EXCLUSIVE DEALER MANAGER AGREEMENT AMERICAN REALTY CAPITAL HEALTHCARE TRUST III, INC. UP TO 151,315,789 SHARES OF COMMON STOCK August 20, 2014Exclusive Dealer Manager Agreement • November 14th, 2014 • American Realty Capital Healthcare Trust III, Inc. • Real estate investment trusts • New York
American Realty Capital Healthcare Trust III, Inc. (the “Company”) is a Maryland corporation that intends to elect to be taxed as a real estate investment trust (a “REIT”) for federal income tax purposes commencing with the taxable year ending December 31, 2014, or the first year during which the Company begins material operations. The Company proposes to offer (a) up to 125,000,000 shares (the “Primary Shares”) of its common stock, $0.01 par value per share (“Common Stock”), in the primary offering (the “Primary Offering”), and (b) up to 26,315,789 shares of its Common Stock (the “DRP Shares” and, together with the Primary Shares, the “Shares”), for issuance through the Company’s distribution reinvestment plan (the “DRP” and together with the Primary Offering, the “Offering”) (subject to the right of the Company to reallocate such Shares between the Primary Offering and the DRP), all upon the other terms and subject to the conditions set forth in the Prospectus (as defined in Section
ADVISORY AGREEMENTAdvisory Agreement • November 14th, 2014 • American Realty Capital Healthcare Trust III, Inc. • Real estate investment trusts • New York
THIS ADVISORY AGREEMENT (this “Agreement”) dated as of August 20, 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”).
FORM OF PROPERTY MANAGEMENT AND LEASING AGREEMENTManagement and Leasing Agreement • November 14th, 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 August 20, 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”).
AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN REALTY CAPITAL HEALTHCARE TRUST III OPERATING PARTNERSHIP, L.P. Date as of August 20, 2014Agreement • November 14th, 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 August 20, 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”), AMERICAN REALTY CAPITAL HEALTHCARE III SPECIAL LIMITED PARTNERSHIP, LLC, a Delaware limited liability company, as Special Limited Partner (the “Special Limited Partner”), and the Limited Partners party hereto from time to time.
ESCROW AGREEMENTEscrow Agreement • November 14th, 2014 • American Realty Capital Healthcare Trust III, Inc. • Real estate investment trusts • New York
THIS SUBSCRIPTION ESCROW AGREEMENT dated as of August 20, 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”).
