Common use of Procedures for Actions and Consents of Partners Clause in Contracts

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 58 Section 14.1 Procedures for Actions and Consents of Partners. 58 Section 14.2 Amendments. 58 Section 14.3 Actions and Consents of the Partners. 59 ARTICLE 15 GENERAL PROVISIONS 60 Section 15.1 Redemption Rights of Qualifying Parties. 60 Section 15.2 Addresses and Notice. 63 Section 15.3 Titles and Captions. 63 Section 15.4 Pronouns and Plurals. 63 Section 15.5 Further Action. 63 Section 15.6 Binding Effect. 63 Section 15.7 Waiver. 63 Section 15.8 Counterparts. 64 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial. 64 Section 15.10 Entire Agreement. 64 Section 15.11 Invalidity of Provisions. 65 Section 15.12 Limitation to Preserve REIT Status. 65 Section 15.13 No Partition. 66 Section 15.14 No Third-Party Rights Created Hereby. 66 Section 15.15 No Rights as Stockholders. 66 Exhibits List Schedule II PERSONS EXEMPTED FROM THE RESTRICTED PERIOD II-1 Exhibit A EXAMPLES REGARDING REIT SHARE ADJUSTMENT FACTOR A-1 Exhibit C NOTICE OF ELECTION BY PARTNER TO CONVERT LTIP UNITS INTO PARTNERSHIP COMMON UNITS C-1 AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LP THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LP, dated as of August 9, 2017, is made and entered into by and among Invitation Homes OP GP LLC, a Delaware limited liability company, as the General Partner, Invitation Homes Inc., a Maryland corporation, as the Special Limited Partner, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed in the books and records of the Partnership. This Agreement shall be effective at the Effective Time.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 58 77 Section 14.1 Procedures for Actions and Consents of Partners. 58 Partners 77 Section 14.2 Amendments. 58 Amendments 77 Section 14.3 Actions and Consents of the Partners. 59 Partners 78 ARTICLE 15 GENERAL PROVISIONS 60 79 Section 15.1 Redemption Rights of Qualifying Parties. 60 Parties 79 Section 15.2 Addresses and Notice. 63 Notice 84 Section 15.3 Titles and Captions. 63 Captions 84 Section 15.4 Pronouns and Plurals. 63 Plurals 84 Section 15.5 Further Action. 63 Action 85 Section 15.6 Binding Effect. 63 Effect 85 Section 15.7 Waiver. 63 Waiver 85 Section 15.8 Counterparts. 64 Counterparts 85 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial. 64 85 Section 15.10 Entire Agreement. 64 Agreement 86 Section 15.11 Invalidity of Provisions. 65 Provisions 86 Section 15.12 Limitation to Preserve REIT Status. 65 Status 86 Section 15.13 No Partition. 66 Partition 87 Section 15.14 No Third-Party Rights Created Hereby. 66 Hereby 87 Section 15.15 No Rights as Stockholders. 66 Exhibits List Schedule II PERSONS EXEMPTED FROM THE RESTRICTED PERIOD II-1 Exhibit A EXAMPLES REGARDING REIT SHARE ADJUSTMENT FACTOR A-1 Exhibit C NOTICE OF ELECTION BY PARTNER TO CONVERT Stockholders 88 ARTICLE 16 LTIP UNITS INTO PARTNERSHIP COMMON UNITS C-1 AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LP THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LP, dated as of August 9, 2017, is made and entered into by and among Invitation Homes OP GP LLC, a Delaware limited liability company, as the General Partner, Invitation Homes Inc., a Maryland corporation, as the Special Limited Partner, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed in the books and records of the Partnership. This Agreement shall be effective at the Effective Time.XXXXX 00 Xxxxxxx 00.0 Designation 88 Section 16.2 Vesting 88 Section 16.3 Adjustments 89 iii

