0000950123-09-024465 Sample Contracts

FORM OF ADVISORY AGREEMENT AMONG STEADFAST SECURE INCOME REIT, INC., STEADFAST SECURE INCOME REIT OPERATING PARTNERSHIP, L.P., AND STEADFAST SECURE INCOME ADVISOR, LLC
Advisory Agreement • July 23rd, 2009 • Steadfast Secure Income REIT, Inc. • Delaware

THIS ADVISORY AGREEMENT (this “Agreement”), dated as of the ___ day of , 2009, is entered into by and among Steadfast Secure Income REIT, Inc., a Maryland corporation (the “Company”), Steadfast Secure Income REIT Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), and Steadfast Secure Income Advisor, LLC, a Delaware limited liability company (the “Advisor”). Capitalized terms used herein shall have the meanings ascribed to them in Section 1 below.

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AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF STEADFAST SECURE INCOME REIT OPERATING PARTNERSHIP, L.P. A DELAWARE LIMITED PARTNERSHIP
Limited Partnership Agreement • July 23rd, 2009 • Steadfast Secure Income REIT, Inc. • Delaware

This Amended and Restated Limited Partnership Agreement is entered into this ___ day of , 2009, between Steadfast Secure Income REIT, Inc., a Maryland corporation (the “General Partner”), and the Initial Limited Partner (defined below). Capitalized terms used herein but not otherwise defined shall have the meanings given them in Article 1.

STEADFAST SECURE INCOME REIT, INC. Up to $1,650,000,000 in Shares of Common Stock, $0.01 par value per share FORM OF DEALER MANAGER AGREEMENT
Dealer Manager Agreement • July 23rd, 2009 • Steadfast Secure Income REIT, Inc. • Delaware
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