Exhibit
10.60 


 


FOURTH
AMENDMENT TO SENIOR SECURED

REVOLVING CREDIT AGREEMENT


 


THIS FOURTH AMENDMENT
TO SENIOR SECURED REVOLVING CREDIT AGREEMENT (this “Amendment”) made as of the 20th day of October,
2016, by and among HEALTHCARE TRUST OPERATING PARTNERSHIP, L.P. (formerly known as American Realty Capital Healthcare Trust
II Operating Partnership, L.P.), a Delaware limited partnership (“Borrower”), HEALTHCARE TRUST, INC. (formerly
known as American Realty Capital Healthcare Trust II, Inc.), a Maryland corporation (“REIT”), the parties executing
below as Subsidiary Guarantors (the “Subsidiary Guarantors”; REIT and the Subsidiary Guarantors, collectively
the “Guarantors”), KEYBANK NATIONAL ASSOCIATION (“KeyBank”), individually and as Agent
for itself and the other Lenders from time to time a party to the Credit Agreement (as hereinafter defined) (KeyBank, in its capacity
as Agent, is hereinafter referred to as “Agent”), and THE OTHER “LENDERS” WHICH ARE SIGNATORIES
HERETO (KeyBank and such Lenders hereinafter referred to collectively as the “Lenders”).


 


WITNESSETH:


 


WHEREAS, Borrower,
Agent and certain of the Lenders entered into that certain Senior Secured Revolving Credit Agreement dated as of March 21, 2014,
as amended by that certain First Amendment to Senior Secured Revolving Credit Agreement dated as of September 18, 2014, that
certain Second Amendment to Senior Secured Revolving Credit Agreement and Other Loan Documents dated as of June 26, 2015,
and that certain Third Amendment to Senior Secured Revolving Credit Agreement dated as of February 17, 2016 (collectively, the
“Credit Agreement”); and


 


WHEREAS, Borrower
has requested that the Agent and the Lenders make certain modifications to the terms of the Credit Agreement; and


 


WHEREAS, the
Agent and the Lenders have agreed to make such modifications subject to the execution and delivery by Borrower and Guarantors of
this Amendment.


 


NOW, THEREFORE,
for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto do hereby
covenant and agree as follows:


 


1.            Definitions.
All the terms used herein which are not otherwise defined herein shall have the meanings set forth in the Credit Agreement (as
modified and amended by this Amendment).


 


2.            Modification
of the Credit Agreement. Borrower, the Lenders and Agent do hereby modify and amend the Credit Agreement as follows:


 


(a)          By
inserting the following sentence at the end of the definition of “LIBOR” appearing in §1.1 of the Credit Agreement:


 


“Notwithstanding
the foregoing, if the rate shown on Reuters Screen LIBOR 01 Page (or any successor service designated pursuant to this definition)
shall at any time be less than zero percent (0%), then such rate shall be deemed to be zero percent (0%) for the purposes of this
Agreement and the other Loan Documents.”;


 




     


     


    

 


(b)          By
inserting the following new definition in §1.1 of the Credit Agreement, in the appropriate alphabetical order:


 


“TRS
Holdco. ARHC TRS Holdco II, LLC, a Delaware limited liability company.”; and


 


(c)          By
deleting in its entirety subparagraph (d) appearing in §5.3 of the Credit Agreement and inserting in lieu thereof the following:


 


“(d)          the
Borrower or the Wholly-Owned Subsidiary which directly or indirectly owns or leases the Potential Collateral shall have executed
and delivered to the Agent all Eligible Real Estate Qualification Documents, all of which instruments, documents or agreements
shall be in form and substance reasonably satisfactory to the Agent. Notwithstanding anything to the contrary contained in this
Agreement (including, without limitation, clause (b) set forth in Schedule 5.3 attached hereto), Borrower shall not be required
to grant to the Agent, for the benefit of the Lenders, any lien or security interest in the Equity Interests of TRS Holdco held
by Borrower; provided, however, that the foregoing shall not be deemed to limit any provision contained herein (including, without
limitation, in §5.3 and §5.5) which requires (i) TRS Holdco to be a Guarantor and/or a Subsidiary Guarantor under this
Agreement, the Guaranty, the Indemnity Agreement, the other Loan Documents and/or the Contribution Agreement, as applicable, or
(ii) TRS Holdco to grant to the Agent a lien or security interest in any and all Equity Interests held by TRS Holdco in any Person
which directly or indirectly owns or leases a Borrowing Base Asset;”.


