Cottonwood Communities, Inc. Sample Contracts
DEALER MANAGER AGREEMENT COTTONWOOD COMMUNITIES, INC. Salt Lake City, Utah 84121 November 4, 2021Dealer Manager Agreement • November 10th, 2021 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah
Contract Type FiledNovember 10th, 2021 Company Industry JurisdictionThis Dealer Manager Agreement (this “Agreement”) is entered into by and between Cottonwood Communities, Inc., a Maryland corporation (the “Company”) and Orchard Securities, LLC (the “Dealer Manager”).
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AMENDED AND RESTATED ADVISORY AGREEMENT among COTTONWOOD COMMUNITIES, INC. and COTTONWOOD RESIDENTIAL O.P., LP and May 7, 2024Advisory Agreement • May 10th, 2024 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah
Contract Type FiledMay 10th, 2024 Company Industry JurisdictionThis Advisory Agreement (this “Agreement”), dated as of May 7, 2024, is entered into by and among Cottonwood Communities, Inc., a Maryland corporation (the “REIT”), Cottonwood Residential O.P., LP (the “Operating Partnership”) and CC Advisors III, LLC, a Delaware limited liability company (the “Advisor”). The Operating Partnership, the REIT and their subsidiaries are collectively referred to herein as the “Company.”
MANAGING BROKER-DEALER AGREEMENTManaging Broker-Dealer Agreement • October 13th, 2023 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah
Contract Type FiledOctober 13th, 2023 Company Industry JurisdictionThis Managing Broker-Dealer Agreement (this “Agreement”) is entered into by and between Cottonwood Communities, Inc., a Maryland corporation (the “Issuer”), and [***], a Utah limited liability company (the “Managing Broker-Dealer”), effective September 19, 2023 (the “Effective Date”) regarding the offering and sale by the Issuer of up to $150,000,000 in shares of Series A Convertible Preferred Stock (the “Securities”) in the Issuer (the “Offering”). Capitalized terms used herein and not otherwise defined herein shall have the same meaning as set forth in the Cottonwood Communities, Inc. Confidential Private Placement Memorandum dated September 19, 2023, including the Exhibits, as may be amended or supplemented (the “Memorandum”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG COTTONWOOD COMMUNITIES, INC., COTTONWOOD COMMUNITIES GP SUBSIDIARY, LLC, COTTONWOOD COMMUNITIES O.P., LP, COTTONWOOD MULTIFAMILY REIT I, INC., AND COTTONWOOD MULTIFAMILY REIT I O.P., LP DATED AS OF JANUARY 26,...Merger Agreement • February 1st, 2021 • Cottonwood Communities, Inc. • Real estate investment trusts • Maryland
Contract Type FiledFebruary 1st, 2021 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER, dated as of January 26, 2021 (this “Agreement”), is entered into by and among Cottonwood Communities, Inc., a Maryland corporation (“CCI”), Cottonwood Communities GP Subsidiary, LLC, a Maryland limited liability company and a wholly owned subsidiary of CCI (“Merger Sub”), Cottonwood Communities O.P., LP, a Delaware limited partnership and a subsidiary of Merger Sub (“CCOP” and together with CCI and the Merger Sub, the “CCI Parties”), Cottonwood Multifamily REIT I, Inc., a Maryland corporation (“CMR”), and Cottonwood Multifamily REIT I O.P., LP, a Delaware limited partnership and subsidiary of CMR (“CMR OP” and together with CMR, the “CMR Parties”). Each of the CCI Parties and CMR Parties is sometimes referred to herein as a “Party,” and, collectively, the CCI Parties and the CMR Parties are referred to herein as the “Parties.” Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in Article 1.
RENEWAL AGREEMENTRenewal Agreement • May 10th, 2024 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah
Contract Type FiledMay 10th, 2024 Company Industry JurisdictionTHIS RENEWAL AGREEMENT, dated as of May 7, 2024 (the “Agreement”), is entered into between Cottonwood Capital Management, Inc., a Delaware corporation (“CCMI”), and Cottonwood Communities Advisors, LLC, a Delaware limited liability company (“CCA”).
