0001193125-14-371290 Sample Contracts

FORM OF AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF OPC RESIDENTIAL PROPERTIES, L.P. A DELAWARE LIMITED PARTNERSHIP

Limited Partnership Agreement • October 14th, 2014 • OPC Residential Properties Trust, Inc. • Delaware

• Contract Type
  Limited Partnership Agreement
• Filed
  October 14th, 2014
• Company
  OPC Residential Properties Trust, Inc.
• Jurisdiction
  Delaware

This Amended and Restated Limited Partnership Agreement is entered into this day of , 2014 between OPC Residential Properties Trust, Inc., a Maryland corporation (the “General Partner”), and the Limited Partners set forth on Exhibit A attached hereto. Capitalized terms used herein but not otherwise defined shall have the meanings given them in Article 1.

FORM OF ADVISORY AGREEMENT BY AND BETWEEN OPC RESIDENTIAL PROPERTIES TRUST, INC., OPC RESIDENTIAL PROPERTIES, L.P. AND OPC REIT MANAGEMENT, LLC DATED AS OF , 2014

Advisory Agreement • October 14th, 2014 • OPC Residential Properties Trust, Inc. • Delaware

• Contract Type
  Advisory Agreement
• Filed
  October 14th, 2014
• Company
  OPC Residential Properties Trust, Inc.
• Jurisdiction
  Delaware

This ADVISORY AGREEMENT, dated as of , 2014, is by and between OPC Residential Properties Trust, Inc. a Maryland corporation (the “Company”), OPC REIT Management LLC, a Delaware limited liability company (the “Advisor”), and OPC Residential Properties, L.P., a Delaware limited partnership (the “Operating Partnership”).