 


3.            Release
of Equity Interests in TRS Holdco. Each of the undersigned Lenders hereby consents to the release of the lien and security
interest held by the Agent, for the benefit of the Lenders, as of the date hereof in the Equity Interests of TRS Holdco pledged
by Borrower pursuant to that certain Collateral Assignment of Interests, dated as of January 16, 2015, by Borrower in favor of
the Agent. For the avoidance of doubt, nothing contained herein shall be deemed to release (i) TRS Holdco as a Guarantor or a Subsidiary
Guarantor, as applicable, under the Credit Agreement, the Guaranty, the Indemnity Agreement, any of the other Loan Documents or
the Contribution Agreement, or (ii) any of the Equity Interests pledged by TRS Holdco to the Agent as of the date hereof in any
Person which directly or indirectly owns or leases a Borrowing Base Asset.


 


4.          References
to Loan Documents. All references in the Loan Documents to the Credit Agreement shall be deemed a reference to the Credit Agreement
as modified and amended herein.


 




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5.            Consent
and Acknowledgment of Borrower and Guarantors. By execution of this Amendment, the Guarantors hereby expressly consent to the
modifications and amendments relating to the Credit Agreement as set forth herein and any other agreements or instruments executed
in connection herewith, and Borrower and Guarantors hereby acknowledge, represent and agree that (a) the Credit Agreement, as modified
and amended herein, and the other Loan Documents remains in full force and effect and constitutes the valid and legally binding
obligation of Borrower and Guarantors, as applicable, enforceable against such Persons in accordance with their respective terms,
(b) that the Guaranty extends to and applies to the Credit Agreement as modified and amended herein, and (c) that the execution
and delivery of this Amendment and any other agreements or instruments executed in connection herewith does not constitute, and
shall not be deemed to constitute, a release, waiver or satisfaction of Borrower’s or any Guarantor’s obligations under
the Loan Documents.


 


6.            Representations
and Warranties. Borrower and Guarantors represent and warrant to Agent and the Lenders as follows:


 


(a)          Authorization.
The execution, delivery and performance of this Amendment and any other agreements or instruments executed in connection herewith
and the transactions contemplated hereby and thereby (i) are within the authority of Borrower and Guarantors, (ii) have been duly
authorized by all necessary proceedings on the part of the Borrower and Guarantors, (iii) do not and will not conflict with or
result in any breach or contravention of any provision of law, statute, rule or regulation to which Borrower or any Guarantor is
subject or any judgment, order, writ, injunction, license or permit applicable to Borrower or any Guarantor, (iv) do not and will
not conflict with or constitute a default (whether with the passage of time or the giving of notice, or both) under any provision
of the partnership agreement, articles of incorporation or other charter documents or bylaws of, or any agreement or other instrument
binding upon, Borrower or any Guarantor or any of their respective properties, (v) do not and will not result in or require the
imposition of any lien or other encumbrance on any of the properties, assets or rights of Borrower or any Guarantor and (vi) do
not require the approval or consent of any Person other than those already obtained and delivered to the Agent.


 


(b)          Enforceability.
This Amendment and any other agreements or instruments executed in connection herewith to which Borrower or any Guarantor is a
party are the valid and legally binding obligations of Borrower and Guarantors enforceable in accordance with the respective terms
and provisions hereof, except as enforceability is limited by bankruptcy, insolvency, reorganization, moratorium or other laws
relating to or affecting generally the enforcement of creditors’ rights and the effect of general principles of equity.