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 58 72 Section 14.1 Procedures for Actions and Consents of Partners. 58 Partners 72 Section 14.2 Amendments. 58 Amendments 72 Section 14.3 Actions and Consents of the Partners. 59 Partners 73 ARTICLE 15 GENERAL PROVISIONS 60 74 Section 15.1 Redemption Rights of Qualifying Parties. 60 Parties 74 Section 15.2 Addresses and Notice. 63 Notice 81 Section 15.3 Titles and Captions. 63 Captions 81 Section 15.4 Pronouns and Plurals. 63 Construction 81 Section 15.5 Further Action. 63 Action 81 Section 15.6 Binding Effect. 63 Effect 81 Section 15.7 Waiver. 63 Waiver 81 Section 15.8 Counterparts. 64 Counterparts 82 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial. 64 Trial 82 Section 15.10 Entire Agreement. 64 Agreement 82 Section 15.11 Invalidity of Provisions. 65 Provisions 83 Section 15.12 Limitation to Preserve REIT Status. 65 Status 83 Section 15.13 No Partition. 66 Partition 84 Section 15.14 No Third-Party Rights Created Hereby. 66 Hereby 84 Section 15.15 No Rights as Stockholders. 66 Stockholders 84 Exhibits List Schedule II PERSONS EXEMPTED FROM THE RESTRICTED PERIOD II-1 Exhibit A EXAMPLES REGARDING REIT SHARE ADJUSTMENT FACTOR A-1 Exhibit C NOTICE OF ELECTION BY PARTNER TO CONVERT LTIP UNITS INTO PARTNERSHIP COMMON UNITS C-1 REDEMPTION A-1 AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LP VICI PROPERTIES L.P. THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LPVICI PROPERTIES L.P., dated as of August 9October 6, 2017, is made and entered into by and among Invitation Homes OP VICI Properties GP LLC, a Delaware limited liability company, as the General Partner, Invitation Homes Inc., a Maryland corporationPartner and the Persons whose names are set forth on the Partnership Register as amended from time to time, as the Special Limited Partnerlimited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed in the books and records of the Partnership. This Agreement shall be effective at the Effective Time.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 58 68 Section 14.1 Procedures for Actions and Consents of Partners. 58 Partners 68 Section 14.2 Amendments. 58 Amendments 68 Section 14.3 Actions and Consents of the Partners. 59 Partners 69 ARTICLE 15 GENERAL PROVISIONS 60 70 Section 15.1 Redemption Rights of Qualifying Parties. 60 Parties 70 Section 15.2 Addresses and Notice. 63 Notice 77 Section 15.3 Titles and Captions. 63 Captions 77 Section 15.4 Pronouns and Plurals. 63 Plurals 77 Section 15.5 Further Action. 63 Action 77 Section 15.6 Binding Effect. 63 Effect 77 Section 15.7 Waiver. 63 Waiver 77 Section 15.8 Counterparts. 64 Counterparts 78 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial. 64 Trial 78 Section 15.10 Entire Agreement. 64 Agreement 78 Section 15.11 Invalidity of Provisions. 65 Provisions 79 Section 15.12 Limitation to Preserve REIT Status. 65 Status 79 Section 15.13 No Partition. 66 Partition 80 Section 15.14 No Third-Party Rights Created Hereby. 66 Hereby 80 Section 15.15 No Rights as Stockholders. 66 Stockholders 80 Exhibits List Schedule II PERSONS EXEMPTED FROM THE RESTRICTED PERIOD II-1 Exhibit A EXAMPLES REGARDING REIT SHARE ADJUSTMENT FACTOR PARTNERS AND PARTNERSHIP UNITS A-1 Exhibit C NOTICE OF ELECTION BY PARTNER TO CONVERT LTIP UNITS INTO REDEMPTION C-1 Exhibit D FORM OF PARTNERSHIP COMMON UNITS C-1 AMENDED AND RESTATED UNIT CERTIFICATE D-1 AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LP CoreSite, L.P. THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LPCoreSite, L.P., dated as of August 9[ ], 20172010, is made and entered into by and among Invitation Homes OP GP LLC, a Delaware limited liability company, as the General Partner, Invitation Homes Inc.CoreSite Realty Corporation, a Maryland corporation, as the Special Limited PartnerGeneral Partner and the Persons whose names are set forth on Exhibit A attached hereto, as limited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed in the books and records of the Partnership. This Agreement shall be effective at the Effective Timeon Exhibit A attached hereto.