FORM OF AGREEMENT OF LIMITED PARTNERSHIP OF LIGHTSTONE VALUE PLUS REIT III LP Dated as of July 16, 2014Limited Partnership Agreement • September 11th, 2015 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts • Delaware
THIS AGREEMENT OF LIMITED PARTNERSHIP OF LIGHTSTONE VALUE PLUS REIT III LP (this “Agreement”) dated as of July 16, 2014, is entered into among LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMETN TRUST III, INC., a Maryland corporation, as general partner (the “General Partner”), LIGHTSTONE VALUE PLUS REIT III LLC, a Delaware limited liability company, as Limited Partner (the “Initial Limited Partner”), LIGHTSTONE SLP III, LLC, a Delaware limited liability company (the “Special Limited Partner”), and the Limited Partners party hereto from time to time.
LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST III, INC. UP TO 30,000,000 SHARES OF COMMON STOCK AMENDED AND RESTATED DEALER MANAGER AGREEMENTDealer Manager Agreement • January 12th, 2017 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts • New York
Lightstone Value Plus Real Estate Investment Trust III, Inc. (the “Company”) is a Maryland corporation that qualified to be taxed as a real estate investment trust (a “REIT”) for federal income tax purposes beginning with the taxable year ended December 31, 2015. The Company proposes to publicly offer: (a) in its primary offering (the “Primary Offering”) up to an aggregate of 30,000,000 shares of common stock, $0.01 par value per share (each, a “Common Share”), for a purchase price of $10.00 per Common Share, with a minimum purchase of 100 Common Shares, subject to the volume discounts and other special circumstances described in or otherwise provided in the “Plan of Distribution” section of the Prospectus; and (b) pursuant to its distribution reinvestment program (the “DRIP”, and together with the Primary Offering, the “Offering”), up to an aggregate of 10,000,000 Common Shares for a purchase price of $9.50 per Common Share. The Company reserves the right to reallocate the Common Shar
FORM OF PROPERTY MANAGEMENT AGREEMENTProperty Management Agreement • September 11th, 2015 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts • New York
Co-Brokers: As leasing agent for the Properties, Property Manager may cooperate with independent real estate brokers or agents. If Property Manager hires a co-broker in order to assist Property Manager in securing a tenant or if an opportunity is brought to Property Manager by an independent broker, Property Manager shall be paid in accordance with the Agreement and the co-broker’s commission will be the responsibility of Property Manager. If the co-broker’s fee would exceed what Property Manager would otherwise be entitled to pursuant to the above fee schedule, such co-broker’s commission may be paid only upon written approval of Owner.
LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST III, INC. SOLICITING DEALER AGREEMENTSoliciting Dealer Agreement • June 25th, 2014 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts
Orchard Securities, LLC, a Utah limited liability company (the “Dealer Manager”), entered into an exclusive dealer manager agreement dated as of [ ], 2014 (as may be amended, amended and restated or otherwise modified from time to time, the “Dealer Manager Agreement”), with Lightstone Value Plus Real Estate Investment Trust III, Inc., a Maryland corporation (the “Company”), pursuant to which the Dealer Manager has agreed to use its best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of up to an aggregate of 30,000,000 shares of Common Stock, $0.01 par value per share (the “Common Shares”), of the Company for a purchase price of $10.00 per Common Share, subject to the volume discounts and other special circumstances described in or otherwise provided in the “Plan of Distribution” section of the Prospectus (as defined below). Unless otherwise defined herein, capitalized terms used herein shall have the respective meanings therefor as in the Deale
SUBSCRIPTION ESCROW AGREEMENTSubscription Escrow Agreement • September 11th, 2015 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts • New York
THIS SUBSCRIPTION ESCROW AGREEMENT, dated as of July 16, 2014 (this “Agreement”), is entered into among Orchard Securities, LLC (the “Dealer Manager”), Lightstone Value Plus Real Estate Investment Trust III, Inc. (the “Company”) and UMB Bank, N.A., a national banking association, as escrow agent (the “Escrow Agent”).
LOAN AGREEMENT Dated as of October 5, 2016 by and among LVP H2S SEATTLE LLC, LVP H2S SEATTLE HOLDING CORP., LVP H2S SALT LAKE CITY LLC AND LVP H2S SALT LAKE CITY HOLDING CORP., individually and/or collectively (as the context requires), as Borrower...Loan Agreement • March 28th, 2017 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts • New York
THIS LOAN AGREEMENT, dated as of October 5, 2016 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), by and among CITIGROUP GLOBAL MARKETS REALTY CORP., having an address at 390 Greenwich Street, 7th Floor, New York, New York 10013 (together with its successors and/or assigns, “Lender”), LVP H2S SEATTLE LLC, a Delaware limited liability company (together with its successors and/or assigns, “Seattle Fee Owner”), LVP H2S SEATTLE HOLDING CORP., a Delaware corporation (together with its successors and/or assigns, “Seattle Lessee”; Seattle Fee Owner and Seattle Lessee are, individually and/or collectively (as the context requires) referred to herein as “Seattle Borrower”), LVP H2S SALT LAKE CITY LLC, a Delaware limited liability company (together with its successors and/or assigns, “SLC Fee Owner”) and LVP H2S SALT LAKE CITY HOLDING CORP., a Delaware corporation (together with its successors and/or assigns, “SLC Lessee”; SLC Fee Owner an
FIRST AMENDMENT TO SOLICITING DEALER AGREEMENTSoliciting Dealer Agreement • March 28th, 2017 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts
This First Amedment to the Soliciting Dealer Agreement (the “First Amendment”), effective as of the 12th day of January, 2017, is entered into by and among Orchard Securities, LLC, a Utah limited liability company (the “Dealer Manager”) and the Soliciting Dealer (as defined in that certain Amended and Restated Dealer Manager Agreement, dated January 12, 2017 (as may be further amended, amended and restated or otherwise modified from time to time) between the Dealer Manager and Lightstone Value Plus Real Estate Investment Trust III, Inc., a Maryland corporation (the “Company”)).
