0001144204-17-010274 Sample Contracts

LIMITED LIABILITY COMPANY AGREEMENT OF BRG HENDERSON BEACH, LLC
Limited Liability Company Agreement • February 22nd, 2017 • Bluerock Residential Growth REIT, Inc. • Real estate investment trusts • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT of BRG HENDERSON BEACH, LLC, a Delaware limited liability company (the “Company”), as amended from time to time, (the "Agreement") is entered into by Bluerock Residential Holdings, L.P., a Delaware limited partnership, the sole member and manager of the Company (the "Member").

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LIMITED LIABILITY COMPANY AGREEMENT OF BR ARCHCO MOREHEAD MEZZ, LLC
Limited Liability Company Agreement • February 22nd, 2017 • Bluerock Residential Growth REIT, Inc. • Real estate investment trusts • Delaware

This Limited Liability Company Agreement (this “Agreement”), dated as of December 29, 2016, is executed by BR ArchCo Morehead JV, LLC, a Delaware limited liability company (“Sole Member”).

FIRST AMENDMENT TO AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF BR BOCA JV MEMBER, LLC
Limited Liability Company Agreement • February 22nd, 2017 • Bluerock Residential Growth REIT, Inc. • Real estate investment trusts • Delaware

THIS FIRST AMENDMENT to the Amended and Restated Limited Liability Company Agreement (the “Amendment”) of BR BOCA JV MEMBER, LLC, a Delaware limited liability company (the “Company”), is made as of February 15, 2017 and shall be effective as of the 6th day of January, 2017 (the “Amendment Date”), by BRG BOCA, LLC, a Delaware limited liability company (“BRG”), and BLUEROCK SPECIAL OPPORTUNITY + INCOME FUND II, LLC, a Delaware limited liability company (“SOIF II”) (each, a “Member” and together, the “Members”).

FIRST AMENDMENT TO AMENDED & RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF BR PERIMETER JV MEMBER, LLC
Limited Liability Company Agreement • February 22nd, 2017 • Bluerock Residential Growth REIT, Inc. • Real estate investment trusts • Delaware

THIS FIRST AMENDMENT to the Amended & Restated Limited Liability Company Agreement (the “Amendment”) of BR PERIMETER JV MEMBER, LLC, a Delaware limited liability company (the “Company”), is made as of February 15, 2017 and shall be effective as of the 1st day of December, 2016 (the “Amendment Date”), by BRG PERIMETER, LLC, a Delaware limited liability company (“BRG”), and BLUEROCK SPECIAL OPPORTUNITY + INCOME FUND III, LLC, a Delaware limited liability company (“SOIF III”) (each, a “Member” and together, the “Members”).

AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF BR HENDERSON BEACH, LLC
Limited Liability Company Agreement • February 22nd, 2017 • Bluerock Residential Growth REIT, Inc. • Real estate investment trusts • Delaware

THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of BR HENDERSON BEACH, LLC, a Delaware limited liability company (the “Company”), as amended from time to time, (the "Agreement") is entered into by BRG Henderson Beach, LLC, a Delaware limited liability company, the sole member and manager of the Company (the "Member").

FIRST AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF BR FLAGLER JV MEMBER, LLC
Limited Liability Company Agreement • February 22nd, 2017 • Bluerock Residential Growth REIT, Inc. • Real estate investment trusts • Delaware

THIS FIRST AMENDMENT to the Limited Liability Company Agreement (the “Amendment”) of BR FLAGLER JV MEMBER, LLC, a Delaware limited liability company (the “Company”), is made as of February 15, 2017 and shall be effective as of the 18th day of December, 2015 (the “Amendment Date”), by BRG FLAGLER VILLAGE, LLC, a Delaware limited liability company (“BRG”), and BLUEROCK SPECIAL OPPORTUNITY + INCOME FUND II, LLC, a Delaware limited liability company (“SOIF II”) (each, a “Member” and together, the “Members”).

SECOND Amended and Restated LIMITED LIABILITY COMPANY AGREEMENT OF BR MOREHEAD JV MEMBER, LLC
Limited Liability Company Agreement • February 22nd, 2017 • Bluerock Residential Growth REIT, Inc. • Real estate investment trusts • Delaware

This Second Amended and Restated Limited Liability Company Agreement (together with the schedules attached hereto, this “Agreement”) of BR Morehead JV Member, LLC (the “Company”), effective as of January 5, 2017 (the “Effective Date”), is entered into by BRG MOREHEAD NC, LLC (“BRG”), a Delaware limited liability company, and BLUEROCK SPECIAL OPPORTUNITY + INCOME FUND II, LLC (“SOIF II”) (collectively with BRG, the “Members”). Capitalized terms used and not otherwise defined herein have the meanings set forth on Schedule A hereto.

SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF BR ARCHCO MOREHEAD JV, LLC A DELAWARE LIMITED LIABILITY COMPANY DATED AS OF DECEMBER 29, 2016
Limited Liability Company Agreement • February 22nd, 2017 • Bluerock Residential Growth REIT, Inc. • Real estate investment trusts • New York

This Second Amended and Restated Limited Liability Company Agreement (this “Agreement”) of BR ArchCo Morehead JV, LLC (the “Company”) is made and entered into and is effective as of December 29, 2016, by BR Morehead JV Member, LLC, a Delaware limited liability company (“Bluerock”), WMH Sponsor LLC, a Delaware limited liability company (“ArchCo”), and TG-BR Partners, LLC, a Georgia limited liability company (“Smith LLC”).

FIRST AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT OF BR VICKERS ROSWELL JV MEMBER, LLC
Limited Liability Company Agreement • February 22nd, 2017 • Bluerock Residential Growth REIT, Inc. • Real estate investment trusts • Delaware

THIS FIRST AMENDMENT to the Limited Liability Company Agreement (the “Amendment”) of BR VICKERS ROSWELL JV MEMBER, LLC, a Delaware limited liability company (the “Company”), is made as of February 15, 2017 and shall be effective as of the 9th day of November, 2016 (the “Amendment Date”), by BRG VICKERS ROSWELL, LLC, a Delaware limited liability company (“BRG”), and BLUEROCK SPECIAL OPPORTUNITY + INCOME FUND III, LLC, a Delaware limited liability company (“SOIF III”) (each, a “Member” and together, the “Members”).

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