LIMITED PARTNERSHIP AGREEMENT OFLimited Partnership Agreement • September 26th, 2018 • Cottonwood Communities, Inc. • Real estate investment trusts • Delaware
Contract Type FiledSeptember 26th, 2018 Company Industry JurisdictionThis Limited Partnership Agreement (this “Agreement”) is entered into effective as of August 13, 2018, by and among Cottonwood Communities, Inc., a Maryland corporation (the “General Partner”) and the Limited Partner set forth on Exhibit A. Capitalized terms used herein but not otherwise defined shall have the meanings set forth in Section 1.
SIXTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF COTTONWOOD RESIDENTIAL O.P., LP July 15, 2021Limited Partnership Agreement • August 2nd, 2021 • Cottonwood Communities, Inc. • Real estate investment trusts • Delaware
Contract Type FiledAugust 2nd, 2021 Company Industry JurisdictionThis Sixth Amended and Restated Limited Partnership Agreement of Cottonwood Residential O.P., LP, a Delaware limited partnership (the “Partnership”), is entered into effective as of July 15, 2021 (this “Agreement”) upon the effectiveness of the Partnership Mergers (as defined below) and is by and among Cottonwood Communities GP Subsidiary, LLC, a Maryland limited liability company (the “General Partner”), CC Advisors III, LLC, a Delaware limited liability company (the “Special Limited Partner”), and the Limited Partners set forth on Exhibit A. Capitalized terms used herein but not otherwise defined shall have the meanings set forth in Section 1.
AGREEMENT AND PLAN OF MERGER BY AND AMONG COTTONWOOD COMMUNITIES, INC., COTTONWOOD COMMUNITIES GP SUBSIDIARY, LLC, COTTONWOOD RESIDENTIAL O.P., LP, COTTONWOOD MULTIFAMILY OPPORTUNITY FUND, INC., AND COTTONWOOD MULTIFAMILY OPPORTUNITY FUND O.P., LP...Merger Agreement • July 13th, 2022 • Cottonwood Communities, Inc. • Real estate investment trusts • Maryland
Contract Type FiledJuly 13th, 2022 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER, dated as of July 8, 2022 (this “Agreement”), is entered into by and among Cottonwood Communities, Inc., a Maryland corporation (“CCI”), Cottonwood Communities GP Subsidiary, LLC, a Maryland limited liability company and a wholly owned subsidiary of CCI (“Merger Sub”), Cottonwood Residential O.P., LP, a Delaware limited partnership and a subsidiary of Merger Sub (“CROP” and, together with CCI and Merger Sub, the “CCI Parties”), Cottonwood Multifamily Opportunity Fund, Inc., a Maryland corporation (“CMOF”), and Cottonwood Multifamily Opportunity Fund O.P., LP, a Delaware limited partnership and subsidiary of CMOF (“CMOF OP” and, together with CMOF, the “CMOF Parties”). Each of the CCI Parties and the CMOF Parties is sometimes referred to herein as a “Party,” and, collectively, the CCI Parties and the CMOF Parties are referred to herein as the “Parties.” Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in Article
ADVISORY AGREEMENT among COTTONWOOD COMMUNITIES, INC. and COTTONWOOD COMMUNITIES O.P., LP and CC ADVISORS III, LLC August 13, 2020Advisory Agreement • February 3rd, 2021 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah
Contract Type FiledFebruary 3rd, 2021 Company Industry JurisdictionThis Advisory Agreement (this “Agreement”), effective as of August 13, 2020 is entered into by and among Cottonwood Communities, Inc., a Maryland corporation (the “REIT”), Cottonwood Communities O.P., LP (the “Operating Partnership”) and CC Advisors III, LLC, a Delaware limited liability company (the “Advisor”). The Operating Partnership, the REIT and their subsidiaries are collectively referred to herein as the “Company.”
