Common use of Compliance with Applicable Rules and Regulations; License and Association Membership Clause in Contracts

Compliance with Applicable Rules and Regulations; License and Association Membership. Upon the effectiveness of this Agreement, the undersigned dealer will become one of the “Selected Broker-Dealers” referred to in the Dealer Manager Agreement and is referred to herein as “Selected Broker-Dealer”. Selected Broker-Dealer agrees that solicitation and other activities by it hereunder shall comply with, and shall be undertaken only in accordance with, the terms of the Dealer Manager Agreement, the terms of this Agreement, the Securities Act, the Securities Act Rules and Regulations, the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the applicable rules and regulations promulgated thereunder (the “Exchange Act Rules and Regulations”), the Blue Sky Survey (as defined below), the FINRA Rules (including, without limitation, NASD Conduct Rules 2310 (Recommendations to Customers), 2340 (Customer Account Statements), and 2420 (Dealing with Non-Members), and FINRA Rules 2310 (Direct Participation Programs), 5130 (Restrictions on the Purchase and Sale of Initial Equity Public Offerings), and 5141 (Sale of Securities in a Fixed Price Offering) therein, and the provisions of Article III.C. of the Omnibus Guidelines of the North American Securities Administrators Association, Inc., as revised and amended on May 7, 2007 and as the same may be further revised and amended (the “NASAA Guidelines”).

Compliance with Applicable Rules and Regulations; License and Association Membership. (a) Upon the effectiveness of this Agreement, the undersigned dealer will become one of the “Selected Broker-Soliciting Dealers” referred to in the Dealer Manager Agreement and is referred to herein as “Selected Broker-Soliciting Dealer”. Selected Broker-Soliciting Dealer agrees that solicitation and other activities by it hereunder shall comply with, and shall be undertaken only in accordance compliance with, (i) the terms of the Dealer Manager Agreement, (ii) the terms of this Agreement, (iii) the Securities Act, (iv) the Securities Act Rules and Regulations, (v) the Securities Exchange Act of 1934, as amended (the “Exchange Act”), (vi) and the applicable rules and regulations promulgated thereunder under the Exchange Act (the “Exchange Act Rules and Regulations”), (vii) the Blue Sky Survey (as defined below), (viii) all applicable state securities and blue sky laws, (ix) the rules of FINRA applicable to the Offering from time to time in effect, specifically including but not limited to, the FINRA Conduct Rules (including, without limitation, NASD Rules 2340, 2420, 2730, 2740, 2750 and 2810 of the FINRA Conduct Rules 2310 (Recommendations to CustomersRules), 2340 (Customer Account Statements), and 2420 (Dealing with Non-Members), and FINRA Rules 2310 (Direct Participation Programs), 5130 (Restrictions on the Purchase and Sale of Initial Equity Public Offerings), and 5141 (Sale of Securities in a Fixed Price Offeringx) therein, and the provisions of Article Section III.C. of the Omnibus Guidelines Statement of Policy Regarding Real Estate Investment Trusts of the North American Securities Administrators Association, Inc., as revised and amended on May 7, 2007 and as the same may be further revised and amended (the “NASAA Guidelines”), and (xi) all other federal rules and regulations applicable to the Offering and the sale of Shares in the Primary Offering.

Compliance with Applicable Rules and Regulations; License and Association Membership. Upon the effectiveness acceptance of this AgreementAgreement by Selected Broker-Dealer, the undersigned dealer will become one of the “Selected Broker-Dealers” referred to in the Dealer Manager Agreement Agreement, on a non-exclusive basis, and is referred to herein as “Selected Broker-Dealer”. .” Selected Broker-Dealer agrees that solicitation and other activities by it hereunder shall comply with, and shall be undertaken only in accordance with, the terms of the Dealer Manager Agreement, the terms of this Agreement, the Securities Act, the Securities Act Rules and Regulations, the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the applicable rules and regulations promulgated thereunder (the “Exchange Act Rules and Regulations”), the Blue Sky Survey (as defined below), the FINRA Rules (includingapplicable to the offering of Terra Income Fund 6, without limitationInc., specifically including but not in any way limited to NASD Conduct Rules 2310 (Recommendations to Customers), Rule 2340 (Customer Account Statements), and 2420 (Dealing with Non-Members), ) and FINRA Rules 2040 (Payments to Unregistered Persons), 2111 (Suitability), 2310 (Direct Participation Programs), 5130 (Restrictions on the Purchase and Sale of Initial Equity Public Offerings), and 5141 (Sale of Securities in a Fixed Price Offering) therein), and the provisions of Article III.C. of the Omnibus Guidelines of the North American Securities Administrators Association, Inc., as revised and amended on May 7, 2007 and as the same may be further revised and amended related to the sale of business development companies (the “NASAA Guidelines”).

