CNL Growth Properties, Inc. Sample Contracts

CNL Growth Properties, Inc. – CNL GROWTH PROPERTIES, INC. Data as of October 18, 2017 (October 18th, 2017)

CNL Growth Properties, Inc. (the “REIT”) is a non-traded real estate investment trust that invested in 18 properties, 17 of which were Class A multifamily development projects primarily located in the mid-Atlantic and Sun Belt regions of the United States. The REIT’s multifamily development properties were typically owned through a joint venture and co-invested with an affiliate of a national or regional multifamily developer. These investments were structured such that the REIT served as the managing member and owned a majority interest in the joint venture. In September 2015, the REIT engaged CBRE Capital Advisors, Inc. (“CBRE Cap”), a leading global investment banking and advisory firm, to assist in evaluating various strategic alternatives to provide liquidity to stockholders. On August 4, 2016, the REIT held its 2016 Annual Meeting of Stockholders. The stockholders voted on and approved a plan of liquidation and dissolution of the REIT, including the sale of all of the REIT’s asse

CNL Growth Properties, Inc. – PURCHASE AND SALE AGREEMENT between GGT SPRING TOWN TX, LLC, a Delaware limited liability company as Seller and ABBEY RESIDENTIAL, LLC, an Alabama limited liability company as Purchaser as of May 23, 2017 (August 4th, 2017)
CNL Growth Properties, Inc. – SALE OF THE RESIDENCES AT HAYWOOD APARTMENTS 826 OLD AIRPORT ROAD GREENVILLE, SC PURCHASE AND SALE AGREEMENT (August 4th, 2017)

This PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered into as of the date set forth on the cover page hereof (the “Effective Date”), by and between GGT DANIEL SC VENTURE, LLC, a Delaware limited liability company (“Seller”), and MSP RE HOLDINGS, LLC, a Delaware limited liability company (“Purchaser”).

CNL Growth Properties, Inc. – AGREEMENT OF SALE AND PURCHASE OF MEMBERSHIP INTEREST (August 4th, 2017)

THIS AGREEMENT OF SALE AND PURCHASE OF MEMBERSHIP INTEREST (this “Agreement”) is made as of June 9, 2017 (“Effective Date”), by and between GGT HAMPTON ROADS VA HOLDINGS, LLC, a Delaware limited liability company (“GGT”) and BAINBRIDGE PRICES FORK MEMBER, LLC, a Florida limited liability company (“Bainbridge”, and together with GGT, the “Seller”), and AMZAK PRICES FORK HOLDINGS, LLC, a Florida limited liability company (“Buyer”).

CNL Growth Properties, Inc. – PURCHASE AND SALE AGREEMENT (August 4th, 2017)

This Purchase and Sale Agreement (this "Agreement"), dated as of May 19, 2017, is between BES ACQUISITIONS, LLC, an Illinois limited liability company ("Buyer"), and GGT TRG RIM TX, LLC, a Delaware limited liability company ("Seller").

CNL Growth Properties, Inc. – FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (August 4th, 2017)

THIS FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (this "Amendment") is made as of June 12, 2017, between BES ACQUISITIONS, LLC, an Illinois limited liability company ("Buyer"), and GGT TRG RIM TX, LLC, a Delaware limited liability company ("Seller").

CNL Growth Properties, Inc. – SALE OF AURA ON BROADWAY APARTMENTS 1221 EAST BROADWAY ROAD TEMPE, ARIZONA PURCHASE AND SALE AGREEMENT (August 4th, 2017)

This PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered into as of the date set forth on the cover page hereof (the “Effective Date”), by and between GGT TRG BROADWAY AZ, LLC, a Delaware limited liability company (“Seller”), and DEDICATED BROADWAY TEMPE, LP, a Delaware limited partnership (“Purchaser”).

CNL Growth Properties, Inc. – AGREEMENT OF PURCHASE AND SALE (August 4th, 2017)

THIS AGREEMENT OF PURCHASE AND SALE (the “Agreement”) is by and between GGT AHC FAIRFIELD TX, LLC, a Delaware limited liability company (hereinafter called the “Seller”), and ILAN INVESTMENTS, LLC, a Texas limited liability company (hereinafter called the “Purchaser”).

CNL Growth Properties, Inc. – PURCHASE AND SALE AGREEMENT (May 9th, 2017)

THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered into as of January 18, 2017 (the “Effective Date”), by and between the HOWARD COUNTY HOUSING     COMMISSION, a public body corporate and politic and housing authority of the State of Maryland (“Purchaser”), and GGT OXFORD VENTURE MD, LLC, a Delaware limited liability company (“Seller”).

