Common Contracts

32 similar Soliciting Dealer Agreement contracts by American Realty Capital Daily Net Asset Value Trust, Inc., American Realty Capital Properties, Inc., ARC Realty Finance Trust, Inc., others

EX-1.2 3 d252100dex12.htm FORM OF SOLICITING DEALER AGREEMENT INDEPENDENCE MORTGAGE TRUST, INC. FORM OF SOLICITING DEALER AGREEMENT Ladies and Gentlemen:
Soliciting Dealer Agreement • May 5th, 2020

Independence Realty Securities, LLC (the “Dealer Manager”) entered into a dealer manager agreement, dated as of , 2012 (the “Dealer Manager Agreement”), with Independence Mortgage Trust, Inc. (the “Company”), a Maryland corporation that intends to qualify and elect to be taxed as a real estate investment trust (a “REIT”) for federal income tax purposes beginning with the taxable year ending December 31st of the year in which the Company satisfies the Minimum Offering (as defined below). Pursuant to the Dealer Manager Agreement, the Dealer Manager has agreed to act as exclusive dealer manager for, and to use its reasonable best efforts to solicit subscriptions in connection with, the Company’s public offering of (a) up to 150,000,000 shares of the Company’s common stock, $.01 par value per share (the “Shares”), for a purchase price of $10.00 per Share (subject in certain circumstances to discounts based upon the volume of shares purchased and for certain categories of purchasers), in th

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AMERICAN REALTY CAPITAL New York City REIT II, Inc. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • February 17th, 2015 • American Realty Capital New York City REIT II, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2015 (the “Dealer Manager Agreement”), with American Realty Capital New York City REIT II, Inc., a Maryland corporation (the “Company”) and New York City Advisors II, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of (i) up to 30,000,000 shares of the Company's common stock, $0.01 par value per share (“Common Stock”) offered to the public in the primary offering (the “Primary Shares”), and (ii) up to 14,700,000 shares of Common Stock offered pursuant to the Company's distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Company has reserved the right to reallocate the Shares between Primary Shares and the DRP Shares. U

AMERICAN REALTY CAPITAL — RETAIL CENTERS OF AMERICA II, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • September 15th, 2014 • American Realty Capital - Retail Centers of America II, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2014 (the “Dealer Manager Agreement”), with American Realty Capital — Retail Centers of America II, Inc., a Maryland corporation (the “Company”) and American Realty Capital Retail II Advisors, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of (i) up to 125,000,000 shares of the Company's common stock, $0.01 par value per share (“Common Stock”) offered to the public in the primary offering (the “Primary Shares”), and (ii) up to 26,315,789 shares of Common Stock offered pursuant to the Company's distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Company has reserved the right to reallocate the Shares between Primary S

AMERICAN REALTY CAPITAL — RETAIL CENTERS OF AMERICA II, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • August 18th, 2014 • American Realty Capital - Retail Centers of America II, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2014 (the “Dealer Manager Agreement”), with American Realty Capital — Retail Centers of America II, Inc., a Maryland corporation (the “Company”) and American Realty Capital Retail II Advisors, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of (i) up to 125,000,000 shares of the Company's common stock, $0.01 par value per share (“Common Stock”) offered to the public in the primary offering (the “Primary Shares”), and (ii) up to 26,315,789 shares of Common Stock offered pursuant to the Company's distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Company has reserved the right to reallocate the Shares between Primary S

AMERICAN REALTY CAPITAL Daily Net Asset Value Trust, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • August 14th, 2014 • American Realty Capital Daily Net Asset Value Trust, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2014 (the “Dealer Manager Agreement”), with American Realty Capital Daily Net Asset Value Trust, Inc., a Maryland corporation (the “Company”) and American Realty Capital Advisors II, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of up to $1,714,315,556 of shares of the Company's common stock, $0.01 par value per share (“Common Stock”) of which amount: (i) up to $1,477,655,489 in shares of Common Stock are being offered to the public in the primary offering (the “Primary Shares”), and (ii) up to $236,660,067 in shares of Common Stock are being offered pursuant to the Company’s distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the for

