0001144204-16-088176 Sample Contracts

LIGHTSTONE REAL ESTATE INCOME TRUST INC. UP TO 30,000,000 SHARES OF COMMON STOCK DEALER MANAGER AGREEMENT
Dealer Manager Agreement • March 15th, 2016 • Lightstone Real Estate Income Trust Inc. • Real estate investment trusts • New York

Lightstone Real Estate Income Trust Inc. (the “Company”) is a Maryland corporation that intends to qualify to be taxed as a real estate investment trust (a “REIT”) for federal income tax purposes beginning with the taxable year ending December 31, 2015. The Company proposes to publicly offer: (a) in its primary offering (the “Primary Offering”) up to an aggregate of 30,000,000 shares of common stock, $0.01 par value per share (each, a “Common Share”), for a purchase price of $10.00 per Common Share, with a minimum purchase of 100 Common Shares, subject to the volume discounts and other special circumstances described in or otherwise provided in the “Plan of Distribution” section of the Prospectus; and (b) pursuant to its distribution reinvestment program (the “DRIP”, and together with the Primary Offering, the “Offering”), up to an aggregate of 10,000,000 Common Shares for a purchase price of $9.50 per Common Share. The Company reserves the right to reallocate the Common Shares between

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ADVISORY AGREEMENT BETWEEN LIGHTSTONE REAL ESTATE INCOME TRUST INC. AND LIGHTSTONE REAL ESTATE INCOME LLC Dated as of March 4, 2015
Advisory Agreement • March 15th, 2016 • Lightstone Real Estate Income Trust Inc. • Real estate investment trusts • New York
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF NYC ACQUISITIONS IV LLC As of NOVEMBER 25, 2015
Limited Liability Company Agreement • March 15th, 2016 • Lightstone Real Estate Income Trust Inc. • Real estate investment trusts • New York

This Amended and Restated Limited Liability Company Agreement (this “Agreement”) of NYC ACQUISITIONS IV LLC, a Delaware limited liability company (the “Company”) is entered into as of November 25, 2015 (the “Effective Date”), between LSG FULTON STREET LLC, a Delaware limited liability company, as a Member (the “Developer Member”), and LIGHTSTONE REAL ESTATE INCOME TRUST INC., a Delaware limited partnership, as a Member (the “Preferred Member”).

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