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 58 64 Section 14.1 Procedures for Actions and Consents of Partners. 58 64 Section 14.2 Amendments. 58 64 Section 14.3 Actions and Consents of the Partners. 59 65 ARTICLE 15 GENERAL PROVISIONS 60 66 Section 15.1 Redemption Rights of Qualifying Parties. 60 66 Section 15.2 Addresses and Notice. 63 69 Section 15.3 Titles and Captions. 63 70 Section 15.4 Pronouns and Plurals. 63 70 Section 15.5 Further Action. 63 70 Section 15.6 Binding Effect. 63 70 Section 15.7 Waiver. 63 70 Section 15.8 Counterparts. 64 71 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial. 64 71 Section 15.10 Entire Agreement. 64 71 Section 15.11 Invalidity of Provisions. 65 71 Section 15.12 Limitation to Preserve REIT Status. 65 72 Section 15.13 No Partition. 66 72 Section 15.14 No Third-Party Rights Created Hereby. 66 73 Section 15.15 No Rights as Stockholders. 66 73 Exhibits List Schedule II PERSONS EXEMPTED FROM THE RESTRICTED PERIOD II-1 I LTIP Units I-1 Exhibit A EXAMPLES REGARDING REIT SHARE ADJUSTMENT FACTOR A-1 Exhibit C NOTICE OF ELECTION BY PARTNER TO CONVERT LTIP UNITS INTO PARTNERSHIP COMMON UNITS C-1 AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LP THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LP, dated as of August 9[●], 2017201[●], is made and entered into by and among Invitation Homes OP GP LLC, a Delaware limited liability company, as the General Partner, Invitation Homes Inc., a Maryland corporation, as the Special Limited Partner, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed in the books and records of the Partnership. This Agreement shall be effective at the Effective Time.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 58 55 Section 14.1 14.1. Procedures for Actions and Consents of PartnersPartners 55 Section 14.2. 58 Amendments 55 Section 14.2 Amendments14.3. 58 Section 14.3 Actions and Consents of the Partners. 59 Partners 55 ARTICLE 15 GENERAL PROVISIONS 60 56 Section 15.1 15.1. Redemption Rights of Qualifying PartiesParties 56 Section 15.2. Addresses and Notice 60 Section 15.2 Addresses and Notice15.3. 63 Section 15.3 Titles and CaptionsCaptions 60 Section 15.4. 63 Section 15.4 Pronouns and PluralsPlurals 60 Section 15.5. 63 Further Action 60 Section 15.5 Further Action15.6. 63 Binding Effect 60 Section 15.6 Binding Effect15.7. 63 Waiver 60 Section 15.7 Waiver15.8. 63 Counterparts 60 Section 15.8 Counterparts15.9. 64 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury TrialTrial 61 Section 15.10. 64 Entire Agreement 61 Section 15.10 Entire Agreement15.11. 64 Section 15.11 Invalidity of ProvisionsProvisions 61 Section 15.12. 65 Section 15.12 Limitation to Preserve REIT StatusStatus 61 Section 15.13. 65 No Partition 62 Section 15.13 No Partition15.14. 66 Section 15.14 No Third-Party Rights Created HerebyHereby 62 Section 15.15. 66 Section 15.15 No Rights as Stockholders. 