AMERICAN REALTY CAPITAL HEALTHCARE TRUST III, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • August 11th, 2014 • American Realty Capital Healthcare Trust III, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2014 (the “Dealer Manager Agreement”), with American Realty Capital Healthcare Trust III, Inc., a Maryland corporation (the “Company”) and American Realty Capital Healthcare III Advisors, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of (i) up to 125,000,000 shares of the Company's common stock, $0.01 par value per share (“Common Stock”) offered to the public in the primary offering (the “Primary Shares”), and (ii) up to 26,315,789 shares of Common Stock offered pursuant to the Company's distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Company has reserved the right to reallocate the Shares between Primary Shares

AMERICAN REALTY CAPITAL GLOBAL TRUST II, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • August 11th, 2014 • American Realty Capital Global Trust II, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2014 (the “Dealer Manager Agreement”), with American Realty Capital Global Trust II, Inc., a Maryland corporation (the “Company”) and American Realty Capital Global II Advisors, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of (i) up to 125,000,000 shares of the Company's common stock, $0.01 par value per share (“Common Stock”) offered to the public in the primary offering (the “Primary Shares”), and (ii) up to 26,315,789 shares of Common Stock offered pursuant to the Company's distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Company has reserved the right to reallocate the Shares between Primary Shares and the D

AMERICAN REALTY CAPITAL NEW YORK CITY REIT, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • February 26th, 2014 • American Realty Captal New York City REIT, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2014 (the “Dealer Manager Agreement”), with American Realty Capital New York City REIT, Inc., a Maryland corporation (the “Company”) and New York City Advisors, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of (i) up to 30,000,000 shares of the Company's common stock, $0.01 par value per share (“Common Stock”) offered to the public in the primary offering (the “Primary Shares”), and (ii) up to 10,526,315 in shares of Common Stock offered pursuant to the Company's distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Company has reserved the right to reallocate the Shares between Primary Shares and the DRP Shares. Unti

AMERICAN REALTY CAPITAL HOSPITALITY TRUST, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • November 14th, 2013 • American Realty Capital Hospitality Trust, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2013 (the “Dealer Manager Agreement”), with American Realty Capital Hospitality Trust, Inc., a Maryland corporation (the “Company”) and American Realty Capital Hospitality Advisors, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of (i) up to 80,000,000 shares of the Company's common stock, $0.01 par value per share (“Common Stock”) offered to the public in the primary offering (the “Primary Shares”), and (ii) up to 21,052,631 in shares of Common Stock offered pursuant to the Company's distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Company has reserved the right to reallocate the Shares between Primary Shares and

PHILLIPS EDISON – ARC GROCERY CENTER REIT II, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • October 2nd, 2013 • Phillips Edison - ARC Grocery Center REIT II, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2013 (the “Dealer Manager Agreement”), with Phillips Edison – ARC Grocery Center REIT II, Inc., a Maryland corporation (the “Company”) and Phillips Edison NTR II LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of (i) up to 80,000,000 shares of the Company's common stock, $0.01 par value per share (“Common Stock”) offered to the public in the primary offering (the “Primary Shares”), and (ii) up to 20,000,000 shares of Common Stock offered pursuant to the Company's distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Company has reserved the right to reallocate the Shares between Primary Shares and the DRP Shares. Until

AMERICAN REALTY CAPITAL TRUST V, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • March 6th, 2013 • American Realty Capital Trust V, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2013 (the “Dealer Manager Agreement”), with American Realty Capital Trust V, Inc., a Maryland corporation (the “Company”) and American Realty Capital Advisors V, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of (i) up to 68,000,000 shares of the Company's common stock, $0.01 par value per share (“Common Stock”) offered to the public in the primary offering (the “Primary Shares”), and (ii) up to 14,736,842 in shares of Common Stock offered pursuant to the Company's distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Company has reserved the right to reallocate the Shares between Primary Shares and the DRP Shares. Unt

ARC REALTY FINANCE TRUST, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • February 12th, 2013 • ARC Realty Finance Trust, Inc. • Real estate investment trusts

This Agreement shall become effective and binding with respect to the parties hereto on the date set forth on Soliciting Dealer's signature page hereto.

