WITNESS WHEREOF the parties hereto have caused this Addendum to be executed as of the date first written above. “DEALER MANAGER” NUVEEN SECURITIES, LLC By: Name: Title: “DEALER” (Print Name of Dealer) By: Name: Title: SCHEDULE II TO PARTICIPATING DEALER AGREEMENT WITH NUVEEN SECURITIES, LLC NAME OF ISSUER: NUVEEN GLOBAL CITIES REIT, INC. NAME OF DEALER: SCHEDULE TO AGREEMENT DATED: Dealer hereby authorizes the Dealer Manager or its agent to deposit selling commissions, Servicing Fees, and other payments due to it pursuant to the Participating Dealer Agreement to its bank account specified below. This authority will remain in force until Dealer notifies the Dealer Manager in writing to cancel it. In the event that the Dealer Manager or its agent deposits funds erroneously into Dealer’s account, the Dealer Manager or its agent is authorized to debit the account with no prior notice to Dealer for an amount not to exceed the amount of the erroneous deposit. Bank Name: Bank Address: Bank Routing Number: Account Number: “DEALER” (Print Name of Dealer) By: Name: Title: Date: EXHIBIT A TO FORM OF PARTICIPATING DEALER AGREEMENT Dealer Manager Agreement EXHIBIT B TO FORM OF PARTICIPATING DEALER AGREEMENT Electronic Signature Use Indemnity Agreement Dealer has adopted a process by which clients may authorize certain account-related transactions or requests, in whole or in part, evidenced by Electronic Signature (as such term is defined in Section XXI hereof). In consideration of the Company allowing Dealer and its clients to execute certain account-related transactions and/or requests, in whole or in part, by Electronic Signature, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Dealer does hereby, for itself and its successors and permitted assigns, covenant and agree to indemnify and hold harmless the Company, the Dealer Manager, each of their affiliates and each of their and their affiliates’ officers, directors, trustees, agents and employees, in whatever capacity they may act, from and against any and all claims (whether groundless or otherwise), losses, liabilities, damages and expenses, including, but not limited to, costs, disbursements and reasonable counsel fees (whether incurred in connection with such claims, losses, liabilities, damages and expenses or in connection with the enforcement of any rights hereunder), arising out of or in connection with the Dealer’s representations or covenants set forth in Section XXI hereof or the representations described below.
AND WHEREAS the Respondent entered into a settlement agreement with Staff of the MFDA, dated [date] (the “Settlement Agreement”), in which the Respondent agreed to a proposed settlement of matters for which the Respondent could be disciplined pursuant to ss. 20 and 24.1 of By-law No. 1;
IN WITNESS WHEROF the City and Consultant have caused this Master Agreement to be executed by their respective duly authorized representatives as follows.