0001299933-11-000375 Sample Contracts

COLLATERAL ASSIGNMENT OF MANAGEMENT CONTRACT
Collateral Assignment of Management Contract • February 3rd, 2011 • Grubb & Ellis Healthcare REIT II, Inc. • Real estate investment trusts

WHEREAS, G&E HC REIT II ENNIS MOB, LLC, a Delaware limited liability company (“Ennis”) and GRUBB & ELLIS HEALTHCARE REIT II HOLDINGS, LP, a Delaware limited partnership (“OP”), together with each other party which is or becomes a borrower under the Credit Agreement (as defined below) (Ennis, OP and all such other borrowers are individually and collectively referred to herein as the “Borrower”), BANK OF AMERICA, N.A., a national banking association (the "Administrative Agent”), as agent for the other lending institutions which become parties to the Credit Agreement (individually and collectively referred to herein as the "Lenders”), and the Lenders are parties to that certain Credit Agreement dated as of July 19, 2010 (as it may hereafter be modified, supplemented, restated, extended or renewed and in effect from time to time, the “Credit Agreement”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms under the Credit Agreement.

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JOINDER TO CREDIT AGREEMENT AND OTHER LOAN DOCUMENTS
Credit Agreement and Other Loan Documents • February 3rd, 2011 • Grubb & Ellis Healthcare REIT II, Inc. • Real estate investment trusts

G&E HC REIT II ENNIS MOB, LLC, a Delaware limited liability company (the “Additional Borrower”), with its principal executive offices at c/o Grubb & Ellis Equity Advisors, LLC, 1551 North Tustin Avenue, Suite 300, Santa Ana, California 92705; and

ASSIGNMENT OF PURCHASE AND SALE AGREEMENT
Assignment of Purchase and Sale Agreement • February 3rd, 2011 • Grubb & Ellis Healthcare REIT II, Inc. • Real estate investment trusts

This Assignment of Purchase and Sale Agreement (the “Assignment”) is made as of the 31st day of January, 2011 (the “Effective Date”), by and between G&E HC REIT II MONUMENT LTACH PORTFOLIO, LLC, a Delaware limited liability company (“Assignor” or “Purchaser”) and G&E HC REIT II COLUMBIA LTACH, LLC, a Delaware limited liability company (“Assignee”).

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