66 Exhibits List Schedule II PERSONS EXEMPTED FROM THE RESTRICTED PERIOD II-1 Exhibit Stockholders 62 EXHIBIT A PARTNERS AND PARTNERSHIP UNITS EXHIBIT B EXAMPLES REGARDING REIT SHARE ADJUSTMENT FACTOR A-1 Exhibit EXHIBIT C NOTICE OF ELECTION BY PARTNER TO CONVERT LTIP UNITS INTO REDEMPTION LIMITED PARTNERSHIP COMMON UNITS C-1 AMENDED AND RESTATED AGREEMENT OF TALON OP, L.P. THIS LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LP THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LPTALON OP, L.P., dated as of August 9June 7, 20172013, is made and entered into by and among Invitation Homes OP GP LLCGUIDE HOLDINGS, INC., a Delaware limited liability companyUtah corporation, as the General Partner, Invitation Homes Inc., a Maryland corporationand the Persons whose names are set forth on Exhibit A attached hereto, as limited partners as of the Special Limited Partnerdate of this Agreement, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed in the books and records of the Partnership. This Agreement shall be effective at the Effective Timeon Exhibit A attached hereto.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 58 68 Section 14.1 Procedures for Actions and Consents of Partners. 58 Partners 68 Section 14.2 Amendments. 58 Amendments 68 Section 14.3 Actions and Consents of the Partners. 59 Partners 69 ARTICLE 15 GENERAL PROVISIONS 60 70 Section 15.1 Redemption Rights of Qualifying Parties. 60 Parties 70 Section 15.2 Addresses and Notice. 63 Notice 77 Section 15.3 Titles and Captions. 63 Captions 77 Section 15.4 Pronouns and Plurals. 63 Plurals 77 Section 15.5 Further Action. 63 Action 77 Section 15.6 Binding Effect. 63 Effect 77 Section 15.7 Waiver. 63 Waiver 77 Section 15.8 Counterparts. 64 Counterparts 78 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial. 64 Trial 78 Section 15.10 Entire Agreement. 64 Agreement 78 Section 15.11 Invalidity of Provisions. 65 Provisions 79 Section 15.12 Limitation to Preserve REIT Status. 65 Status 79 Section 15.13 No Partition. 66 Partition 80 Section 15.14 No Third-Party Rights Created Hereby. 66 Hereby 80 Section 15.15 No Rights as Stockholders. 66 Stockholders 80 Exhibits List Schedule II PERSONS EXEMPTED FROM THE RESTRICTED PERIOD II-1 Exhibit A EXAMPLES REGARDING REIT SHARE ADJUSTMENT FACTOR PARTNERS AND PARTNERSHIP UNITS A-1 Exhibit C NOTICE OF ELECTION BY PARTNER TO CONVERT LTIP UNITS INTO REDEMPTION C-1 Exhibit D FORM OF PARTNERSHIP COMMON UNITS C-1 AMENDED AND RESTATED UNIT CERTIFICATE D-1 AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LP CoreSite, L.P. THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LPCoreSite, L.P., dated as of August 9September 28, 20172010, is made and entered into by and among Invitation Homes OP GP LLC, a Delaware limited liability company, as the General Partner, Invitation Homes Inc.CoreSite Realty Corporation, a Maryland corporation, as the Special Limited PartnerGeneral Partner and the Persons whose names are set forth on Exhibit A attached hereto, as limited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed in the books and records of the Partnership. This Agreement shall be effective at the Effective Timeon Exhibit A attached hereto.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 58 76 Section 14.1 Procedures for Actions and Consents of Partners. 58 Partners 76 Section 14.2 Amendments. 58 Amendments 76 Section 14.3 Actions and Consents Meetings of the Partners. 59 Partners 76 ARTICLE 15 GENERAL PROVISIONS 60 77 Section 15.1 Redemption Rights of Qualifying Parties. 60 Parties 77 Section 15.2 Addresses and Notice. 63 Notice 81 Section 15.3 Titles and Captions. 63 Captions 81 Section 15.4 Pronouns and Plurals. 63 Plurals 82 Section 15.5 Further Action. 63 Action 82 Section 15.6 Binding Effect. 63 Effect 82 Section 15.7 Waiver. 63 Waiver 82 Section 15.8 Counterparts. 