 


(c)          Governmental
Approvals. The execution, delivery and performance of this Amendment and any other agreements or instruments executed in connection
herewith and the transactions contemplated hereby and thereby do not require the approval or consent of, or any filing or registration
with, or the giving of any notice to, any court, department, board, governmental agency or authority other than those already obtained,
and filings after the date hereof of disclosures with the SEC, or as may be required hereafter with respect to tenant improvements,
repairs or other work with respect to any Real Estate.


 




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(d)          Reaffirmation
of Representations and Warranties. Each of the representations and warranties made by or on behalf of the Borrower, the Guarantors
or any of their respective Subsidiaries contained in the Credit Agreement, the other Loan Documents or in any document or instrument
delivered pursuant to or in connection with the Credit Agreement or this Amendment is true and correct in all material respects
as of the date hereof, with the same effect as if made at and as of the date hereof, except to the extent of changes resulting
from transactions permitted by the Loan Documents (it being understood and agreed that, with respect to any representation or warranty
which by its terms is made as of a specified date, such representation or warranty is reaffirmed hereby only as of such specified
date). To the extent that any of the representations and warranties contained in the Credit Agreement, any other Loan Document
or in any document or instrument delivered pursuant to or in connection with the Credit Agreement or this Amendment is qualified
by “Material Adverse Effect” or any other materiality qualifier, then the qualifier “in all material respects”
contained in this Paragraph 10(d) shall not apply with respect to any such representations and warranties.


 


7.            No
Default. By execution hereof, the Borrower and the Guarantors certify that, immediately after giving effect to this Amendment,
there exists no Default or Event of Default as of the date of this Amendment.


 


8.            Waiver
of Claims. Borrower and Guarantors acknowledge, represent and agree that none of such Persons has any defenses, setoffs, claims,
counterclaims or causes of action of any kind or nature whatsoever arising on or before the date hereof with respect to the Loan
Documents, the administration or funding of the Loan or the Letters of Credit or with respect to any acts or omissions of Agent
or any Lender, or any past or present officers, agents or employees of Agent or any Lender pursuant to or relating to the Loan
Documents, and each of such Persons does hereby expressly waive, release and relinquish any and all such defenses, setoffs, claims,
counterclaims and causes of action arising on or before the date hereof, if any.


 


9.            Ratification.
Except as hereinabove set forth, all terms, covenants and provisions of the Credit Agreement remain unaltered and in full force
and effect, and the parties hereto do hereby expressly ratify and confirm the Credit Agreement as modified and amended herein.
Nothing in this Amendment or any other document delivered in connection herewith shall be deemed or construed to constitute, and
there has not otherwise occurred, a novation, cancellation, satisfaction, release, extinguishment or substitution of the indebtedness
evidenced by the Notes or the other obligations of Borrower and Guarantors under the Loan Documents.


 


10.           Effective
Date. This Amendment shall be deemed effective and in full force and effect (the “Effective Date”) upon
confirmation by the Agent of the satisfaction of the following conditions:


 


(a)          the
execution and delivery of this Amendment by Borrower, Guarantors, Agent and the Lenders;


 


(b)          receipt
by Agent of evidence that the Borrower shall have paid all fees due and payable with respect to this Amendment, if any; and


 




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(c)          the
Borrower shall have paid the reasonable fees and expenses of Agent in connection with this Amendment.


 


11.          Amendment
as Loan Document. This Amendment shall constitute a Loan Document.


 


12.          Counterparts.
This Amendment may be executed in any number of counterparts which shall together constitute but one and the same agreement.


 


13.          MISCELLANEOUS.
THIS AMENDMENT SHALL, PURSUANT TO NEW YORK GENERAL OBLIGATIONS LAW SECTION 5-1401, BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH
THE LAWS OF THE STATE OF NEW YORK. This Amendment shall be binding upon and shall inure to the benefit of the parties hereto and
their respective permitted successors, successors-in-title and assigns as provided in the Credit Agreement.


 


[Signatures Begin On Next Page]


 




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IN WITNESS
WHEREOF, the parties hereto have hereto set their hands and affixed their seals as of the day and year first above written.


