0001171520-17-000270 Sample Contracts

PLYMOUTH INDUSTRIAL REIT, INC. (a Maryland Corporation) Shares of Common Stock, $0.01 par value per share UNDERWRITING AGREEMENT
Underwriting Agreement • June 1st, 2017 • Plymouth Industrial REIT Inc. • Real estate investment trusts • New York
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STOCKHOLDERS AGREEMENT
Stockholders Agreement • June 1st, 2017 • Plymouth Industrial REIT Inc. • Real estate investment trusts • New York

This STOCKHOLDERS AGREEMENT is entered into as of June __, 2017, by and among Plymouth Industrial REIT, Inc., a Maryland corporation (the “Company”), and DOF IV REIT Holdings, LLC, a Delaware limited liability company, and DOF IV Plymouth PM, LLC, a Delaware limited liability company (each, an “Investor,” and together, the “Investors”).

WARRANT AGREEMENT PLYMOUTH INDUSTRIAL REIT, INC. and DOF IV REIT HOLDINGS, LLC WARRANT AGREEMENT Dated as of June __, 2017
Warrant Agreement • June 1st, 2017 • Plymouth Industrial REIT Inc. • Real estate investment trusts • New York

THIS WARRANT AGREEMENT (this “Agreement”), dated as of June __, 2017, is by and between Plymouth Industrial REIT, Inc., a Maryland corporation (the “Company”), and DOF IV REIT Holdings, LLC, a Delaware limited liability company (“DOF Holdings”).

EXCHANGE AGREEMENT
Exchange Agreement • June 1st, 2017 • Plymouth Industrial REIT Inc. • Real estate investment trusts • New York

This Exchange Agreement (this “Agreement”) is made and entered into as of June __, 2017 by and among DOF IV REIT Holdings, LLC, a Delaware limited liability company (“Lender”), Plymouth Industrial 20 LLC, a Delaware limited liability company (“Borrower”), Plymouth Industrial 20 Financial LLC, a Delaware limited liability company (“Plymouth Member”), and Plymouth Industrial REIT, Inc., a Maryland corporation (“Plymouth REIT”).

PRIVATE PLACEMENT AGREEMENT
Private Placement Agreement • June 1st, 2017 • Plymouth Industrial REIT Inc. • Real estate investment trusts • New York

This Private Placement Agreement (this “Agreement”), is made and entered into as of June __, 2017, by and among Plymouth Industrial REIT, Inc., a Maryland corporation (the “Company”), DOF IV REIT Holdings, LLC, a Delaware limited liability company (“DOF Holdings”), and DOF IV Plymouth PM, LLC, a Delaware limited liability company (“DOF Plymouth” and, together with DOF Holdings, the “Investors”).

AMENDMENT TO LIMITED LIABILITY COMPANY AGREEMENT
Limited Liability Company Agreement • June 1st, 2017 • Plymouth Industrial REIT Inc. • Real estate investment trusts

This Amendment (this “Amendment”) to the Limited Liability Company Agreement of Plymouth Industrial 20 LLC, dated as of October 17, 2016 (the “LLC Agreement”), is made and entered into as of June __, 2017, by and among, Plymouth Industrial 20 Financial LLC, a Delaware limited liability company (the “Sponsor Member”), and DOF IV Plymouth PM, LLC, a Delaware limited liability company (the “Preferred Member”), and Jennifer Schwartz and Ricardo Beausoleil (together, the “Independent Managers”).

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