Compliance with Applicable Rules and Regulations; License and Association Membership. Upon the effectiveness of this Agreement, the undersigned dealer will become one of the “Selected Participating Broker-Dealers” referred to in the Dealer Manager Agreement and is referred to herein as “Selected Participating Broker-Dealer”. Selected Participating Broker-Dealer agrees that solicitation and other activities by it hereunder shall comply with, and shall be undertaken only in accordance with, the terms of the Dealer Manager Agreement, the terms of this Agreement, the Securities Act, the Securities Act Rules and Regulations, the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the applicable rules and regulations promulgated thereunder (the “Exchange Act Rules and Regulations”), the Blue Sky Survey (as defined below), the FINRA Rules (including, without limitation, NASD Conduct Rules 2310 (Recommendations to Customers)2340, 2340 (Customer Account Statements)2420, and 2420 (Dealing with Non-Members)2730, 2740, 2750 and FINRA Rules 2310 (Direct Participation ProgramsRule 2310), 5130 (Restrictions on the Purchase and Sale of Initial Equity Public Offerings), and 5141 (Sale of Securities in a Fixed Price Offering) therein, and the provisions of Article III.C. of the Omnibus Guidelines Statement of Policy Regarding Real Estate Investment Trusts of the North American Securities Administrators Association, Inc., as revised and amended on May 7, 2007 and as the same may be further revised and amended (the “NASAA Guidelines”).

Compliance with Applicable Rules and Regulations; License and Association Membership. (a) Upon the effectiveness of this Agreement, the undersigned dealer will become one of the “Selected Broker-Soliciting Dealers” referred to in the Dealer Manager Agreement and is referred to herein as “Selected Broker-Soliciting Dealer”). Selected Broker-Soliciting Dealer agrees that solicitation and other activities by it hereunder shall comply with, and shall be undertaken only in accordance with, the terms of the Dealer Manager Agreement, the terms of this Agreement, the Securities Act, the Securities Act Rules and Regulations, the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the applicable rules and regulations promulgated thereunder (the “Exchange Act Rules and Regulations”), the Blue Sky Survey (as defined below), the Rules of Fair Practice of FINRA, the FINRA Conduct Rules (including, without limitation, NASD Rules 2340, 2420, 2730, 2740, 2750 and 2810 of the FINRA Conduct Rules 2310 (Recommendations to CustomersRules), 2340 (Customer Account Statements), and 2420 (Dealing with Non-Members), and FINRA Rules 2310 (Direct Participation Programs), 5130 (Restrictions on the Purchase and Sale of Initial Equity Public Offerings), and 5141 (Sale of Securities in a Fixed Price Offering) therein, and the provisions of Article III.C. of the Omnibus Guidelines Statement of Policy Regarding Real Estate Investment Trusts of the North American Securities Administrators Association, Inc., as revised and amended on May 7, 2007 and as the same may be further revised and amended (the “NASAA Guidelines”).

Compliance with Applicable Rules and Regulations; License and Association Membership. (a) Upon the effectiveness of this Agreement, the undersigned dealer will become one of the “Selected Broker-Participating Dealers” referred to in the Dealer Manager Agreement and is referred to herein as “Selected Broker-Participating Dealer”. Selected Broker-Participating Dealer agrees that solicitation and other activities by it hereunder shall comply with, and shall be undertaken only in accordance compliance with, (i) the terms of the Dealer Manager Agreement, (ii) the terms of this Agreement, (iii) the Securities Act, (iv) the Securities Act Rules and Regulations, (v) the Securities Exchange Act of 1934, as amended (the “Exchange Act”), (vi) and the applicable rules and regulations promulgated thereunder under the Exchange Act (the “Exchange Act Rules and Regulations”), (vii) the Blue Sky Survey (as defined below), (viii) all applicable state securities and blue sky laws, (ix) the rules of FINRA applicable to the Offering from time to time in effect, specifically including, but not limited to, the FINRA Rules Conduct Rules, (including, without limitation, NASD Conduct Rules 2310 (Recommendations to Customers), 2340 (Customer Account Statements), and 2420 (Dealing with Non-Members), and FINRA Rules 2310 (Direct Participation Programs), 5130 (Restrictions on the Purchase and Sale of Initial Equity Public Offerings), and 5141 (Sale of Securities in a Fixed Price Offeringx) therein, and the provisions of Article Section III.C. of the Omnibus Guidelines Statement of Policy Regarding Real Estate Investment Trusts of the North American Securities Administrators Association, Inc., as revised and amended on May 7, 2007 and as the same may be further revised and amended (the “NASAA Guidelines”), and (xi) all other federal rules and regulations applicable to the sale of Primary Shares in the Offering.