AMERICAN REALTY CAPITAL HEALTHCARE TRUST II, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • February 8th, 2013 • American Realty Capital Healthcare Trust II, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2013 (the “Dealer Manager Agreement”), with American Realty Capital Healthcare Trust II, Inc., a Maryland corporation (the “Company”) and American Realty Capital Healthcare II Advisors, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of (i) up to 68,000,000 shares of the Company's common stock, $0.01 par value per share (“Common Stock”) offered to the public in the primary offering (the “Primary Shares”), and (ii) up to 14,736,842 in shares of Common Stock offered pursuant to the Company's distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Company has reserved the right to reallocate the Shares between Primary Shares

ARC REALTY FINANCE TRUST, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • January 22nd, 2013 • ARC Realty Finance Trust, Inc. • Real estate investment trusts

This Agreement shall become effective and binding with respect to the parties hereto on the date set forth on Soliciting Dealer's signature page hereto.

ARC REALTY FINANCE TRUST, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • December 28th, 2012 • ARC Realty Finance Trust, Inc. • Real estate investment trusts

This Agreement shall become effective and binding with respect to the parties hereto on the date set forth on Soliciting Dealer's signature page hereto.

AMERICAN REALTY CAPITAL HEALTHCARE TRUST II, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • December 7th, 2012 • American Realty Capital Healthcare Trust II, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2013 (the “Dealer Manager Agreement”), with American Realty Capital Healthcare Trust II, Inc., a Maryland corporation (the “Company”) and American Realty Capital Healthcare II Advisors, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of (i) up to 68,000,000 shares of the Company's common stock, $0.01 par value per share (“Common Stock”) offered to the public in the primary offering (the “Primary Shares”), and (ii) up to 14,736,842 in shares of Common Stock offered pursuant to the Company's distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Company has reserved the right to reallocate the Shares between Primary Shares

AMERICAN REALTY CAPITAL GLOBAL TRUST, INC. SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • October 15th, 2012 • American Realty Capital Global Trust, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of September 26, 2012 (the “Dealer Manager Agreement”), with American Realty Capital Global Trust, Inc., a Maryland corporation (the “Company”) and American Realty Capital Global Advisors, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of (i) up to 150,000,000 shares of the Company's common stock, $0.01 par value per share (“Common Stock”) offered to the public in the primary offering (the “Primary Shares”), and (ii) up to 25,000,000 in shares of Common Stock offered pursuant to the Company's distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Company has reserved the right to reallocate the Shares between Primary Shares

AMERICAN REALTY CAPITAL GLOBAL TRUST, INC. SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • August 15th, 2012 • American Realty Capital Global Trust, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of August 14, 2012 (the “Dealer Manager Agreement”), with American Realty Capital Global Trust, Inc., a Maryland corporation (the “Company”) and American Realty Capital Global Advisors, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of up to $1,499,499,995 of shares of the Company's common stock, $0.01 par value per share (“Common Stock”) of which amount: (i) up to $1,499,999,995 in shares of Common Stock are being offered to the public in the primary offering (the “Primary Shares”), and (ii) up to $237,500,000 in shares of Common Stock are being offered pursuant to the Company's distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foreg

INDEPENDENCE MORTGAGE TRUST, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • May 29th, 2012 • Independence Mortgage Trust, Inc. • Real estate investment trusts

Independence Realty Securities, LLC (the “Dealer Manager”) entered into a dealer manager agreement, dated as of , 2012 (the “Dealer Manager Agreement”), with Independence Mortgage Trust, Inc. (the “Company”), a Maryland corporation that intends to qualify and elect to be taxed as a real estate investment trust (a “REIT”) for federal income tax purposes beginning with the taxable year ending December 31st of the year in which the Company satisfies the Minimum Offering (as defined below). Pursuant to the Dealer Manager Agreement, the Dealer Manager has agreed to act as exclusive dealer manager for, and to use its reasonable best efforts to solicit subscriptions in connection with, the Company’s public offering of (a) up to 150,000,000 shares of the Company’s common stock, $.01 par value per share (the “Shares”), for a purchase price of $10.00 per Share (subject in certain circumstances to discounts based upon the volume of shares purchased and for certain categories of purchasers), in th

