THIRD AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF STRATEGIC STORAGE OPERATING PARTNERSHIP, L.P.Limited Partnership Agreement • September 5th, 2014 • SmartStop Self Storage, Inc. • Real estate investment trusts • Delaware
Strategic Storage Operating Partnership, L.P. (the “Partnership”) was formed as a limited partnership under the laws of the State of Delaware, pursuant to a Certificate of Limited Partnership filed with the Office of the Secretary of State of the State of Delaware on August 14, 2007. The First Amended and Restated Limited Partnership Agreement was entered into effective as of March 17, 2008. The Second Amended and Restated Limited Partnership Agreement was entered into effective as of March 28, 2014. This Third Amended and Restated Limited Partnership Agreement (“Agreement”) is entered into on September 4, 2014 to be effective at 11:59 PM Pacific Daylight Time on August 31, 2014 among Strategic Storage Trust, Inc., a Maryland corporation (the “General Partner”), the Limited Partners set forth on Exhibit A hereto, and such additional Limited Partners party hereto from time to time. Capitalized terms used herein but not otherwise defined shall have the meanings given them in Article 1.
TERMINATION OF ADVISORY AGREEMENTTermination of Advisory Agreement • September 5th, 2014 • SmartStop Self Storage, Inc. • Real estate investment trusts • Delaware
THIS TERMINATION OF ADVISORY AGREEMENT (this “Termination”) is made as of September 4, 2014, effective at 11:59PM Pacific Daylight Time on August 31, 2014 (the “Effective Date”), by and among Strategic Storage Trust, Inc., a Maryland corporation (the “Company”), Strategic Storage Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), and Strategic Storage Advisor, LLC, a Delaware limited liability company (the “Advisor”).
CONTRIBUTION AGREEMENT BY AND AMONG STRATEGIC STORAGE TRUST, INC. AND STRATEGIC STORAGE OPERATING PARTNERSHIP, L.P., AS CONTRIBUTEE, AND STRATEGIC STORAGE HOLDINGS, LLC, AS CONTRIBUTOR DATED AS OF SEPTEMBER 4, 2014Contribution Agreement • September 5th, 2014 • SmartStop Self Storage, Inc. • Real estate investment trusts • Delaware
This CONTRIBUTION AGREEMENT (this “Agreement”) is entered into as of September 4, 2014, by and among Strategic Storage Trust, Inc., a Maryland corporation (“SST”), and Strategic Storage Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”) (SST and the Operating Partnership collectively referred to as “Contributee”), on the one hand, and Strategic Storage Holdings, LLC, a Delaware limited liability company (“SSH” or “Contributor”), on the other hand. Contributee and SSH are collectively referred to as the “Parties”, and each, a “Party”. Capitalized terms used in this Agreement shall have the meanings ascribed to such terms in Article 9 to this Agreement.
LIMITED PARTNER INTEREST CONTRIBUTION AGREEMENTLimited Partner Interest Contribution Agreement • September 5th, 2014 • SmartStop Self Storage, Inc. • Real estate investment trusts • Delaware
THIS LIMITED PARTNER INTEREST CONTRIBUTION AGREEMENT (“Agreement”) is made and entered into as of the 4th day of September, 2014, effective as of 11:59 PM (PDT) on August 31, 2014 (the “Effective Date”), by and among Strategic Storage Advisor, LLC, a Delaware limited liability company (the “SST Special Limited Partner”), USA Self Storage Advisor LLC, a Delaware limited liability company (the “REIT I Special Limited Partner”), and USA SS REIT II Advisor, LLC, a Delaware limited liability company (the “REIT II Special Limited Partner”) (the SST Special Limited Partner, REIT I Special Limited Partner, and REIT II Special Limited Partner being collectively referred to herein as the “Special Limited Partners”), on the one hand, and Strategic Storage Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), USA Self Storage Operating Partnership, LP, a Maryland limited partnership (the “REIT I Operating Partnership”), and USA SS REIT II Operating Partnership,
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 5th, 2014 • SmartStop Self Storage, Inc. • Real estate investment trusts • Maryland
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of September 4, 2014 to be effective at 11:59 p.m. PDT on August 31, 2014, is made and entered into by and among Strategic Storage Trust, Inc., a Maryland corporation (the “Company”), Strategic Storage Holdings, LLC, a Delaware limited liability company (“SSH”), Strategic Storage Advisor, LLC, a Delaware limited liability company (the “SS Advisor”), USA Self Storage Advisor LLC, a Delaware limited liability company (the “REIT I Advisor”), USA SS REIT II Advisor, LLC, a Delaware limited liability company (the “REIT II Advisor”) and Churchill TRI, LLC, a Nevada limited liability company (“CS”). SSH, SS Advisor, REIT I Advisor, REIT II Advisor, CS and any other Person holding OP Units and becoming party to this Agreement is each referred to herein as a “Holder” and collectively as the “Holders.” Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in Section 1.