64 Counterparts 82 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial. 64 Trial 82 Section 15.10 Entire Agreement. 64 Agreement 83 Section 15.11 Invalidity of Provisions. 65 Provisions 83 Section 15.12 Limitation to Preserve REIT Status. 65 Status 83 Section 15.13 No Partition. 66 Partition 84 Section 15.14 No Third-Party Rights Created Hereby. 66 Hereby 84 Section 15.15 No Rights as Stockholders. 66 Exhibits List Schedule II PERSONS EXEMPTED FROM THE RESTRICTED PERIOD II-1 Exhibit Stockholders 85 ARTICLE 16 SERIES A EXAMPLES REGARDING REIT SHARE ADJUSTMENT FACTOR A-1 Exhibit C NOTICE OF ELECTION BY PARTNER TO CONVERT LTIP UNITS INTO PARTNERSHIP COMMON UNITS C-1 AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LP THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LP, dated as PREFERRED XXXXX 00 Xxxxxxx 00.0 Designation and Number 85 Section 16.2 Rank 85 Section 16.3 Distributions 85 Section 16.4 Liquidation Preference 86 Section 16.5 Redemption of August 9, 2017, is made and entered into by and among Invitation Homes OP GP LLC, a Delaware limited liability company, as the General Partner, Invitation Homes Inc., a Maryland corporation, as the Special Limited Partner, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed in the books and records of the Partnership. This Agreement shall be effective at the Effective Time.Series A Preferred Units 87

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 58 68 Section 14.1 Procedures for Actions and Consents of Partners. 58 Partners 68 Section 14.2 Amendments. 58 Amendments 68 Section 14.3 Actions and Consents of the Partners. 59 Partners 69 ARTICLE 15 GENERAL PROVISIONS 60 70 Section 15.1 Redemption Rights of Qualifying Parties. 60 Parties 70 Section 15.2 Addresses and Notice. 63 Notice 77 Section 15.3 Titles and Captions. 63 Captions 77 Section 15.4 Pronouns and Plurals. 63 Plurals 77 Section 15.5 Further Action. 63 Action 77 Section 15.6 Binding Effect. 63 Effect 77 Section 15.7 Waiver. 63 Waiver 77 Section 15.8 Counterparts. 64 Counterparts 78 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial. 64 Trial 78 Section 15.10 Entire Agreement. 64 Agreement 78 Section 15.11 Invalidity of Provisions. 65 Provisions 79 Section 15.12 Limitation to Preserve REIT Status. 65 Status 79 Section 15.13 No Partition. 66 Partition 80 Section 15.14 No Third-Party Rights Created Hereby. 66 Hereby 80 Section 15.15 No Rights as Stockholders. 66 Stockholders 80 Exhibits List Schedule II PERSONS EXEMPTED FROM THE RESTRICTED PERIOD II-1 Exhibit A EXAMPLES REGARDING REIT SHARE ADJUSTMENT FACTOR PARTNERS AND PARTNERSHIP UNITS A-1 Exhibit C NOTICE OF ELECTION BY PARTNER TO CONVERT LTIP UNITS INTO REDEMPTION C-1 Exhibit D FORM OF PARTNERSHIP COMMON UNITS C-1 UNIT CERTIFICATE D-1 AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LP CoreSite, L.P. THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LPCoreSite, L.P., dated as of August 9[ ], 20172010, is made and entered into by and among Invitation Homes OP GP LLC, a Delaware limited liability company, as the General Partner, Invitation Homes Inc.CoreSite Realty Corporation, a Maryland corporation, as the Special Limited PartnerGeneral Partner and the Persons whose names are set forth on Exhibit A attached hereto, as limited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed in the books and records of the Partnership. This Agreement shall be effective at the Effective Timeon Exhibit A attached hereto.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 58 88 Section 14.1 Procedures for Actions and Consents of Partners. 58 Partners 88 Section 14.2 Amendments. 