AMERICAN REALTY CAPITAL GLOBAL DAILY NET ASSET VALUE TRUST, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • March 29th, 2012 • American Realty Capital Global Daily Net Asset Value Trust, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2012 (the “Dealer Manager Agreement”), with American Realty Capital Global Daily Net Asset Value Trust, Inc., a Maryland corporation (the “Company”) and American Realty Capital Global Advisors, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of up to $1,499,499,995 of shares of the Company's common stock, $0.01 par value per share (“Common Stock”) of which amount: (i) up to $1,499,999,995 in shares of Common Stock are being offered to the public in the primary offering (the “Primary Shares”), and (ii) up to $237,500,000 in shares of Common Stock are being offered pursuant to the Company's distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstand

AMERICAN REALTY CAPITAL GLOBAL DAILY NET ASSET VALUE TRUST, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • December 8th, 2011 • American Realty Capital Global Daily Net Asset Value Trust, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2011 (the “Dealer Manager Agreement”), with American Realty Capital Global Daily Net Asset Value Trust, Inc., a Maryland corporation (the “Company”) and American Realty Capital Global Advisors, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of up to $1,499,499,995 of shares of the Company's common stock, $0.01 par value per share (“Common Stock”) of which amount: (i) up to $1,499,999,995 in shares of Common Stock are being offered to the public in the primary offering (the “Primary Shares”), and (ii) up to $237,500,000 in shares of Common Stock are being offered pursuant to the Company's distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstand

AMERICAN REALTY CAPITAL DAILY NET ASSET VALUE TRUST, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • August 4th, 2011 • American Realty Capital Daily Net Asset Value Trust, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2011 (the “Dealer Manager Agreement”), with American Realty Capital Daily Net Asset Value Trust, Inc., a Maryland corporation (the “Company”) and American Realty Capital Advisors II, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of up to $1,499, 499,995 of shares of the Company’s common stock, $.01 par value per share (“Common Stock”) of which amount: (i) up to $1,499,999,995 in shares of Common Stock are being offered to the public in the primary offering (the “Primary Shares”), and (ii) up to $237,500,000 in shares of Common Stock are being offered pursuant to the Company’s distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the for

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AMERICAN REALTY CAPITAL PROPERTIES, INC. SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • July 5th, 2011 • American Realty Capital Properties, Inc. • Real estate investment trusts

This Agreement shall become effective and binding with respect to the parties hereto on the date set forth on Soliciting Dealer’s signature page hereto.

AMERICAN REALTY CAPITAL PROPERTIES, INC. SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • June 13th, 2011 • American Realty Capital Properties, Inc. • Real estate investment trusts

This Agreement shall become effective and binding with respect to the parties hereto on the date set forth on Soliciting Dealer’s signature page hereto.

AMERICAN REALTY CAPITAL DAILY NET ASSET VALUE TRUST, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • June 9th, 2011 • American Realty Capital Daily Net Asset Value Trust, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2011 (the “Dealer Manager Agreement”), with American Realty Capital Daily Net Asset Value Trust, Inc., a Maryland corporation (the “Company”) and American Realty Capital Advisors II, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of up to $1,499, 499,995 of shares of the Company’s common stock, $.01 par value per share (“Common Stock”) of which amount: (i) up to $1,499,999,995 in shares of Common Stock are being offered to the public in the primary offering (the “Primary Shares”), and (ii) up to $237,500,000 in shares of Common Stock are being offered pursuant to the Company’s distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the for

AMERICAN REALTY CAPITAL PROPERTIES, INC. SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • May 27th, 2011 • American Realty Capital Properties, Inc. • Real estate investment trusts

This Agreement shall become effective and binding with respect to the parties hereto on the date set forth on Soliciting Dealer’s signature page hereto.

