AMENDMENT TO SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INDEPENDENCE REALTY OPERATING PARTNERSHIP, LP
Exhibit 4.1
AMENDMENT TO
SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP
OF INDEPENDENCE REALTY OPERATING PARTNERSHIP, LP
This Amendment is made to the Second Amended and Restated Agreement of Limited Partnership of Independence Realty Operating Partnership, LP (the “Agreement”) and shall be effective as of December 16, 2011 (the “Effective Date”). All capitalized terms used but not defined herein shall have the respective meanings assigned to them in the Agreement.
WHEREAS, the General Partner desires to amend the Agreement as set forth below to reflect the issuance of additional Partnership Units in the Partnership and the admission of an Additional Limited Partner.
NOW, THEREFORE, the parties hereby agree as follows:
1. Amendment to Agreement. Effective as of the Effective Date, the Agreement is hereby amended by replacing Exhibit A attached to the Agreement with Exhibit A attached to this Amendment.
2. Effect on the Agreement. Except as specifically amended by this Amendment, the Agreement shall remain in full force and effect.
3. Governing Law. This Amendment shall be governed by the laws of the State of Delaware.
[Signature Page Follows]
IN WITNESS WHEREOF, the undersigned has signed this Amendment as of the Effective Date.
| GENERAL PARTNER | ||
| INDEPENDENCE REALTY TRUST, INC. | ||
| By: | /S/ XXXX X. XXXXXX | |
| Its: | President and Chief Financial Officer | |
EXHIBIT A
Partners’ Contributions and Partnership Interests
| Name and Address of Partner | Type of Interest | Capital Contribution |
Number of Partnership Units |
Number of Special Limited Partnership Units |
Percentage Interest | |||||
| General Partner: |
||||||||||
| Independence Realty Trust, Inc. Xxxx Centre 0000 Xxxx Xxxxxx, 00xx Xxxxx Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000 |
General Partnership Interest |
$200,000 | $20,000 | Not applicable | 0.38% | |||||
| Limited Partners: |
||||||||||
| RAIT NTR Holdings, LLC, as the Initial Limited Partner Xxxx Centre 0000 Xxxx Xxxxxx, 00xx Xxxxx Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000 |
Limited Partnership Interest |
$2,000 | 200 | Not applicable | 0.00% | |||||
| RAIT NTR Holdings, LLC, as Special Limited Partner Xxxx Centre 0000 Xxxx Xxxxxx, 00xx Xxxxx Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000 |
Special Limited Partnership Units |
None | Not applicable | 100 | Not applicable | |||||
| Belle Creek Member, LLC*(1) Xxxx Centre 0000 Xxxx Xxxxxx, 00xx Xxxxx Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000 |
Limited Partnership Interest |
$3,525,000 | 352,500 | Not applicable | 6.66% |
| Name and Address of Partner | Type of Interest | Capital Contribution |
Number of Partnership Units |
Number of Special Limited Partnership Units |
Percentage Interest | |||||
| Copper Mill Member, LLC*(2) Xxxx Centre 0000 Xxxx Xxxxxx, 00xx Xxxxx Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000 |
Limited Partnership Interest |
$7,365,000 | 736,500 | Not applicable. | 13.91% | |||||
| Crestmont Member, LLC*(3) Xxxx Centre 0000 Xxxx Xxxxxx, 00xx Xxxxx Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000 |
Limited Partnership Interest |
$6,750,000 | 675,000 | Not applicable. | 12.75% | |||||
| Cumberland Member, LLC*(4) Xxxx Centre 0000 Xxxx Xxxxxx, 00xx Xxxxx Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000 |
Limited Partnership Interest |
$6,900,000 | 690,000 | Not applicable. | 13.03% | |||||
| Heritage Trace Member, LLC*(5) Xxxx Centre 0000 Xxxx Xxxxxx, 00xx Xxxxx Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000 |
Limited Partnership Interest |
$5,500,000 | 550,000 | Not applicable. | 10.39% | |||||
| Xxxxx at Arrowhead Member, LLC*(6) Xxxx Centre 0000 Xxxx Xxxxxx, 00xx Xxxxx Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000 |
Limited Partnership Interest |
$9,175,000 | 917,500 | Not applicable. | 17.33% | |||||
| Centrepoint Member, LLC* (7) Xxxx Centre 0000 Xxxx Xxxxxx, 00xx Xxxxx Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000 |
Limited Partnership Interest |
$11,900,000 | 1,190,000 | Not applicable | 22.47% | |||||
| RAIT NTR Holdings, LLC* Xxxx Centre 0000 Xxxx Xxxxxx, 00xx Xxxxx Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000 |
Limited Partnership Interest |
$657,000 | 65,700 | Not applicable | 1.24% |
| Name and Address of Partner | Type of Interest | Capital Contribution |
Number of Partnership Units |
Number of Special Limited Partnership Units |
Percentage Interest | |||||
| Taberna IR Holdings, LLC* Xxxx Centre 0000 Xxxx Xxxxxx, 00xx Xxxxx Xxxxxxxxxxxx, Xxxxxxxxxxxx 00000 |
Limited Partnership Interest |
$975,000 | 97,500 | Not applicable | 1.84% | |||||
| TOTAL |
$52,949,000 | 5,294,900 | 100 | 100% |
| * | Denotes the RAIT Limited Partners. |
| (1) | On April 29, 2011, the Partnership issued the Partnership Units to Belle Creek Apartments Colorado, LLC, which distributed the Partnership Units to Belle Creek Member, LLC, its sole member. |
| (2) | On April 29, 2011, the Partnership issued the Partnership Units to Creeks at Copper Hills Apartments Texas, LLC, which distributed the Partnership Units to Copper Hill Member, LLC, its sole member. |
| (3) | On April 29, 2011, the Partnership issued the Partnership Units to Crestmont Apartments Georgia, LLC, which distributed the Partnership Units to Crestmont Member, LLC, its sole member. |
| (4) | On April 29, 2011, the Partnership issued the Partnership Units to Xxxxxxxxxx Xxxx Apartments Georgia, LLC, which distributed the Partnership Units to Cumberland Member, LLC, its sole member. |
| (5) | On April 29, 2011, the Partnership issued the Partnership Units to Heritage Trace Apartments Virginia, LLC, which distributed the Partnership Units to Heritage Trace Member, LLC, its sole member. |
| (6) | On April 29, 2011, the Partnership issued the Partnership Units to Xxxxx at Arrowhead Arizona, LLC, which distributed the Partnership Units to Xxxxx at Arrowhead Member, LLC, its sole member. |
| (7) | On December 16, 2011, the Partnership issued the Partnership Units to Centrepoint Arizona, LLC, which distributed the Partnership Units to Centrepoint Member, LLC, its sole member. |