CNL Growth Properties, Inc. – Contract (January 30th, 2017)

Welcome to the CNL Growth Properties valuation conference call. On the call today will be John Starr, Chief Portfolio Officer and John McRae, Chief Investment Officer. Scott Hall, Senior Vice President of Operations, is also on the call with us. Statements made during this call will include forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements about financial guidance, business strategies, market potential and future financial performance. Such forward-looking statements are subject to numerous assumptions, uncertainties, and known or unknown risks, which could cause actual results to differ materially from the expectations and assumptions discussed here today. Listeners are cautioned that these forward-looking statements are neither promises nor guarantees and are only made as of the date of this call. The Company undertakes no obligation to update or revise the information provided on this call as a result of new i

CNL Growth Properties, Inc. – FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (November 10th, 2016)

THIS FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (the “Amendment”) is made and entered into this 19th day of September, 2016, (the “First Amendment Effective Date”), by and between GGT LMI CITY WALK GA, LLC, a Delaware limited liability company (“Seller”), and BLUEROCK REAL ESTATE, LLC, a Delaware limited liability company (“Purchaser”).

CNL Growth Properties, Inc. – SALE OF ROSWELL CITY WALK APARTMENTS 3000 FORREST WALK, ROSWELL, GEORGIA 30075 PURCHASE AND SALE AGREEMENT (November 10th, 2016)
CNL Growth Properties, Inc. – SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT (ROSWELL CITY WALK) (November 10th, 2016)

This SECOND AMENDMENT TO PURCHASE AND SALE AGREEMENT (this “Second Amendment”) is made and entered into as of September 30, 2016 (“Second Amendment Effective Date”), by and between GGT LMI CITY WALK GA, LLC, a Delaware limited liability company (“Seller”) and BLUEROCK REAL ESTATE, LLC, a Delaware limited liability company (“Purchaser”).

CNL Growth Properties, Inc. – SALE OF AURA GRAND APARTMENTS 22101 GRAND CORNER DRIVE, KATY, TEXAS PURCHASE AND SALE AGREEMENT (November 10th, 2016)
CNL Growth Properties, Inc. – THIRD AMENDMENT TO PURCHASE AND SALE AGREEMENT (November 10th, 2016)

THIS THIRD AMENDMENT TO PURCHASE AND SALE AGREEMENT (the “Amendment”) is made and entered into this 3rd day of November, 2016, (the “Third Amendment Effective Date”), by and between GGT LMI CITY WALK GA, LLC, a Delaware limited liability company (“Seller”), and BLUEROCK REAL ESTATE, LLC, a Delaware limited liability company (“Purchaser”).

CNL Growth Properties, Inc. – SALE OF WHITEHALL PARC APARTMENTS 8024 WHITEHALL EXECUTIVE CENTER DR. CHARLOTTE, NC PURCHASE AND SALE AGREEMENT (August 8th, 2016)
CNL Growth Properties, Inc. – SALE OF AURA GRAND APARTMENTS 22101 GRAND CORNER DRIVE, KATY, TEXAS PURCHASE AND SALE AGREEMENT (August 8th, 2016)
CNL Growth Properties, Inc. – AGREEMENT OF SALE AND PURCHASE (August 8th, 2016)

THIS AGREEMENT OF SALE AND PURCHASE (this “Agreement”) is made as of June 15, 2016 ("Effective Date"), by and between GGT PATTERSON PLACE NC VENTURE, LLC, a Delaware limited liability company (“Seller”), and PATTERSON MULTIFAMILY DURHAM, LP, a Delaware limited partnership (“Buyer”).

CNL Growth Properties, Inc. – SALE OF AURA CASTLE HILLS APARTMENTS 5500 STATE HIGHWAY 121 LEWISVILLE, TEXAS PURCHASE AND SALE AGREEMENT (August 8th, 2016)
CNL Growth Properties, Inc. – FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (August 8th, 2016)

THIS FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (this "Amendment") is made as of July 14, 2016, between and between GGT TRG GRAND LAKES TX, LLC, a Delaware limited liability company ("Seller"), and LLOYD JONES CAPITAL LLC, a Florida limited liability company ("Purchaser").