ARC-NORTHCLIFFE INCOME PROPERTIES, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • December 22nd, 2010 • ARC - Northcliffe Income Properties, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2010 (the “Dealer Manager Agreement”), with ARC-Northcliffe Income Properties, Inc., a Maryland corporation (the “Company”) and American Realty Capital Income Properties Advisors, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of: (i) up to 50,000,000 shares of the Company’s common stock, $.01 par value per share (“Common Stock”) for a purchase price of $10.00 per share (subject in certain circumstances to discounts based upon the volume of shares of Common Stock purchased) (the “Primary Shares”), and (ii) up to 10,000,000 shares of Common Stock for a purchase price of $9.50 per share (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Company has

AMERICAN REALTY CAPITAL – RETAIL CENTERS OF AMERICA, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • December 21st, 2010 • American Realty Capital - Retail Centers of America, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2010 (the “Dealer Manager Agreement”), with American Realty Capital – Retail Centers of America, Inc., a Maryland corporation (the “Company”) and American Realty Capital Retail Advisor, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of: (i) up to 150,000,000 shares of the Company’s common stock, $.01 par value per share (“Common Stock”) for a purchase price of $10.00 per share (subject in certain circumstances to discounts based upon the volume of shares of Common Stock purchased) (the “Primary Shares”), and (ii) up to 25,000,000 shares of Common Stock for a purchase price of $9.50 per share (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Comp

AMERICAN REALTY CAPITAL TRUST II, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • December 6th, 2010 • American Realty Capital Trust II, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2010 (the “Dealer Manager Agreement”), with American Realty Capital Trust II, Inc., a Maryland corporation (the “Company”) and American Realty Capital Advisors II, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of up to $1,499, 499,995 of shares of the Company’s common stock, $.01 par value per share (“Common Stock”) of which amount: (i) up to $1,499,999,995 in shares of Common Stock are being offered to the public in the primary offering (the “Primary Shares”), and (ii) up to $237,500,000 in shares of Common Stock are being offered pursuant to the Company’s distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Company

AMERICAN REALTY CAPITAL TRUST II, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • October 8th, 2010 • American Realty Capital Trust II, Inc.

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2010 (the “Dealer Manager Agreement”), with American Realty Capital Trust II, Inc., a Maryland corporation (the “Company”) and American Realty Capital Advisors II, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of up to $1,737, 499,995 of shares of the Company’s common stock, $.01 par value per share (“Common Stock”) of which amount: (i) up to $1,499,999,995 in shares of Common Stock are being offered to the public in the primary offering (the “Primary Shares”), and (ii) up to $237,500,000 in shares of Common Stock are being offered pursuant to the Company’s distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Company

AMERICAN REALTY CAPITAL – RETAIL CENTERS OF AMERICA, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • September 14th, 2010 • American Realty Capital - Retail Centers of America, Inc.

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of , 2010 (the “Dealer Manager Agreement”), with American Realty Capital – Retail Centers of America, Inc., a Maryland corporation (the “Company”) and American Realty Capital Retail Advisor, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of: (i) up to 35,000,000 shares of the Company’s common stock, $.01 par value per share (“Common Stock”) for a purchase price of $10.00 per share (subject in certain circumstances to discounts based upon the volume of shares of Common Stock purchased) (the “Primary Shares”), and (ii) up to 1,000,000 shares of Common Stock for a purchase price of $9.50 per share (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Compan

EMPIRE AMERICAN REALTY TRUST, INC. FORM OF SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • August 14th, 2009 • Empire American Realty Trust Inc • Real estate investment trusts

Empire American Realty, LLC (the “Dealer Manager”) entered into a dealer manager agreement, dated as of ____________, 2009 (the “Dealer Manager Agreement”), with Empire American Realty Trust, Inc., a Maryland corporation (the “Company”), under which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) for its common shares of beneficial interest, $.01 par value per share, of which amount: (i) up to 100,000,000 shares for a purchase price of $10.00 per share (subject in certain circumstances to discounts based upon the volume of shares purchased and for certain categories of purchasers) (the “Primary Shares”), and (ii) up to 10,000,000 shares for a purchase price of $9.50 per share (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the initial Effective Date (as defined below). Notwithstanding the foregoing, the Company has reserved the right to reallocate the Share

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