DEALER MANAGER AGREEMENT COTTONWOOD COMMUNITIES, INC. Salt Lake City, Utah 84121 August 13, 2018Dealer Manager Agreement • September 26th, 2018 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah
Contract Type FiledSeptember 26th, 2018 Company Industry JurisdictionThis letter confirms and comprises the agreement (this “Agreement”) between Cottonwood Communities, Inc., a Maryland corporation (the “Company”), Cottonwood Communities Management, LLC, a Delaware limited liability company (“Cottonwood Management”) and Orchard Securities, LLC (the “Dealer Manager”), regarding the offering and sale to the public (the “Offering”) by the Company of up to $750,000,000 in common stock of the Company (the “Shares”), pursuant to a primary offering (the “Primary Offering”) and the Company’s distribution reinvestment plan (the “DRP”).
FORM OF LIMITED PARTNERSHIP AGREEMENT OF COTTONWOOD COMMUNITIES OP, LPLimited Partnership Agreement • June 27th, 2018 • Cottonwood Communities, Inc. • Real estate investment trusts • Delaware
Contract Type FiledJune 27th, 2018 Company Industry JurisdictionThis Limited Partnership Agreement (this “Agreement”) is entered into effective as of [ ], 2018, by and among Cottonwood Communities, Inc., a Maryland corporation (the “General Partner”) and the Limited Partner set forth on Exhibit A. Capitalized terms used herein but not otherwise defined shall have the meanings set forth in Section 1.
FIRST AMENDMENT TO LIMITED PARTNERSHIP AGREEMENT OF COTTONWOOD COMMUNITIES OP, LPLimited Partnership Agreement • May 3rd, 2019 • Cottonwood Communities, Inc. • Real estate investment trusts
Contract Type FiledMay 3rd, 2019 Company IndustryThis FIRST AMENDMENT to the LIMITED PARTNERSHIP AGREEMENT OF COTTONWOOD COMMUNITIES OP, LP (this “Amendment”) is entered into effective as of March 28, 2019 by and among Cottonwood Communities, Inc., a Maryland corporation (the “General Partner”) and Cottonwood Communities Investors, LLC, a Delaware limited liability company (the “Limited Partner”). Capitalized terms used but not defined herein will have the meanings ascribed to such terms in the Partnership Agreement (as defined below).
FOURTH AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AND SALE AGREEMENTMembership Interest Purchase and Sale Agreement • April 20th, 2020 • Cottonwood Communities, Inc. • Real estate investment trusts
Contract Type FiledApril 20th, 2020 Company IndustryThis FOURTH AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AND SALE AGREEMENT (this “Amendment”) is made as of February 14, 2020 (the “Effective Date”) by and between KRE JAG ONE UPLAND VENTURE LLC, a Delaware limited liability company (“Seller”) and CC ONE UPLAND, LLC, a Delaware limited liability company (“Buyer”).
SECOND AMENDMENT TO THE SIXTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF COTTONWOOD RESIDENTIAL O.P., LPLimited Partnership Agreement • May 12th, 2022 • Cottonwood Communities, Inc. • Real estate investment trusts
Contract Type FiledMay 12th, 2022 Company IndustryThis Second Amendment (the “Amendment”) to the Sixth Amended and Restated Limited Partnership Agreement of Cottonwood Residential O.P., LP, a Delaware limited partnership (the “Partnership”), is dated as of January 1, 2022 and effective as of November 12, 2021 and is entered into by and among Cottonwood Communities GP Subsidiary, LLC, a Maryland limited liability company (the “General Partner”), CC Advisors-SLP, LLC, a Delaware limited liability company (the “Special Limited Partner”), and the Limited Partners set forth on Exhibit A to the Agreement. Capitalized terms used in this Amendment are defined as set forth in the Sixth Amended and Restated Limited Partnership Agreement of the Partnership, entered into and effective as of July 15, 2021, as amended by the First Amendment thereto (the “Agreement”).
