DEALER MANAGER AGREEMENTDealer Manager Agreement • October 23rd, 2015 • Griffin-American Healthcare REIT 4, Inc. • Real estate investment trusts • California
Contract Type FiledOctober 23rd, 2015 Company Industry JurisdictionGriffin-American Healthcare REIT 4, Inc., a Maryland corporation (the “Company”), is registering for public sale a maximum of up to $3.15 billion in shares (the “Shares”) of its common stock (the “Offering”), consisting of (a) up to $3.00 billion in shares of Class T common stock, $0.01 par value per share, in the primary offering at an initial price of $10.00 per share (subject in certain circumstances to discounts based upon the volume of shares purchased and for certain categories of purchasers), and (b) up to $150 million in Shares pursuant to the Company’s distribution reinvestment plan at a purchase price of 95.0% of the primary offering price per share, or $9.50 per Share assuming a $10.00 per Share primary offering price, all upon the other terms and subject to the conditions set forth in the Prospectus (as defined in Section 1.1, below). The Company has reserved the right to reallocate the Shares offered between the primary offering and the distribution reinvestment plan. The
FORM OF ADVISORY AGREEMENTAdvisory Agreement • October 23rd, 2015 • Griffin-American Healthcare REIT 4, Inc. • Real estate investment trusts • Maryland
Contract Type FiledOctober 23rd, 2015 Company Industry JurisdictionTHIS ADVISORY AGREEMENT (this “Agreement”), dated as of _____________, 201[*] (the “Effective Date”) is by and among GRIFFIN-AMERICAN HEALTHCARE REIT 4, INC., a Maryland corporation (the “Company”), GRIFFIN-AMERICAN HEALTHCARE REIT 4 HOLDINGS, LP, a Delaware limited partnership (the “Partnership”) and GRIFFIN-AMERICAN HEALTHCARE REIT 4 ADVISOR, LLC, a Delaware limited liability company (the “Advisor”).
Form of Amended and Restated Agreement of Limited Partnership of Griffin- American Healthcare REIT 4 Holdings, LP (a Delaware limited partnership) Dated _______________, 2015Agreement of Limited Partnership • October 23rd, 2015 • Griffin-American Healthcare REIT 4, Inc. • Real estate investment trusts • Delaware
Contract Type FiledOctober 23rd, 2015 Company Industry JurisdictionThis Amended and Restated Agreement of Limited Partnership of Griffin-American Healthcare REIT 4 Holdings, LP (this “Agreement”), dated as of ______________, 2015, is entered into by and among Griffin-American Healthcare REIT 4, Inc., a Maryland corporation, as general partner (the “General Partner”), and those Persons who have executed this Agreement or a counterpart hereof, or who become parties hereto pursuant to the terms of this Agreement.
FORM OF ESCROW AGREEMENTEscrow Agreement • October 23rd, 2015 • Griffin-American Healthcare REIT 4, Inc. • Real estate investment trusts • California
Contract Type FiledOctober 23rd, 2015 Company Industry JurisdictionGRIFFIN-AMERICAN HEALTHCARE REIT 4, INC., a Maryland corporation (the “Company”), will issue in a public offering (the “Offering”) shares of its common stock, consisting entirely of Class T common stock, par value $0.01 per share (the “Stock”) pursuant to a registration statement on Form S-11 filed by the Company with the Securities and Exchange Commission. GRIFFIN CAPITAL SECURITIES, INC., a California corporation (the “Dealer Manager”), will act as dealer manager for the offering of the Stock. The Company is entering into this Escrow Agreement (the “Agreement”) to set forth the terms on which UMB Bank, N.A. (the “Escrow Agent”) will, except as otherwise provided herein, hold and disburse the proceeds from subscriptions for the purchase of the Stock in the Offering until such time as (i) in the case of subscriptions received from both affiliates and nonaffiliates of the Company, other than from residents of Washington and Pennsylvania, the Company has received subscriptions for Stock