58 Amendments 88 Section 14.3 Actions and Consents of the Partners. 59 Partners 89 ARTICLE 15 GENERAL PROVISIONS 60 90 Section 15.1 Redemption Rights of Qualifying Parties. 60 Parties 90 Section 15.2 Addresses and Notice. 63 Notice 95 Section 15.3 Titles and Captions. 63 Captions 95 Section 15.4 Pronouns and Plurals. 63 Plurals 95 Section 15.5 Further Action. 63 Action 95 Section 15.6 Binding Effect. 63 Effect 96 Section 15.7 Waiver. 63 Waiver 96 Section 15.8 Counterparts. 64 Counterparts 96 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial. 64 Trial 96 Section 15.10 Entire Agreement. 64 Agreement 97 Section 15.11 Invalidity of Provisions. 65 Provisions 97 Section 15.12 Limitation to Preserve REIT Status. 65 Status 97 Section 15.13 No Partition. 66 Partition 98 Section 15.14 No Third-Party Rights Created Hereby. 66 Hereby 98 Section 15.15 No Rights as Stockholders. 66 Exhibits List Schedule II PERSONS EXEMPTED FROM THE RESTRICTED PERIOD II-1 Exhibit A EXAMPLES REGARDING REIT SHARE ADJUSTMENT FACTOR A-1 Exhibit C NOTICE OF ELECTION BY PARTNER TO CONVERT LTIP UNITS INTO PARTNERSHIP COMMON UNITS C-1 AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LP THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LP, dated as of August 9, 2017, is made and entered into by and among Invitation Homes OP GP LLC, a Delaware limited liability company, as the General Partner, Invitation Homes Inc., a Maryland corporation, as the Special Limited Partner, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed in the books and records of the Partnership. This Agreement shall be effective at the Effective Time.Stockholders 99

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 58 72 Section 14.1 Procedures for Actions and Consents of Partners. 58 Partners 72 Section 14.2 Amendments. 58 Amendments 72 Section 14.3 Actions and Consents of the Partners. 59 Partners 73 ARTICLE 15 GENERAL PROVISIONS 60 74 Section 15.1 Redemption Rights of Qualifying Parties. 60 Parties 74 Section 15.2 Addresses and Notice. 63 Notice 81 Section 15.3 Titles and Captions. 63 Captions 81 Section 15.4 Pronouns and Plurals. 63 Construction 81 Section 15.5 Further Action. 63 Action 81 Section 15.6 Binding Effect. 63 Effect 81 Section 15.7 Waiver. 63 Waiver 81 Section 15.8 Counterparts. 64 Counterparts 82 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial. 64 Trial 82 Section 15.10 Entire Agreement. 64 Agreement 82 Section 15.11 Invalidity of Provisions. 65 Provisions 83 Section 15.12 Limitation to Preserve REIT Status. 65 Status 83 Section 15.13 No Partition. 66 Partition 84 Section 15.14 No Third-Party Rights Created Hereby. 66 Hereby 84 Section 15.15 No Rights as Stockholders. 66 Stockholders 84 Exhibits List Schedule II PERSONS EXEMPTED FROM THE RESTRICTED PERIOD II-1 Exhibit A EXAMPLES REGARDING REIT SHARE ADJUSTMENT FACTOR A-1 Exhibit C NOTICE OF ELECTION BY PARTNER TO CONVERT LTIP UNITS INTO PARTNERSHIP COMMON UNITS C-1 REDEMPTION A-1 AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LP VICI PROPERTIES L.P. THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LPVICI PROPERTIES L.P., dated as of August 9October __, 2017, is made and entered into by and among Invitation Homes OP VICI Properties GP LLC, a Delaware limited liability company, as the General Partner, Invitation Homes Inc., a Maryland corporationPartner and the Persons whose names are set forth on the Partnership Register as amended from time to time, as the Special Limited Partnerlimited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed in the books and records of the Partnership. This Agreement shall be effective at the Effective Time.

