SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF IPC ALTERNATIVE REAL ESTATE OPERATING PARTNERSHIP, LP A DELAWARE LIMITED PARTNERSHIP FEBRUARY 13, 2024Limited Partnership Agreement • February 15th, 2024 • IPC Alternative Real Estate Income Trust, Inc. • Real estate investment trusts • Delaware
This Second Amended and Restated Limited Partnership Agreement (this “Agreement”), dated as of February 13, 2024, amends and restates the Amended and Restated Limited Partnership Agreement entered into as of August 24, 2023, and is entered into by and among IPC Alternative Real Estate Income Trust, Inc. (f/k/a Inland Private Capital Alternative Assets Fund, LLC), a Maryland corporation, as general partner (the “General Partner”) and as a Limited Partner, IPC REIT Special Limited Partner, LP, a Delaware limited partnership (the “Special Limited Partner”) and the Limited Partners party hereto from time to time.
PURCHASE OBLIGATION AGREEMENTPurchase Obligation Agreement • February 15th, 2024 • IPC Alternative Real Estate Income Trust, Inc. • Real estate investment trusts • Delaware
THIS PURCHASE OBLIGATION AGREEMENT (this “Agreement”) is entered into as of February 13, 2024 (the “Effective Date”), by and among IPC Alternative Real Estate Operating Partnership, LP, a Delaware limited partnership (the “Operating Partnership”) and Self-Storage Portfolio V Exchange, L.L.C., a limited liability company (the “Trust Manager”), in its capacity as signatory trustee of Self-Storage Portfolio V DST, a Delaware statutory trust (the “Trust”), the Trust, AL Self-Storage DST, a Delaware statutory trust (the “AL DST”), and GA Self-Storage DST, a Delaware statutory trust (the “GA DST”, and together with the AL DST, “Sub-DSTs”). The Trust, the AL DST and the GA DST are hereinafter collectively referred to as the “Group Companies.”
INLAND SECURITIES CORPORATION fORM OF SELECTED DEALER AGREEMENT ipc alternative REAL ESTATE OPERATING PARTNERSHIP, LPSelected Dealer Agreement • February 15th, 2024 • IPC Alternative Real Estate Income Trust, Inc. • Real estate investment trusts • Illinois
The Selected Dealer hereby represents by its acceptance of each payment of the Distribution Fee that it complies with the above requirement. The Selected Dealer agrees to promptly notify the Dealer Manager if it is no longer the broker-dealer of record with respect to some or all of the Class T, Class S or Class D Units giving rise to such Distribution Fees.
IPC ALTERNATIVE REAL ESTATE Operating Partnership, LP Dealer Manager Agreement February 13, 2024Dealer Manager Agreement • February 15th, 2024 • IPC Alternative Real Estate Income Trust, Inc. • Real estate investment trusts • Illinois
IPC Alternative Real Estate Operating Partnership, LP, a Delaware limited partnership (the “Operating Partnership”), intends to acquire all of the ownership interests (“Interests”) in Self-Storage Portfolio V DST (the “Trust”) from investors in such Trust (the “Investors”) for consideration described in the disclosure materials dated February 13, 2024 and provided to each of the Investors (as used herein, as may be amended or supplemented from time to time, the “Offering Memorandum”). The transaction described in the preceding sentence is referred to herein as the “Transaction”. In connection with the Transaction, the Operating Partnership is offering to the Investors pursuant to the terms and conditions described in the Offering Memorandum (the “Offering”), the opportunity to elect to receive consideration in the form of partnership units in the Operating Partnership, including Class T partnership units, Class S partnership units, Class D partnership units and Class I partnership unit
INLAND SECURITIES CORPORATION fORM OF SELECTED RIA AGREEMENT ipc alternative REAL ESTATE OPERATING PARTNERSHIP, LPSelected Ria Agreement • February 15th, 2024 • IPC Alternative Real Estate Income Trust, Inc. • Real estate investment trusts • Illinois
Selected RIA has adopted a process by which clients may authorize certain account-related transactions or requests, in whole or in part, evidenced by Electronic Signature (as such term is defined in Section 4 of the Selected RIA Agreement). In consideration of the Operating Partnership allowing Selected RIA and its clients to execute certain account-related transactions and/or requests, in whole or in part, by Electronic Signature, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Selected RIA does hereby, for itself and its successors and permitted assigns, covenant and agree to indemnify and hold harmless the Operating Partnership, the Dealer Manager, each of their affiliates and each of their and their affiliates’ officers, directors, trustees, agents and employees, in whatever capacity they may act, from and against any and all claims (whether groundless or otherwise), losses, liabilities, damages and expenses, including, b