 


	 	BORROWER:
	 	 
	 	HEALTHCARE TRUST OPERATING PARTNERSHIP, L.P. (formerly known as American Realty Capital Healthcare Trust II Operating Partnership, L.P.), a Delaware limited partnership
	 	 	 	 
	 	By:	HEALTHCARE TRUST, INC. (formerly known as American Realty Capital Healthcare Trust II, Inc.), a Maryland corporation, its general partner
	 	 	 	 
	 	 	By:	/s/ W. Todd Jensen
	 	 	Name:	W. Todd Jensen
	 	 	Title:	Interim CEO and President
	 	 	 	 
	 	REIT:
	 	 
	 	HEALTHCARE TRUST, INC. (formerly known as American Realty Capital Healthcare Trust II, Inc.), a Maryland corporation
	 	 	 	 
	 	 	By:	/s/ W. Todd Jensen
	 	 	Name:	W. Todd Jensen
	 	 	Title:	Interim CEO and President


 


[Signatures Continue
on Following Page]


 


KeyBank/Healthcare Trust Operating Partnership,
L.P.


Signature Page to Fourth Amendment to
Senior Secured Revolving Credit Agreement


 




     


     


    

 


SUBSIDIARY
GUARANTORS:


 


arhc
bmbwnil01, llc;

arhc lpelkca01, llc;

arhc sccrlia01, llc;

arhc sffldia01, llc;

arhc sbburia01, llc;

arhc fombgpa01, llc;

arhc arclrmi01, llc;

arhc lssmtmo01, llc;

arhc altspfl01, llc;

arhc fmwedal01, llc;

arhc ahjacoh01, llc;

arhc ololnil01, llc;

arhc lmhbgpa01, llc;

arhc phctnia01, llc;

arhc brhbgpa01, llc;

arhc hbtpafl01, llc;

arhc aljupfl01, llc;

arhc alstufl01, llc;

arhc sctemtx01, llc;

arhc ghgvlsc01, llc;

arhc trs holdco ii, llc;

arhc sccrlia01 trs, llc;

arhc sffldia01 trs, llc;

arhc sbburia01 trs, llc;

arhc ARCLrMI01 trs, llc;

arhc lssmtmo01 trs, llc;

arhc altspfl01 trs, llc;

arhc phctnia01 trs, llc;

arhc hbtpafl01 trs, llc;

arhc aljupfl01 trs, llc; and

ARHC ALSTUFL01 TRS, LLC, each a Delaware limited liability company


 


	By:	/s/ Jesse C. Galloway
	Name:	Jesse C. Galloway
	Title:	Authorized Signatory


 


[Signatures Continue on Following
Page]


 


KeyBank/Healthcare Trust Operating Partnership,
L.P.


Signature Page to Fourth Amendment to
Senior Secured Revolving Credit Agreement


 




     


     


    

 


ARHC UCELKCA01,
LLC;


ARHC CHHBGPA01,
LLC;


ARHC DFDYRIN01,
LLC;


ARHC ESMEMTN01,
LLC;


ARHC MSHBGPA01,
LLC;


ARHC FMMUNIN01,
LLC;


ARHC FMMUNIN02,
LLC;


ARHC FMMUNIN03,
LLC;


ARHC CPHAMVA01,
LLC;


ARHC HRHAMVA01,
LLC;


ARHC BLHBGPA01,
LLC;


ARHC PCSHVMS01,
LLC;


ARHC PVPHXAZ01,
LLC;


ARHC NVWELFL01,
LLC;


ARHC SMMDSIA01,
LLC;


ARHC SPPLSIA01,
LLC;


ARHC PSINDIA01,
LLC;


ARHC PHOTTIA01,
LLC;


ARHC PHCRPIA01,
LLC;


ARHC DVMERID01,
LLC;


ARHC ALELIKY01,
LLC;


ARHC TVTITFL01,
LLC;


ARHC ALSPGFL01,
LLC;


ARHC JCCRKGA01,
LLC;


ARHC DBDUBGA01,
LLC;


ARHC BWBRUGA01,
LLC;


ARHC RWROSGA01,
LLC;


ARHC MBAGHCA01,
LLC;


ARHC WHWCHPA01,
LLC;


ARHC PVVLGKS01,
LLC;


ARHC SCKCYMO01,
LLC; and


ARHC PPHRNTN01,
LLC, each a Delaware limited


liability company


 


	By:	/s/ Jesse C. Galloway
	Name:	Jesse C. Galloway
	Title:	Authorized Signatory


 


[Signatures Continue
on Following Page]


 


KeyBank/Healthcare Trust Operating Partnership,
L.P.