CNL Growth Properties, Inc. – Contract (January 29th, 2016)

Welcome to the CNL Growth Properties valuation conference call. On the call today will be Scott Hall, Senior Vice President of Operations, and John Starr, Chief Portfolio Officer. Statements made during this call will include forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements about financial guidance, business strategies, market potential and future financial performance. Such forward-looking statements are subject to numerous assumptions, uncertainties, and known or unknown risks, which could cause actual results to differ materially from the expectations and assumptions discussed here today. Listeners are cautioned that these forward-looking statements are neither promises nor guarantees and are only made as of the date of this call. The Company undertakes no obligation to update or revise the information provided on this call as a result of new information or future results or developments, except as required b

CNL Growth Properties, Inc. – SALE OF CRESCENT COOL SPRINGS APARTMENTS 200 RESOURCE PARKWAY FRANKLIN, TENNESSEE PURCHASE AND SALE AGREEMENT BETWEEN GGT CRESCENT COOL SPRINGS TN VENTURE, LLC, AS SELLER AND SHLP ACQUISITION, LLC, AS PURCHASER EFFECTIVE DATE: SEPTEMBER 21, 2015 (December 14th, 2015)

This PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered into as of the date set forth on the cover page hereof (the “Effective Date”), by and between GGT CRESCENT COOL SPRINGS TN VENTURE, LLC, a Delaware limited liability company (“Seller”), and SHLP ACQUISITION, LLC, a Delaware limited liability company (“Purchaser”).

CNL Growth Properties, Inc. – SALE OF CRESCENT CROSSTOWN APARTMENTS 9712 BOSQUE CREEK CIRCLE TAMPA, FLORIDA PURCHASE AND SALE AGREEMENT BETWEEN GGT CRESCENT CROSSTOWN FL VENTURE, LLC, AS SELLER AND CENTENNIAL HOLDING COMPANY, LLC AS PURCHASER EFFECTIVE DATE: SEPTEMBER 8, 2015 (October 7th, 2015)

This PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered into as of the date set forth on the cover page hereof (the “Effective Date”), by and between GGT CRESCENT CROSSTOWN FL VENTURE, LLC, a Delaware limited liability company (“Seller”), and CENTENNIAL HOLDING COMPANY, LLC, a Georgia limited liability company (“Purchaser”).

CNL Growth Properties, Inc. – SALE OF CRESCENT ALEXANDER VILLAGE APARTMENTS 9224 GRAHAM RIDGE DRIVE CHARLOTTE, NORTH CAROLINA PURCHASE AND SALE AGREEMENT BETWEEN GGT CRESCENT ALEXANDER NC VENTURE, LLC, AS SELLER AND ALEXANDER VILLAGE ACQUISITION LP, AS PURCHASER EFFECTIVE DATE: SEPTEMBER 8, 2015 (October 5th, 2015)

This PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered into as of the date set forth on the cover page hereof (the “Effective Date”), by and between GGT CRESCENT ALEXANDER NC VENTURE, LLC, a Delaware limited liability company (“Seller”), and ALEXANDER VILLAGE ACQUISITION LP, a Delaware limited partnership (“Purchaser”).

CNL Growth Properties, Inc. – Contract (January 20th, 2015)

Welcome to the CNL Growth Properties valuation conference call. On the call today will be Scott Hall, Senior Vice President of Operations, and John Starr, Chief Portfolio Management Officer. Statements made during this call will include forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements about financial guidance, business strategies, market potential and future financial performance. Such forward-looking statements are subject to numerous assumptions, uncertainties, and known or unknown risks, which could cause actual results to differ materially from the expectations and assumptions discussed here today. Listeners are cautioned that these forward-looking statements are neither promises nor guarantees and are only made as of the date of this call. The Company undertakes no obligation to update or revise the information provided on this call as a result of new information or future results or developments, except as

CNL Growth Properties, Inc. – PURCHASE AND SALE AGREEMENT (January 20th, 2015)

THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered into as of the Effective Date (hereafter defined), by and between SENTINEL ACQUISITIONS CORPORATION, a Delaware corporation (“Purchaser”), and GR-105 LONG POINT VENTURE, LLC, a Delaware limited liability company (“Seller”).

CNL Growth Properties, Inc. – General Notices This is not an offer to sell nor a solicitation of an offer to buy shares of the REIT. The information herein does not supplement or revise any information in the REIT's public filings made with the U.S. Securities and Exchange Commission. To the extent information herein conflicts with the REIT’s public filings, as supplemented, the information in the filings govern. This piece is for general information purposes only and does not constitute legal, tax, investment, or other professional advice on any subject matter. Information provided is not all-inclusive and should not be r (January 20th, 2015)
CNL Growth Properties, Inc. – PROMISSORY NOTE (October 29th, 2014)

This Promissory Note is the Construction Note referred to in, and is entitled to the benefits of, the Credit Agreement. The Credit Agreement, among other things, (i) provides for the making of Advances of the Construction Loan (the “Construction Loan Advances”) by Bank in an aggregate amount not to exceed at any time outstanding the U.S. dollar amount first above mentioned, the indebtedness resulting from such Construction Loan Advances to Borrower being evidenced by this Promissory Note, and (ii) contains provisions for acceleration of the maturity hereof upon the happening of certain stated events and also for prepayments on account of principal hereof prior to the maturity hereof upon the terms and conditions therein specified. The obligations of Borrower under this Promissory Note are secured by the Collateral as provided in the Loan Documents.