SECOND AMENDED AND RESTATED CONTRIBUTION AGREEMENT by and between LIGHTSTONE VALUE PLUS REIT III LP and LIGHTSTONE SLP III LLCContribution Agreement • December 29th, 2015 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts • New York
This Second Amended and Restated Contribution Agreement, between Lightstone Value Plus REIT III LP, a Delaware limited partnership (the “OP”), and Lightstone SLP III LLC, a Delaware limited liability company (the “SLP”), is dated December 29, 2015 (the “Second Restatement Date”).
ADVISORY AGREEMENT AMONG LIGHTSTONE VALUE PLUS REAL ESTATE INVESTMENT TRUST III, INC., LIGHTSTONE VALUE PLUS REIT III LP AND LIGHTSTONE VALUE PLUS REIT III LLC Dated as of July 16, 2014Advisory Agreement • September 11th, 2015 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts • New York
THIS ADVISORY AGREEMENT, dated as of July 16, 2014 (this “Agreement”), is entered into among Lightstone Value Plus Real Estate Investment Trust III, Inc., a Maryland corporation (the “Company”), Lightstone Value Plus REIT III LP, a Delaware limited partnership (the “Operating Partnership”), and Lightstone Value Plus REIT III LLC, a Delaware limited liability company.
ASSIGNMENT AND ASSUMPTION OF PURCHASE AND SALE AGREEMENTAssignment and Assumption of Purchase and Sale Agreement • March 28th, 2017 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts
THIS ASSIGNMENT AND ASSUMPTION OF PURCHASE AND SALE AGREEMENT (this “Assignment”) is executed as of October 6, 2016 (the “Effective Date”), by and between LIGHTSTONE ACQUISITIONS LLC, a Delaware limited liability company (“Assignor”), and LVP SBS AUSTIN LLC, a Delaware limited liability company(“Assignee”).
60,000,000 CREDIT FACILITY LOAN AGREEMENT Dated as of July 13, 2016 by and among LVP HOLD CO MEZZ III LLC, as Borrower, WESTERN ALLIANCE BANK for itself, as a Lender and as Agent for all Lenders, and THE OTHER FINANCIAL INSTITUTIONS PARTY HERETO as...Loan Agreement • March 28th, 2017 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts • Arizona
This LOAN AGREEMENT (including all exhibits and schedules hereto, as the same may be amended, modified and/or restated from time to time, this “Agreement”) is entered into as of July 13, 2016, by and among LVP HOLD CO MEZZ III LLC, a Delaware limited liability company (“Borrower”); and WESTERN ALLIANCE BANK, an Arizona corporation (in its individual capacity, “Western Alliance Bank”), as Agent for the several financial institutions from time to time party to this Agreement (collectively, the “Lenders” and individually each a “Lender”) and for itself as a Lender and such Lenders.
ASSIGNMENT AND ASSUMPTION OF PURCHASE AND SALE AGREEMENTAssignment and Assumption of Purchase and Sale Agreement • March 28th, 2017 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts
THIS ASSIGNMENT AND ASSUMPTION OF PURCHASE AND SALE AGREEMENT (this “Assignment”) is executed as of August 2, 2016 (the “Effective Date”), by and between LIGHTSTONE ACQUISITIONS VI LLC, a Delaware limited liability company (“Assignor”), and LVP H2S SALT LAKE CITY LLC, a Delaware limited liability company (“Assignee”).
ASSIGNMENT AND ASSUMPTION OF PURCHASE AND SALE AGREEMENTAssignment and Assumption of Purchase and Sale Agreement • March 28th, 2017 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts
THIS ASSIGNMENT AND ASSUMPTION OF PURCHASE AND SALE AGREEMENT (this “Assignment”) is executed as of February 4, 2015 (the “Effective Date”), by and between Lightstone Acquisitions V LLC, a Delaware limited liability company (“Assignor”), and LVP HMI Des Moines LLC, a Delaware limited liability company (“Assignee”).
