0001104659-11-015398 Sample Contracts

DISTRIBUTION AGREEMENT
Distribution Agreement • March 18th, 2011 • Versus Global Multi-Manager Real Estate Income Fund LLC

THIS DISTRIBUTION AGREEMENT (the “Agreement”) is made as of , 2011 by and between ADVISORS ASSET MANAGEMENT INC. (the “Sub-Distributor”), BNY MELLON DISTRIBUTORS INC., a Massachusetts corporation, (the “Distributor”), VERSUS CAPITAL ADVISORS LLC, a Delaware limited liability company (the “Adviser”), and VERSUS GLOBAL MULTI-MANAGER REAL ESTATE INCOME FUND LLC, a Delaware limited liability company (the “Fund”).

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INVESTMENT SUB-ADVISORY AGREEMENT BETWEEN VERSUS CAPITAL ADVISORS LLC AND CALLAN ASSOCIATES INC.
Investment Sub-Advisory Agreement • March 18th, 2011 • Versus Global Multi-Manager Real Estate Income Fund LLC • New York

THIS INVESTMENT SUB-ADVISORY AGREEMENT (“Agreement”) made this day of , 2011, by and between VERSUS CAPITAL ADVISORS LLC, a Delaware limited liability company (the “Adviser”) and CALLAN ASSOCIATES INC., a California corporation (the “Sub-Adviser”).

UNDERWRITING AGREEMENT
Underwriting Agreement • March 18th, 2011 • Versus Global Multi-Manager Real Estate Income Fund LLC

THIS UNDERWRITING AGREEMENT (the “Agreement”) is made as of , by and between BNY MELLON DISTRIBUTORS INC., a Massachusetts corporation (“Distributor”), and VERSUS GLOBAL MULTI-MANAGER REAL ESTATE INCOME FUND LLC, a Delaware limited liability company (the “Fund”).

INVESTMENT MANAGEMENT AGREEMENT
Investment Management Agreement • March 18th, 2011 • Versus Global Multi-Manager Real Estate Income Fund LLC • Delaware

This INVESTMENT MANAGEMENT AGREEMENT, dated as of (the “Agreement”), is made and entered into by and among Versus Global Multi-Manager Real Estate Income Fund LLC, a Delaware limited liability company (the “Fund”) and Versus Capital Advisors LLC, a Delaware limited liability company (the “Adviser”).

LIMITED LIABILITY COMPANY AGREEMENT OF VERSUS GLOBAL MULTI-MANAGER REAL ESTATE INCOME FUND LLC, A DELAWARE LIMITED LIABILITY COMPANY DATED AS OF MARCH 14, 2011
Limited Liability Company Agreement • March 18th, 2011 • Versus Global Multi-Manager Real Estate Income Fund LLC • Delaware

This LIMITED LIABILITY COMPANY AGREEMENT (as amended, restated or otherwise modified, this “Agreement”) of VERSUS GLOBAL MULTI-MANAGER REAL ESTATE INCOME FUND LLC (the “Company”) is being executed by Versus Capital Advisors LLC (the “Member”) as of this 14th day of March, 2011, pursuant to the provisions of the Delaware Limited Liability Company Act (6 Del. C. § 18-101, et seq.) (as amended from time to time, the “Act”), on the following terms and conditions:

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