SIXTH AMENDMENT TO THE SIXTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF COTTONWOOD RESIDENTIAL O.P., LPLimited Partnership Agreement • October 13th, 2023 • Cottonwood Communities, Inc. • Real estate investment trusts
Contract Type FiledOctober 13th, 2023 Company IndustryThis Sixth Amendment (this “Amendment”) to the Sixth Amended and Restated Limited Partnership Agreement (the “Agreement”) of Cottonwood Residential O.P., LP, a Delaware limited partnership (the “Partnership”), is entered into effective as of August 21, 2023 by and among Cottonwood Communities GP Subsidiary, LLC, a Maryland limited liability company (the “General Partner”), CC Advisors – SLP, LLC, a Delaware limited liability company (the “Special Limited Partner”), and the Limited Partners set forth on Exhibit A to the Agreement. Capitalized terms used in this Amendment are defined as set forth in the Agreement.
COWORKING SPACE SERVICES AGREEMENT SUMMARY OF BASIC INFORMATIONCoworking Space Services Agreement • March 24th, 2023 • Cottonwood Communities, Inc. • Real estate investment trusts
Contract Type FiledMarch 24th, 2023 Company IndustryThis Coworking Space Services Agreement, including the Summary of Basic Information and all exhibits hereto (the “Agreement”) is made by and between APT Cowork, LLC, a Delaware limited liability company (“Provider”) and the undersigned tenant of the owner (and tenant hereinafter referred to as “Owner” but Provider acknowledges tenant is subject to a lease agreement with the owner) of the “Space”, located in the “Building” and “Complex”, each as such terms are defined in the attached Exhibit A. The Agreement shall be effective as of the date the Agreement is last executed by Owner and Provider, respectively (the “Effective Date”).
THREE-PARTY AGREEMENTThree-Party Agreement • September 26th, 2018 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah
Contract Type FiledSeptember 26th, 2018 Company Industry JurisdictionThis Agreement (the “Agreement”), effective as of August 13, 2018, is entered into by and among Cottonwood Communities, Inc., a Maryland corporation (the “REIT”), Cottonwood Communities O.P., LP, a Delaware limited partnership (the “Operating Partnership”) and Cottonwood Communities Management, LLC, a Delaware limited liability company (“Cottonwood Management”). The REIT, the Operating Partnership and Cottonwood Management are individually referred to as a “Party” and collectively referred to as the “Parties.”
FIRST AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AND SALE AGREEMENTMembership Interest Purchase and Sale Agreement • April 20th, 2020 • Cottonwood Communities, Inc. • Real estate investment trusts
Contract Type FiledApril 20th, 2020 Company IndustryThis FIRST AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AND SALE AGREEMENT (this “Amendment”) is made as of January 24, 2020 (the “Effective Date”) by and between KRE JAG ONE UPLAND VENTURE LLC, a Delaware limited liability company (“Seller”) and CC ONE UPLAND, LLC, a Delaware limited liability company (“Buyer”).
PURCHASE AND SALE AGREEMENT Between LUMA AT WEST PALM BEACH, LLC And COTTONWOOD COMMUNITIES O.P., LPPurchase and Sale Agreement • May 3rd, 2019 • Cottonwood Communities, Inc. • Real estate investment trusts • Florida
Contract Type FiledMay 3rd, 2019 Company Industry JurisdictionThis Purchase and Sale Agreement (this “Agreement”) is dated as of the date last executed by the parties hereto (the “Effective Date”) executed by and between Luma at West Palm Beach, LLC, a Delaware limited liability company (“Seller”), and Cottonwood Communities O.P., LP, a Delaware limited partnership (“Buyer”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG COTTONWOOD COMMUNITIES, INC., COTTONWOOD COMMUNITIES GP SUBSIDIARY, LLC, COTTONWOOD COMMUNITIES O.P., LP, COTTONWOOD RESIDENTIAL II, INC., AND COTTONWOOD RESIDENTIAL O.P., LP DATED AS OF JANUARY 26, 2021Merger Agreement • February 1st, 2021 • Cottonwood Communities, Inc. • Real estate investment trusts • Maryland
Contract Type FiledFebruary 1st, 2021 Company Industry JurisdictionThis Fifth Amended and Restated Limited Partnership Agreement of Cottonwood Residential O.P., LP (this “Agreement”) is entered into effective as of [_____], 2021 upon the effectiveness of the Partnership Merger (as defined below) and is by and among Cottonwood Communities GP Subsidiary, LLC, a Maryland limited liability company (the “General Partner”), CC Advisors III, LLC, a Delaware limited liability company, (the “Special Limited Partner”) and the Limited Partners set forth on Exhibit A. Capitalized terms used herein but not otherwise defined shall have the meanings set forth in Section 1.
