0001140361-19-023497 Sample Contracts

SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF RW HOLDINGS NNN OPERATING PARTNERSHIP, LP
Limited Partnership Agreement • December 31st, 2019 • Rw Holdings NNN Reit, Inc. • Real estate investment trusts • Delaware

Rich Uncles NNN Operating Partnership, LP, was formed as a limited partnership under the laws of the State of Delaware, pursuant to a Certificate of Limited Partnership filed with the Office of the Secretary of State of the State of Delaware on January 28, 2016. This Second Amended and Restated Limited Partnership Agreement (“Agreement”) is entered into effective as of December 31, 2019, among RW Holdings NNN REIT, Inc., a Maryland corporation (the “General Partner”) and the Limited Partners party hereto from time to time. Capitalized terms used herein but not otherwise defined shall have the meanings given them in Article 1.

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RESTRICTED UNITS AWARD AGREEMENT OF RW HOLDINGS NNN OPERATING PARTNERSHIP, LP
Restricted Units Award Agreement • December 31st, 2019 • Rw Holdings NNN Reit, Inc. • Real estate investment trusts • Delaware

THIS RESTRICTED UNITS AWARD AGREEMENT (the “Agreement”) is made as of December 31, 2019 (the “Date of Grant”) between RW Holdings NNN Operating Partnership, LP, a Delaware limited partnership (the “Partnership”) and The Raymond J. Pacini Trust u/a/d 5/3/01, Raymond J. Pacini, Trustee (the “Grantee”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 31st, 2019 • Rw Holdings NNN Reit, Inc. • Real estate investment trusts • Maryland

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 31, 2019, is made by and among RW HOLDINGS NNN REIT, INC., a Maryland corporation (“NNN”), RW HOLDINGS NNN REIT OPERATING PARTNERSHIP, LP, a Delaware limited partnership (“Operating Partnership”), and DAISHO OP HOLDINGS, LLC, a Delaware limited liability company (“Daisho OP Holdings”).

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