0001193125-08-008091 Sample Contracts

MULTIFAMILY NOTE MULTISTATE – FIXED TO FLOAT (REVISION DATE 03-30-2006)
Multifamily Note • January 17th, 2008 • Paladin Realty Income Properties Inc • Real estate investment trusts

FOR VALUE RECEIVED, the undersigned (together with such party’s or parties’ successors and assigns, “Borrower”), jointly and severally (if more than one) promises to pay to the order of NorthMarq Capital, Inc., a Minnesota corporation, the principal sum of Thirteen Million Six Hundred Thousand and No/100 Dollars (US $13,600,000.00), with interest on the unpaid principal balance, as hereinafter provided.

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MULTIFAMILY MORTGAGE, ASSIGNMENT OF RENTS AND SECURITY AGREEMENT (KANSAS – REVISION DATE 05-11-2004) FHLMC Loan No. 487784626
Multifamily Mortgage, Assignment of Rents and Security Agreement • January 17th, 2008 • Paladin Realty Income Properties Inc • Real estate investment trusts

THIS MULTIFAMILY MORTGAGE, ASSIGNMENT OF RENTS AND SECURITY AGREEMENT (the “Instrument”) is made as of January 11, 2008, between KC Retreat Associates, LLC, a limited liability company organized and existing under the laws of Delaware, whose address is 2300 Main Street, Suite 910, Kansas City, Missouri 64108, as mortgagor (“Borrower”), and NorthMarq Capital, Inc., a corporation organized and existing under the laws of Minnesota, whose address is 3500 American Boulevard West, Suite 500, Bloomington, Minnesota 55431, as mortgagee (“Lender”). Borrower’s organizational identification number, if applicable, is [ ].

OPERATING AGREEMENT OF KC RETREAT ASSOCIATES, LLC
Operating Agreement • January 17th, 2008 • Paladin Realty Income Properties Inc • Real estate investment trusts • Delaware

The Percentage Interest of the Non-Contributing Member therefore would be reduced by 0.24 percentage points from 2.5% to 2.26%, and the Percentage Interest of the Contributing Member would be increased by a like amount of percentage points from 97.5% to 97.74%.

GUARANTY MULTISTATE (for use in all jurisdictions except California) REVISION DATE 05/06/05
Guaranty • January 17th, 2008 • Paladin Realty Income Properties Inc • Real estate investment trusts

This Guaranty (“Guaranty”) is entered into to be effective as of January 11, 2008, by the undersigned person(s) (the “Guarantor” jointly and severally if more than one), for the benefit of NorthMarq Capital, Inc., a Minnesota corporation (the “Lender”).

PURCHASE AND SALE AGREEMENT BY AND BETWEEN THE RETREAT, LLC a Florida limited liability company AS SELLER AND KC RETREAT ASSOCIATES, LLC, a Delaware limited liability company AS PURCHASER As of January 11, 2008
Purchase and Sale Agreement • January 17th, 2008 • Paladin Realty Income Properties Inc • Real estate investment trusts

THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made as of January 11, 2008 (the “Effective Date”), by and between THE RETREAT, LLC, a Florida limited liability company (the “Seller”) and KC RETREAT ASSOCIATES, LLC, a Delaware limited liability company (“Purchaser”).

REPAIR ESCROW AGREEMENT (REVISION DATE 01-31-2003)
Repair Escrow Agreement • January 17th, 2008 • Paladin Realty Income Properties Inc • Real estate investment trusts

This REPAIR ESCROW AGREEMENT (“Agreement”) is made and entered into, to be effective as of January 11, 2008, by and between KC Retreat Associates, LLC, a Delaware limited liability company (“Borrower”), and NorthMarq Capital, Inc., a Minnesota corporation (“Lender”) and its successors and assigns.

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