ASSIGNMENT AND ASSUMPTION OF PURCHASE AND SALE AGREEMENTAssignment and Assumption of Purchase and Sale Agreement • March 28th, 2017 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts
THIS ASSIGNMENT AND ASSUMPTION OF PURCHASE AND SALE AGREEMENT (this “Assignment”) is executed as of March 10, 2016 (the “Effective Date”), by and between Lightstone Acquisitions VIII LLC, a Delaware limited liability company (“Assignor”), and LVP HMI Lansing LLC, a Delaware limited liability company (“Assignee”).
ASSIGNMENT AND ASSUMPTION OF PURCHASE AND SALE AGREEMENTAssignment and Assumption of Purchase and Sale Agreement • March 28th, 2017 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts
THIS ASSIGNMENT AND ASSUMPTION OF PURCHASE AND SALE AGREEMENT (this “Assignment”) is executed as of March 23, 2016 (the “Effective Date”), by and between Lightstone Acquisitions LLC, a Delaware limited liability company (“Assignor”), and LVP CY Warwick LLC, a Delaware limited liability company (“Assignee”).
DMA TERMINATION AGREEMENTTermination Agreement • April 5th, 2017 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts • New York
This DMA TERMINATION AGREEMENT (this “Agreement”), dated as of March 31, 2017, is by and among Orchard Securities, LLC, a Utah limited liability company ( “Orchard”), Lightstone Value Plus Real Estate Investment Trust III, Inc., a Maryland corporation (the “REIT” and together with Orchard, the “Parties” and individually, a “Party”).
ASSIGNMENT AND ASSUMPTION OF PURCHASE AND SALE AGREEMENTAssignment and Assumption of Purchase and Sale Agreement • March 28th, 2017 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts
THIS ASSIGNMENT AND ASSUMPTION OF PURCHASE AND SALE AGREEMENT (this “Assignment”) is executed as of August 2, 2016 (the “Effective Date”), by and between LIGHTSTONE ACQUISITIONS VI LLC, a Delaware limited liability company (“Assignor”), and LVP H2S SEATTLE LLC, a Delaware limited liability company (“Assignee”).
CONTRIBUTION AGREEMENT by and between LIGHTSTONE VALUE PLUS REIT III LP and LIGHTSTONE SLP III LLCContribution Agreement • June 25th, 2014 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts • New York
This Contribution Agreement (this “Agreement”), between Lightstone Value Plus REIT III LP, a Delaware limited partnership (the “OP”) and Lightstone SLP III LLC, a Delaware limited liability company (the “SLP”), is dated [ ], 2014.
AMENDED AND RESTATED CONTRIBUTION AGREEMENT by and between LIGHTSTONE VALUE PLUS REIT III LP and LIGHTSTONE SLP III LLCContribution Agreement • September 11th, 2015 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts • New York
This Amended and Restated Contribution Agreement, between Lightstone Value Plus REIT III LP, a Delaware limited partnership (the “OP”), and Lightstone SLP III LLC, a Delaware limited liability company (the “SLP”), is dated September 11, 2015 (the “Restatement Date”).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • March 28th, 2017 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts • New York
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”) is entered into as of the 31st day of January, 2017, by and among REIT COVE LLC, a Delaware limited liability company (“Assignor”), REIT III COVE LLC, a Delaware limited liability company (“REIT III”), and REIT IV COVE LLC, a Delaware limited liability company (“REIT IV”, and together with REIT III, collectively, the “Assignees”).
ASSIGNMENT AND ASSUMPTION OF PURCHASE AND SALE AGREEMENTAssignment and Assumption of Purchase and Sale Agreement • March 28th, 2017 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts
THIS ASSIGNMENT AND ASSUMPTION OF PURCHASE AND SALE AGREEMENT (this “Assignment”) is executed as of May 2, 2016 (the “Effective Date”), by and between Lightstone Acquisitions VII LLC, a Delaware limited liability company (“Assignor”), and LVP SHS Green Bay LLC, a Delaware limited liability company (“Assignee”).
ASSIGNMENT AND ASSUMPTION OF PURCHASE AND SALE AGREEMENTAssignment and Assumption of Purchase and Sale Agreement • March 28th, 2017 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts
THIS ASSIGNMENT AND ASSUMPTION OF PURCHASE AND SALE AGREEMENT (this “Assignment”) is executed as of May 15, 2015 (the “Effective Date”), by and between Lightstone Acquisitions V LLC, a Delaware limited liability company (“Assignor”), and LVP CY Durham LLC, a Delaware limited liability company (“Assignee”).
CONTRIBUTION AGREEMENT TERMINATION AGREEMENTContribution Agreement Termination Agreement • April 5th, 2017 • Lightstone Value Plus Real Estate Investment Trust III, Inc. • Real estate investment trusts • New York
This CONTRIBUTION AGREEMENT TERMINATION AGREEMENT (this “Agreement”), dated as of March 31, 2017, is by and among Lightstone SLP III LLC, a Delaware limited liability company (the “SLP”), Lightstone Value Plus REIT III LP a Delaware Limited Partnership (the “OP” and together with the SLP, the “Parties” and individually, a “Party”).
