SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF SS GROWTH OPERATING PARTNERSHIP, L.P.Limited Partnership Agreement • January 22nd, 2014 • Strategic Storage Growth Trust, Inc. • Delaware
NOW, THEREFORE, in consideration of the foregoing, of mutual covenants between the parties hereto, and of other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
STRATEGIC STORAGE GROWTH TRUST, INC. DEALER MANAGER AGREEMENT Up to $1.095 Billion in Shares of Common StockDealer Manager Agreement • January 22nd, 2014 • Strategic Storage Growth Trust, Inc. • California
Strategic Storage Growth Trust, Inc., a Maryland corporation (the “Company”), is registering for public sale a maximum of up to $1.095 billion in shares (the “Shares”) of its common stock, $0.001 par value per share (the “Offering”), to be issued and sold ($1.0 billion in shares to be offered to the public at a purchase price of $10.00 per share and $95 million in Shares to be offered pursuant to the Company’s distribution reinvestment plan at a purchase price of $9.50 per share). The minimum purchase by any one person shall be $5,000 in Shares except as otherwise indicated in the Prospectus or in any letter or memorandum from the Company to Select Capital Corporation (the “Dealer Manager”). It is anticipated that the Dealer Manager will enter into Participating Dealer Agreements in the form attached to this Dealer Manager Agreement with other broker-dealers participating in the Offering (each dealer being referred to herein as a “Dealer” and said dealers being collectively referred to
AMENDED AND RESTATED ADVISORY AGREEMENTAdvisory Agreement • January 22nd, 2014 • Strategic Storage Growth Trust, Inc. • California
This AMENDED AND RESTATED ADVISORY AGREEMENT (this “Advisory Agreement”), dated as of December 10, 2013, is entered into by and among Strategic Storage Growth Trust, Inc., a Maryland corporation (the “Company”), SS Growth Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”) and SS Growth Advisor, LLC, a Delaware limited liability company (the “Advisor”), on the following terms and conditions.