FIRST AMENDMENT TO MANAGING BROKER-DEALER AGREEMENTManaging Broker-Dealer Agreement • October 13th, 2023 • Cottonwood Communities, Inc. • Real estate investment trusts
Contract Type FiledOctober 13th, 2023 Company IndustryThis First Amendment (this “Amendment”) to the Managing Broker-Dealer Agreement dated December 1, 2022 (the “Agreement”) by and between Cottonwood Communities, Inc., a Maryland corporation (the “Issuer”), and [***], a Utah limited liability company (the “Managing Broker-Dealer”), is entered into effective as of August 21, 2023 (the “Effective Date”), between the Issuer and the Managing Broker-Dealer. Capitalized terms used in this Amendment and not defined shall have the meanings set forth in the Agreement.
PURCHASE AGREEMENTPurchase Agreement • March 30th, 2022 • Cottonwood Communities, Inc. • Real estate investment trusts • Delaware
Contract Type FiledMarch 30th, 2022 Company Industry JurisdictionThis Purchase Agreement (this “Agreement”) dated as of November 1, 2021 (the “Effective Date”), is made and entered into by and between Sugar House Commons, LLC, a Delaware limited liability company (the “Company”), and Cimarrona Capital, LLC, Tegron Holdings, LLC, Spring Creek Holdings, LLC, Eric Marlin, as the Trustee of the Eric Marlin Living Trust, Villandry, LLC and Little Grand, LLC (the “Buyers”).
AMENDMENT NO. 1 TO DEALER MANAGER AGREEMENTDealer Manager Agreement • October 13th, 2023 • Cottonwood Communities, Inc. • Real estate investment trusts
Contract Type FiledOctober 13th, 2023 Company IndustryThis Amendment No. 1 (this “Amendment”) effective as of November 30, 2021, amends that certain Dealer Manager Agreement dated November 4, 2021 (as it may be amended from time to time, the “Dealer Manager Agreement”), by and between Cottonwood Communities, Inc., a Maryland corporation (the “Company”), and Orchard Securities, LLC (the “Dealer Manager”). Capitalized terms used herein but not defined shall have the meanings set forth in the Dealer Manager Agreement.
ASSIGNMENT OF PROMOTIONAL INTEREST (C-4) (C-5) (Cottonwood Communities)Assignment of Promotional Interest • May 3rd, 2019 • Cottonwood Communities, Inc. • Real estate investment trusts
Contract Type FiledMay 3rd, 2019 Company IndustryThis ASSIGNMENT OF PROMOTIONAL INTEREST (the “Assignment”), effective as of March 1, 2019 (the “Effective Date”) is made and entered into by and between Cottonwood Residential O.P., LP, a Delaware limited partnership (“CROP”), Cottonwood Communities Investor, LLC, a Delaware limited liability company (“CC Investor”), Cottonwood Communities Advisors Promote, LLC, a Delaware limited liability company (“CCA Promote”). Terms not defined herein shall of the meanings given to them on Exhibit A hereto.
