Promissory Note (2017)Full Document 

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PROMISSORY NOTE

$16,050,000.00 Birmingham, Alabama
March 31, 2017

FOR VALUE RECEIVED, the undersigned CHP II SUMMER VISTA FL OWNER, LLC, a Delaware limited liability company, having an address at c/o CNL Healthcare Properties II, Inc., CNL Center at City Commons, 450 South Orange Avenue, 14th Floor, Orlando, Florida 32801 ("Borrower"), hereby promises to pay to the order of SYNOVUS BANK, a Georgia state banking corporation, having an address at 800 Shades Creek Parkway, Suite 325, Birmingham, Alabama 35209, together with its successors and assigns or, if this Note has then been endorsed "to bearer," to the bearer of this Note (collectively the "Lender"), at Lender’s said address or at such other place or to such other person as may be designated in writing to Borrower by Lender, the principal sum of Sixteen Million Fifty Thousand and No/100 Dollars ($16,050,000.00), or so much as may be advanced hereunder (the "Loan"), together with interest on the unpaid balance thereof at the rate hereinafter set forth.

ON THE TERMS AND SUBJECT TO THE CONDITIONS which are hereinafter set forth:

Section 1. Interest Rate.

1.1 Initial Note Rate. Interest shall accrue on the outstanding principal balance of this Note from and after the date hereof ("Closing Date") until the beginning of the next Interest Accrual Period (as hereinafter defined) at the rate of 3.83220% per annum (the "Initial Note Rate"). If the Loan is funded on a date other than the last day of a calendar month, Borrower shall pay to Lender at the time of funding of the Loan an interest payment calculated by multiplying (i) the number of days from and including the Closing Date to and including the last day of the current month by (ii) the Initial Note Rate calculated based on a 360 day year and paid for the actual number of days elapsed for any such partial month in which interest is being calculated.

1.2 Calculation Basis; Interest Accrual Period. Interest on the outstanding principal balance of the Loan shall be calculated utilizing a 360 day year and paid for the actual number of days elapsed for any whole or partial month in which interest is being calculated. Except as otherwise set forth in Section 1.1 above, interest shall accrue, with respect to any Payment Date (as hereafter defined), from the period beginning on the first (1st) day of the month prior to such Payment Date, through and including the last day of the month prior to such Payment Date (each an "Interest Accrual Period"). By way of example, for a Payment Date of February 1, the Interest Accrual Period would run from January 1 through and including January 31.

1.3 Default Interest Rate. If Borrower fails to make any payment of principal, interest or fees on the date on which such payment becomes due and payable whether at maturity or by acceleration, or if an Event of Default exists, the Note Rate then payable (including applicable grace periods) on the Loan shall from the date on which such payment was due (and not the date

Promissory Note - Page 1


of the payment default) increase to the Note Rate plus five hundred (500) basis points (the "Default Rate") and shall continue to accrue at the Default Rate until full payment is received or such Event of Default is cured by Borrower or waived in writing by Lender. Interest at the Default Rate shall also accrue on any judgment obtained by Lender in connection with collection of the Loan or enforcement of any

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