Signature Page to Fourth Amendment to
Senior Secured Revolving Credit Agreement



 




     


     


    

ARHC SMMDSIA01 TRS, LLC;


ARHC SPPLSIA01 TRS, LLC;


ARHC PSINDIA01 TRS, LLC;


ARHC PHOTTIA1 TRS, LLC;


ARHC PHCRPIA01 TRS, LLC;


ARHC DVMERID01 TRS, LLC;


ARHC ALELIKY01 TRS, LLC;


ARHC TVTITFL01 TRS, LLC;


ARHC ALSPGFL01 TRS, LLC;


ARHC JCCRKGA01 TRS, LLC;


ARHC DBDUBGA01 TRS, LLC;


ARHC BWBRUGA01 TRS, LLC;


ARHC RWROSGA01 TRS, LLC;


ARHC MBAGHCA01 TRS, LLC;


ARHC WHWCHPA01 TRS, LLC;


ARHC PVVLGKS01 TRS, LLC;


ARHC SCKCYMO01 TRS, LLC;


ARHC CCCGRMO01, LLC; 


ARHC AORMDVA01,
LLC; 


ARHC AHHFDCA01,
LLC;


ARHC SCVSTCA01,
LLC;


ARHC CMCNRTX01,
LLC; and


ARHC LMPLNTX01,
LLC, each a Delaware limited


liability company


 


	By:	/s/ Jesse C. Galloway
	Name:	Jesse C. Galloway
	Title:	Authorized Signatory


 


[Signatures Continue on Following
Page]


 


KeyBank/Healthcare Trust Operating Partnership,
L.P.


Signature Page to Fourth Amendment to
Senior Secured Revolving Credit Agreement


 




     


     


    

 


	 	LENDERS:
	 	 
	 	KEYBANK NATIONAL ASSOCIATION, individually as a Lender and as the Agent
	 	 	 
	 	By:	/s/ Meredith H. Houseworth
	 	Name:	Meredith H. Houseworth
	 	Title:	Vice President
	 	 	 
	 	REGIONS BANK
	 	 	 
	 	By:	/s/ Paul E. Burgan
	 	Name:	Paul E. Burgan
	 	Title:	Vice President
	 	 	 
	 	CAPITAL ONE, NATIONAL ASSOCIATION
	 	 	 
	 	By:	/s/ Alicia Cook
	 	Name:	Alicia Cook
	 	Title:	Authorized Signatory
	 	 	 
	 	BMO HARRIS BANK N.A.
	 	 	 
	 	By:	/s/ Lloyd Baron
	 	Name:	Lloyd Baron
	 	Title:	Director
	 	 	 
	 	CITIZENS BANK, NATIONAL ASSOCIATION
	 	 	 
	 	By:	/s/ Donald W. Woods
	 	Name:	Donald W. Woods
	 	Title:	Sr. Vice President


 


[Signatures Continue on Following
Page]


 


KeyBank/Healthcare Trust Operating Partnership,
L.P.


Signature Page to Fourth Amendment to
Senior Secured Revolving Credit Agreement


 




     


     


    

 


	 	SYNOVUS BANK
	 	 	 
	 	By:	/s/ David W. Bowman
	 	Name:	David W. Bowman
	 	Title:	Director
	 	 	 
	 	 	(SEAL)
	 	 	 
	 	COMERICA BANK
	 	 	 
	 	By:	/s/ Charles Weddell
	 	Name:	Charles Weddell
	 	Title:	Vice President
	 	 	 
	 	 	(SEAL)


 


KeyBank/Healthcare Trust Operating Partnership,
L.P.


Signature Page to Fourth Amendment to
Senior Secured Revolving Credit Agreement