FOURTH AMENDMENT TO THE SIXTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF COTTONWOOD RESIDENTIAL O.P., LPLimited Partnership Agreement • March 24th, 2023 • Cottonwood Communities, Inc. • Real estate investment trusts
Contract Type FiledMarch 24th, 2023 Company IndustryThis Fourth Amendment (this “Amendment”) to the Sixth Amended and Restated Limited Partnership Agreement (the “Agreement”) of Cottonwood Residential O.P., LP, a Delaware limited partnership (the “Partnership”), is entered into effective as of December 1, 2022 and is entered into by and among Cottonwood Communities GP Subsidiary, LLC, a Maryland limited liability company (the “General Partner”), CC Advisors – SLP, LLC, a Delaware limited liability company (the “Special Limited Partner”), and the Limited Partners set forth on Exhibit A to the Agreement. Capitalized terms used in this Amendment are defined as set forth in the Agreement.
SELLING AGREEMENTSelling Agreement • October 13th, 2023 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah
Contract Type FiledOctober 13th, 2023 Company Industry JurisdictionThis Selling Agreement (this “Agreement”) is entered into by and between Cottonwood Communities, Inc., a Maryland corporation (the “Issuer”), and [***], a Utah limited liability company (the “Dealer”), effective July 25, 2023 (the “Effective Date”) regarding the offering and sale by the Issuer of up to $10,000,000 in shares of Series 2023-A Preferred Stock (the “Securities”) in the Issuer (the “Offering”). Capitalized terms used herein and not otherwise defined herein shall have the same meaning as set forth in the Cottonwood Communities, Inc. Confidential Private Placement Memorandum dated July 25, 2023, including the exhibits, as may be amended or supplemented (the “Memorandum”).
THIRD AMENDMENT TO THE SIXTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF COTTONWOOD RESIDENTIAL O.P., LPLimited Partnership Agreement • May 12th, 2022 • Cottonwood Communities, Inc. • Real estate investment trusts
Contract Type FiledMay 12th, 2022 Company IndustryThis Third Amendment (the “Amendment”) to the Sixth Amended and Restated Limited Partnership Agreement of Cottonwood Residential O.P., LP, a Delaware limited partnership (the “Partnership”), is entered into effective as of February 7, 2022 and is entered into by and among Cottonwood Communities GP Subsidiary, LLC, a Maryland limited liability company (the “General Partner”), CC Advisors-SLP, LLC, a Delaware limited liability company (the “Special Limited Partner”), and the Limited Partners set forth on Exhibit A to the Agreement. Capitalized terms used in this Amendment are defined as set forth in the Sixth Amended and Restated Limited Partnership Agreement of the Partnership, entered into and effective as of July 15, 2021, as amended by the First and Second Amendments thereto (the “Agreement”).
COTTONWOOD RESIDENTIAL II, INC. TIME-BASED LTIP UNIT AWARD AGREEMENTLtip Unit Award Agreement • May 12th, 2021 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah
Contract Type FiledMay 12th, 2021 Company Industry Jurisdiction
FIFTH AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AND SALE AGREEMENTMembership Interest Purchase and Sale Agreement • April 20th, 2020 • Cottonwood Communities, Inc. • Real estate investment trusts
Contract Type FiledApril 20th, 2020 Company IndustryThis FIFTH AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AND SALE AGREEMENT (this “Amendment”) is made as of February 18, 2020 (the “Effective Date”) by and between KRE JAG ONE UPLAND VENTURE LLC, a Delaware limited liability company (“Seller”) and CC ONE UPLAND, LLC, a Delaware limited liability company (“Buyer”).
Dear Investor:Merger Agreement • February 1st, 2021 • Cottonwood Communities, Inc. • Real estate investment trusts
Contract Type FiledFebruary 1st, 2021 Company IndustryWe are writing to share news regarding your investment in Cottonwood Residential II, Inc. (“CRII,” and together with its operating partnership, Cottonwood Residential O.P., LP (“CROP”), “Cottonwood Residential”). On January 26th, Cottonwood Residential entered into a definitive merger agreement pursuant to which Cottonwood Communities, Inc. (“CCI”) would acquire Cottonwood Residential, with CCI remaining as the surviving company and general partner of CROP, and CROP as the surviving operating partnership. In addition to this agreement, CCI also entered into merger agreements to acquire Cottonwood Multifamily REIT I, Inc. (“CMRI”) and Cottonwood Multifamily REIT II, Inc. (“CMRII”) in separate stock-for-stock transactions (the “Mergers”). If all of the Mergers are completed as contemplated by the agreements, the transactions will create a single $1.5 billion1 REIT focused solely on the multifamily sector.