CNL Growth Properties, Inc. – AGREEMENT FOR PURCHASE AND SALE (October 29th, 2014)

THIS AGREEMENT FOR PURCHASE AND SALE (the “Agreement”) is by and between GREENVILLE MIXED-USE PARTNERS, LLC, a limited liability company (“Seller”), and DANIEL REALTY COMPANY, LLC, an Alabama limited liability company (or its assignee, as hereafter provided) (“Purchaser”).

CNL Growth Properties, Inc. – CREDIT AGREEMENT DATED AS OF OCTOBER 15, 2014 GGT DANIEL SC VENTURE, LLC and SYNOVUS BANK (October 29th, 2014)

THIS CREDIT AGREEMENT is dated as of October     , 2014, between GGT DANIEL SC VENTURE, LLC, a Delaware limited liability company (the “Borrower”), and SYNOVUS BANK, a Georgia banking corporation (the “Bank”).

CNL Growth Properties, Inc. – LIMITED LIABILITY COMPANY AGREEMENT OF GGT DANIEL SC VENTURE, LLC (October 29th, 2014)

This Limited Liability Company Agreement of GGT Daniel SC Venture, LLC (this “Agreement”) is entered into and shall be effective as of the 14th day of October, 2014, by and between Daniel Haywood, LLC, an Alabama limited liability company (“Daniel”), and GGT Daniel Holdings, LLC, a Delaware limited liability company (“CNL”), pursuant to the provisions of the Delaware Limited Liability Company Act (the “Act”). Daniel and CNL are sometimes referred to herein, collectively, as the Members and individually as a Member.

CNL Growth Properties, Inc. – PROMISSORY NOTE (this “Note”) (July 2nd, 2014)
CNL Growth Properties, Inc. – CONSTRUCTION LOAN AGREEMENT By and among GGT OXFORD VENTURE MD, LLC, as Borrower (“Borrower”) and SANTANDER BANK, N.A., as Agent (“Agent”), and any other Lenders, if any, which may become parties to this Construction Loan Agreement (with Santander Bank, “Lenders”) $35,916,862.00 CONSTRUCTION LOAN FOR PROJECT LOCATED ON COCA COLA DRIVE, HOWARD COUNTY, MARYLAND June 26, 2014 (July 2nd, 2014)

This CONSTRUCTION LOAN AGREEMENT is made as of the 26th day of June, 2014, by and among GGT OXFORD VENTURE MD, LLC, a Delaware limited liability company (“Borrower”), having its principal place of business at 450 South Orange Avenue, Orlando, Florida 32801, and SANTANDER BANK, N.A., a national banking association (“Santander”), having a place of business at 45 East 53rd Street, New York, New York 10022, the other lending institutions which are and may hereafter become parties to this Agreement pursuant to Section 23.3 (Santander and such other lending institutions, collectively, “Lenders”), and SANTANDER BANK, N.A., as agent for itself and such other Lenders (“Agent”).

CNL Growth Properties, Inc. – LOAN AGREEMENT executed by and between GGT TRG RIM TX, LLC, a Delaware limited liability company and REGIONS BANK, an Alabama state banking corporation (April 23rd, 2014)

THIS LOAN AGREEMENT (this “Agreement”), is dated effective as of April 17, 2014 (the “Effective Date”), by and between GGT TRG RIM TX, LLC, a Delaware limited liability company (“Borrower”), and REGIONS BANK, an Alabama state banking corporation (“Lender”).

CNL Growth Properties, Inc. – PROMISSORY NOTE (April 23rd, 2014)

FOR VALUE RECEIVED, the undersigned, GGT TRG RIM TX, LLC, a Delaware limited liability company (“Borrower”), hereby promises to pay to the order of REGIONS BANK, an Alabama state banking corporation (“Lender” which shall also include each successor or assign who becomes the holder of this Note), the principal sum of TWENTY-SEVEN MILLION SIX HUNDRED SEVENTY THOUSAND THREE HUNDRED AND NO/100 DOLLARS ($27,670,300.00), with interest on the unpaid balance thereof from date of advancement until maturity at the rate or rates hereinafter provided, both principal and interest payable as hereinafter provided in lawful money of the United States of America at the offices of Regions Bank, 16600 North Dallas Parkway, Dallas, Texas 75248, or at such other place as the holder of this Note may from time to time designate in writing.