0001193125-16-431175 Sample Contracts

FORM OF ADVISORY AGREEMENT
Form of Advisory Agreement • January 15th, 2016 • CNL Healthcare Properties II, Inc. • Real estate investment trusts • Florida

THIS ADVISORY AGREEMENT, dated as of ________________, 2016, is by and among CNL Healthcare Properties II, Inc., a corporation organized under the laws of the State of Maryland (the “Company”), CHP II Partners, LP, a limited partnership organized under the laws of the State of Delaware (the “Operating Partnership”), and CHP II Advisors, LLC, a limited liability company organized under the laws of the State of Delaware (the “Advisor”).

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FORM OF DEALER MANAGER AGREEMENT CNL HEALTHCARE PROPERTIES II, INC.
Dealer Manager Agreement • January 15th, 2016 • CNL Healthcare Properties II, Inc. • Real estate investment trusts • Florida

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

FORM OF PARTICIPATING BROKER AGREEMENT CNL HEALTHCARE PROPERTIES II, INC.
Broker Agreement • January 15th, 2016 • CNL Healthcare Properties II, 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 “Dealer Manager”), and a (the “Broker”).

Form of Expense Support and Restricted Stock Agreement
Restricted Stock Agreement • January 15th, 2016 • CNL Healthcare Properties II, Inc. • Real estate investment trusts • Florida

This Expense Support and Restricted Stock Agreement (this “Agreement”), is made effective as of [ ], 2016 (the “Commencement Date”) by and among CNL Healthcare Properties II, Inc. (the “Company”) and CHP II Advisors, LLC (the “Advisor”).

FORM OF INDEMNIFICATION AGREEMENT
Form of Indemnification Agreement • January 15th, 2016 • CNL Healthcare Properties II, Inc. • Real estate investment trusts • Maryland

THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of the day of , 2015, by and among CNL Healthcare Properties II, Inc., a Maryland corporation (the “Company”) and [insert name], a director and/or officer of the Company (the “Indemnitee”).

FORM OF SERVICE AGREEMENT
Form of Service Agreement • January 15th, 2016 • CNL Healthcare Properties II, Inc. • Real estate investment trusts • Florida

THIS SERVICE AGREEMENT (“Agreement”) is made and entered into as of the [__] day of [__], 2016 (the “Effective Date”), by and between CNL Capital Markets Corp. (“CCM”), and CNL Healthcare Properties II, Inc. (the “Issuer”).

FORM OF ESCROW AGREEMENT
Form of Escrow Agreement • January 15th, 2016 • CNL Healthcare Properties II, Inc. • Real estate investment trusts • Missouri

THIS ESCROW AGREEMENT (this “Agreement”) is made and entered into as of this day of , 2016 by and among CNL Securities Corp., a Florida corporation (the “Dealer Manager”), CNL Healthcare Properties II, Inc., a Maryland corporation (the “Company”), and UMB Bank, N.A., as escrow agent, a national banking association organized and existing under the laws of the United States of America (the “Escrow Agent”).

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