Ladies and Gentlemen:Soliciting Dealer Agreement • August 11th, 2016 • CIM Commercial Trust Corp • Real estate investment trusts
International Assets Advisory, LLC, a Florida limited liability company (the “Dealer Manager”), entered into an exclusive Dealer Manager Agreement dated as of June 28, 2016 (as may be amended, amended and restated or otherwise modified from time to time, the “Dealer Manager Agreement”), with CIM Commercial Trust Corporation, a Maryland corporation (the “Company”) pursuant to which the Dealer Manager has agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of a minimum of 10,000 units and a maximum of 36,000,000 units (each a “Unit” and, collectively, the “Units”), with each Unit consisting of (a) one share of Series A Preferred Stock, $0.001 par value per share, of the Company (a “Preferred Share”), and (b) one warrant (a “Warrant”) to purchase 0.25 of a share of Common Stock, $0.001 par value per share, of the Company (each a “Common Share”), for a purchase price of $25 per Unit. Unless otherwise defined herein, cap
SUBSCRIPTION AGREEMENTSubscription Agreement • August 11th, 2016 • CIM Commercial Trust Corp • Real estate investment trusts • New York
We, CIM Commercial Trust Corporation, are selling a minimum of 10,000 units and a maximum of 36,000,000 units (each a “Unit” and, collectively, the “Units”), with each Unit consisting of (a) one share of Series A Preferred Stock, $0.001 par value per share, of CIM Commercial Trust Corporation (a “Preferred Share”), and (b) one warrant (a “Warrant”) to purchase 0.25 of a share of Common Stock, $0.001 par value per share, of CIM Commercial Trust Corporation (each a “Common Share”) in connection with this offering (the “Offering”). Each Unit will be sold at a public offering price of $25 per Unit. Units will not be issued or certificated. The shares of Series A Preferred Stock and the Warrants are immediately detachable and will be issued separately.
AMENDMENT NO. 1 TO DEALER MANAGER AGREEMENTDealer Manager Agreement • August 11th, 2016 • CIM Commercial Trust Corp • Real estate investment trusts • New York
THIS AMENDMENT NO. 1 TO THE DEALER MANAGER AGREEMENT (this “Amendment”), is made and entered into as of August 11, 2016, by and between CIM Commercial Trust Corporation, a Maryland corporation (the “Company”) and International Assets Advisory, LLC, a Delaware limited liability company, as dealer manager for the Company (the “Dealer Manager”).
AMENDMENT NO. 1 TO ESCROW AGREEMENTEscrow Agreement • August 11th, 2016 • CIM Commercial Trust Corp • Real estate investment trusts • California
THIS AMENDMENT NO. 1 TO ESCROW AGREEMENT (this “Amendment”), is made and entered into as of August 11, 2016, by and among CIM Commercial Trust Corporation, a Maryland corporation (the “Company”), International Assets Advisory, LLC, a Delaware limited liability company, as dealer manager for the Company (the “Dealer Manager”), and UMB Bank, N.A., as escrow agent (the “Escrow Agent”).