Procedures for Actions and Consents of Partners. AMENDMENTSMEETINGS; MEETINGS AMENDMENTS 58 Section 14.1 14.01 Procedures for Actions and Consents of Partners 58 Section 14.02 Meetings of the Limited Partners. 58 Section 14.2 AmendmentsArticle XV. 58 Section 14.3 Actions and Consents of the Partners. 59 ARTICLE 15 GENERAL PROVISIONS 59 Section 15.01 Addresses and Notice 59 Section 15.02 Titles and Captions 59 Section 15.03 Pronouns and Plurals 59 Section 15.04 Further Action 59 Section 15.05 Binding Effect 59 Section 15.06 Waiver 59 Section 15.07 Counterparts 60 Section 15.1 Redemption Rights of Qualifying Parties15.08 Applicable Law. 60 Section 15.2 Addresses and Notice. 63 Section 15.3 Titles and Captions. 63 Section 15.4 Pronouns and Plurals. 63 Section 15.5 Further Action. 63 Section 15.6 Binding Effect. 63 Section 15.7 Waiver. 63 Section 15.8 Counterparts. 64 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial. 64 15.09 Entire Agreement 60 Section 15.10 Entire Agreement. 64 Invalidity of Provisions 60 Section 15.11 Invalidity of Provisions. 65 Section 15.12 Limitation to Preserve REIT Status. 65 Qualification 61 Section 15.12 No Partition 61 Section 15.13 No Partition. 66 Section 15.14 No Third-Party Rights Created Hereby. 66 Hereby 61 Section 15.15 15.14 No Rights as Stockholders. 66 Exhibits List Schedule II PERSONS EXEMPTED FROM THE RESTRICTED PERIOD II-1 Members of the General Partner Nor as Stockholders of the Parent 62 Section 15.15 Amendments to Agreement 62 Exhibit A EXAMPLES REGARDING REIT SHARE ADJUSTMENT FACTOR Units Held as of December 31, 2018 A-1 Exhibit B Notice of Redemption of OP Units B-1 Exhibit C NOTICE OF ELECTION BY PARTNER TO CONVERT LTIP UNITS INTO PARTNERSHIP COMMON UNITS Certification of Non-Foreign Status (Entities) C-1 Exhibit D Certification of Non-Foreign Status (Individuals) D-1 THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LP THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP RHP HOTEL PROPERTIES, LP, dated as of August 9December 31, 20172018 (the “Effective Date”), is made and entered into by and among Invitation Homes OP GP LLC, each of the Persons who is a Delaware limited liability company, party to or otherwise bound by this Agreement and is listed as the General Partner, Invitation Homes Inc., a Maryland corporation, as the Special Limited Partner, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed Holder in the books and records of the Partnership. This Agreement shall be effective at the Effective Time.

Procedures for Actions and Consents of Partners. AMENDMENTS; MEETINGS 58 68 Section 14.1 Procedures for Actions and Consents of Partners. 58 Partners 68 Section 14.2 Amendments. 58 Amendments 68 Section 14.3 Actions and Consents of the Partners. 59 Partners 69 ARTICLE 15 GENERAL PROVISIONS 60 70 Section 15.1 Redemption Rights of Qualifying Parties. 60 Parties 70 Section 15.2 Addresses and Notice. 63 Notice 77 Section 15.3 Titles and Captions. 63 Captions 77 Section 15.4 Pronouns and Plurals. 63 Plurals 77 Section 15.5 Further Action. 63 Action 77 Section 15.6 Binding Effect. 63 Effect 77 Section 15.7 Waiver. 63 Waiver 77 Section 15.8 Counterparts. 64 Counterparts 78 Section 15.9 Applicable Law; Consent to Jurisdiction; Waiver of Jury Trial. 64 Trial 78 Section 15.10 Entire Agreement. 64 Agreement 78 Section 15.11 Invalidity of Provisions. 65 Provisions 79 Section 15.12 Limitation to Preserve REIT Status. 65 Status 79 Section 15.13 No Partition. 66 Partition 80 Section 15.14 No Third-Party Rights Created Hereby. 66 Hereby 80 Section 15.15 No Rights as Stockholders. 66 Stockholders 80 Exhibits List Schedule II PERSONS EXEMPTED FROM THE RESTRICTED PERIOD II-1 Exhibit A PARTNERS AND PARTNERSHIP UNITS A-1 Exhibit B EXAMPLES REGARDING REIT SHARE ADJUSTMENT FACTOR A-1 B-1 Exhibit C NOTICE OF ELECTION BY PARTNER TO CONVERT LTIP UNITS INTO PARTNERSHIP COMMON UNITS REDEMPTION C-1 AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LP CoreSite, L.P. THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INVITATION HOMES OPERATING PARTNERSHIP LPCoreSite, L.P., dated as of August 9[ ], 20172010, is made and entered into by and among Invitation Homes OP GP LLC, a Delaware limited liability company, as the General Partner, Invitation Homes Inc.CoreSite Realty Corporation, a Maryland corporation, as the Special Limited PartnerGeneral Partner and the Persons whose names are set forth on Exhibit A attached hereto, as limited partners, and any Additional Limited Partner that is admitted from time to time to the Partnership and listed in the books and records of the Partnership. This Agreement shall be effective at the Effective Timeon Exhibit A attached hereto.