0000950123-16-013288 Sample Contracts

LOGO] RODIN INCOME TRUST, INC. Up to $1,250,000,000 in Shares of Common Stock DEALER MANAGER AGREEMENT
Dealer Manager Agreement • February 2nd, 2016 • Rodin Income Trust, Inc. • Real estate investment trusts • New York

This Dealer Manager Agreement (the “Agreement”) is made and entered into as of the day of , 2016 between Rodin Income Trust, Inc., a Maryland corporation (the “Company”), Cantor Real Estate Investment Management, LLC, a Delaware limited liability company (the “Sponsor”), and Cantor Fitzgerald & Co., a New York general partnership (the “Dealer Manager”).

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LOGO] RODIN INCOME TRUST, INC. Up to $1,250,000,000 in Shares of Common Stock FORM OF SELECTED DEALER AGREEMENT
Selected Dealer Agreement • February 2nd, 2016 • Rodin Income Trust, Inc. • Real estate investment trusts • New York

Cantor Fitzgerald & Co., as the dealer manager (the “Dealer Manager”) for Rodin Income Trust, Inc. (the “Company”), a Maryland corporation that intends to qualify to be taxed as a real estate investment trust, invites you (the “Dealer”) to participate in the distribution of Class A shares (the “Class A Shares”), Class T shares (the “Class T Shares”) and Class I shares (the “Class I Shares”) of common stock, $0.01 par value per share (the Class A Shares, the Class T Shares and Class I Shares collectively, the “Shares”) of the Company subject to the following terms:

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