FIRST AMENDMENT TO THE SIXTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF COTTONWOOD RESIDENTIAL O.P., LPLimited Partnership Agreement • October 21st, 2021 • Cottonwood Communities, Inc. • Real estate investment trusts
Contract Type FiledOctober 21st, 2021 Company IndustryThis First Amendment (the “Amendment”) to the Sixth Amended and Restated Limited Partnership Agreement of Cottonwood Residential O.P., LP, a Delaware limited partnership (the “Partnership”), is entered into effective as of October 20, 2021 (this “Agreement”) and is entered into by and among Cottonwood Communities GP Subsidiary, LLC, a Maryland limited liability company (the “General Partner”), CC Advisors III, LLC, a Delaware limited liability company (the “Special Limited Partner”), and the Limited Partners set forth on Exhibit A to the Agreement. Capitalized terms used in this Amendment are defined as set forth in the Agreement.
AMENDED AND RESTATED ESCROW AGREEMENT (Subscription Proceeds)Escrow Agreement • August 8th, 2018 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah
Contract Type FiledAugust 8th, 2018 Company Industry JurisdictionThis AMENDED AND RESTATED ESCROW AGREEMENT (“Agreement”) is dated as of August 6, 2018, by and between Cottonwood Communities, Inc., a Maryland corporation (“Issuer”), UMB BANK, N.A. as escrow agent (“Escrow Agent”) and Orchard Securities, LLC, a Utah limited liability company (the “Dealer Manager”).
FORM OF THREE-PARTY AGREEMENTThree-Party Agreement • June 27th, 2018 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah
Contract Type FiledJune 27th, 2018 Company Industry JurisdictionThis Agreement (the “Agreement”), effective as of [_], 2018, is entered into by and among Cottonwood Communities, Inc., a Maryland corporation (the “REIT”), Cottonwood Communities O.P., LP, a Delaware limited partnership (the “Operating Partnership”) and Cottonwood Communities Management, LLC, a Delaware limited liability company (“Cottonwood Management”). The REIT, the Operating Partnership and Cottonwood Management are individually referred to as a “Party” and collectively referred to as the “Parties.”
TRADEMARK LICENSE AGREEMENT among COTTONWOOD COMMUNITIES, INC. and COTTONWOOD RESIDENTIAL O.P., LP and May 7, 2021Trademark License Agreement • May 12th, 2021 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah
Contract Type FiledMay 12th, 2021 Company Industry JurisdictionThis Trademark License Agreement (including all exhibits referenced herein, this “Agreement”), dated as of May 7, 2021, is entered into by and among Cottonwood Communities, Inc., a Maryland corporation (the “REIT”), Cottonwood Residential O.P., LP (the “Operating Partnership”) and CC Advisors III, LLC, a Delaware limited liability company (the “Advisor”). The Operating Partnership, the REIT and their subsidiaries are collectively referred to herein as the “Company.”
SECOND AMENDMENT TO THE LIMITED PARTNERSHIP AGREEMENT OFLimited Partnership Agreement • November 13th, 2019 • Cottonwood Communities, Inc. • Real estate investment trusts
Contract Type FiledNovember 13th, 2019 Company IndustryThis Second Amendment (this “Amendment”) to the Limited Partnership Agreement of Cottonwood Communities O.P., LP (the “Partnership”) dated as of August 13, 2018, as amended by the First Amendment to the Limited Partnership Agreement of the Partnership (as amended, the “Partnership Agreement”), is adopted by Cottonwood Communities, Inc. (the “General Partner”) as General Partner and on behalf of the Limited Partners. This Amendment is effective as of November 1, 2019 (the “Effective Date”).