tennessee limited liability company (“JEP”), OAK HILL PARTNERS, LLC, a Tennessee limited liability company (“OHP”), KNOXVILLE EQUITY PARTNERS, LLC, a Tennessee limited liability company (“KEP”), and EMORY DEVELOPMENT PARTNERS, LLC, a Tennessee limited liability company, (“EDP”; JEP, OHP, KEP and EDP being each referred to as a “Seller” and collectively as the “Sellers”), and CHP PARTNERS, LP a Delaware limited partnership (“Purchaser”). Sellers and Purchaser are sometimes collectively referred to herein as the “Parties”.
FOURTH AMENDMENT TO AGREEMENT OF SALE AND PURCHASEAgreement of Sale and Purchase • July 16th, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts
This Fourth Amendment to Agreement of Sale and Purchase (the “Amendment”) is entered into as of the 15th day of May, 2013, by and between JEFFERSON EQUITY PARTNERS, LLC, a Tennessee limited liability company (“JEP”), OAK HILL PARTNERS, LLC, a Tennessee limited liability company (“OHP”), KNOXVILLE EQUITY PARTNERS, LLC, a Tennessee limited liability company (“KEP”), and EMORY DEVELOPMENT PARTNERS, LLC, a Tennessee limited liability company, (“EDP”; JEP, OHP, KEP and EDP being each referred to as a “Seller” and collectively as the “Sellers”), and CHP PARTNERS, LP a Delaware limited partnership (“Purchaser”). Sellers and Purchaser are sometimes collectively referred to herein as the “Parties”.
NON-SOLICITATION AGREEMENTNon-Solicitation Agreement • July 16th, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts
THIS NON-SOLICITATION AGREEMENT (this “Agreement”), is made as of the 10th day of July, 2013, by and between N.T. BRINKMAN, INC., a Virginia corporation (“Brinkman”), and CHP PARTNERS, LP, a Delaware limited partnership (“CHP”).
THIRD AMENDMENT TO AGREEMENT OF SALE AND PURCHASEAgreement of Sale and Purchase • July 16th, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts
This Third Amendment to Agreement of Sale and Purchase (the “Third Amendment”) is entered into as of the 13 day of May, 2013, by and between JEFFERSON EQUITY PARTNERS, LLC, a Tennessee limited liability company (“JEP”), OAK HILL PARTNERS, LLC, a Tennessee limited liability company (“OHP”), KNOXVILLE EQUITY PARTNERS, LLC, a Tennessee limited liability company (“KEP”), and EMORY DEVELOPMENT PARTNERS, LLC, a Tennessee limited liability company, (“EDP”; JEP, OHP, KEP and EDP being each referred to as a “Seller” and collectively as the “Sellers”), and CHP PARTNERS, LP, a Delaware limited partnership (“Purchaser”). Sellers and Purchaser are sometimes collectively referred to herein as the “Parties”.
FIRST AMENDMENT TO AGREEMENT OF SALE AND PURCHASEAgreement of Sale and Purchase • July 16th, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts
This First Amendment to Agreement of Sale and Purchase (the “Amendment”) is entered into as of the 30th day of April, 2013, by and between JEFFERSON EQUITY PARTNERS, LLC, a Tennessee limited liability company (“JEP”), OAK HILL PARTNERS, LLC, a Tennessee limited liability company (“OHP”), KNOXVILLE EQUITY PARTNERS, LLC, a Tennessee limited liability company (“KEP”), and EMORY DEVELOPMENT PARTNERS, LLC, a Tennessee limited liability company, (“EDP”; JEP, OHP, KEP and EDP being each referred to as a “Seller” and collectively as the “Sellers”), and CHP PARTNERS, LP a Delaware limited partnership (“Purchaser”). Sellers and Purchaser are sometimes collectively referred to herein as the “Parties”.
