AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • September 16th, 2013 • Resource Real Estate Opportunity REIT, Inc. • Real estate investment trusts • Delaware
AGREEMENT AND PLAN OF MERGER (the “Agreement”) dated as of July 18, 2013 (the “Agreement Date”), by and among Paladin Realty Income Properties, Inc., a Maryland corporation (“Paladin”), Paladin Realty Income Properties, L.P., a Delaware limited partnership whose sole general partner is Paladin (“Paladin OP,” and together with Paladin, the “Paladin Parties”), Resource Real Estate Opportunity OP, LP, a Delaware limited partnership (“Parent”) and RRE Charlemagne Holdings, LLC, a Delaware limited liability company (“Merger Sub,” and together with Parent, the “Buyer Parties”). Paladin, Paladin OP, Parent and Merger Sub are each sometimes referred to herein as a “Party” and collectively as the “Parties.” Capitalized terms used but not otherwise defined herein have the meaning ascribed to such terms in Article I.
IMPROVED COMMERCIAL PROPERTY EARNEST MONEY CONTRACT Article 1: General ProvisionsReal Estate Contract • September 16th, 2013 • Resource Real Estate Opportunity REIT, Inc. • Real estate investment trusts
Accounts payable and accounts receivable detail listing/aging reports as calendar years ending December 31, 2011 and December 31, 2012 and as of the calendar month end.
PURCHASE AND SALE AGREEMENT BY AND BETWEEN BRENTDALE HOLDINGS LIMITED PARTNERSHIP (SELLER) AS SELLER AND RESOURCE REAL ESTATE OPPORTUNITY OP, LP (PURCHASER) AS PURCHASER AND REPUBLIC TITLE OF TEXAS, INC. (TITLE COMPANY) Dated: July 2, 2013Purchase and Sale Agreement • September 16th, 2013 • Resource Real Estate Opportunity REIT, Inc. • Real estate investment trusts • Maryland
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”), dated as of July , 2013 (the “Effective Date”), is made by and between BRENTDALE HOLDINGS LIMITED PARTNERSHIP, a Texas limited partnership with an office at 1270 Soldiers Field Road, Boston, MA 02135 (“Seller”) and RESOURCE REAL ESTATE OPPORTUNITY OP, LP, a Delaware limited partnership with an office at One Crescent Drive, Suite 203, Philadelphia, PA 19112 (“Purchaser”) and Republic Title of Texas, Inc. (“Title Company”), the consent of which appears at the end hereof.
SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • September 16th, 2013 • Resource Real Estate Opportunity REIT, Inc. • Real estate investment trusts
THIS SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Second Amendment”) is made as of September 13, 2013 (the “Effective Date”) by and among Paladin Realty Income Properties, Inc., a Maryland corporation (“Paladin”), Paladin Realty Income Properties, L.P., a Delaware limited partnership whose sole general partner is Paladin (“Paladin OP,” and together with Paladin, the “Paladin Parties”), Resource Real Estate Opportunity OP, LP, a Delaware limited partnership (“Parent”), and RRE Charlemagne Holdings, LLC, a Delaware limited liability company (“Merger Sub,” and together with Parent, the “Buyer Parties”).
