0001193125-15-006658 Sample Contracts

FORM OF INDEMNIFICATION AGREEMENT
Indemnification Agreement • January 9th, 2015 • NexPoint Residential Trust, Inc. • Real estate investment trusts • Maryland

THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the day of , 2015, by and between NexPoint Residential Trust, Inc., a Maryland corporation (the “Company”), and (“Indemnitee”).

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FORM OF ADVISORY AGREEMENT BY AND AMONG NEXPOINT RESIDENTIAL TRUST, INC., NEXPOINT RESIDENTIAL TRUST OPERATING PARTNERSHIP, L.P. AND NEXPOINT REAL ESTATE ADVISORS, L.P.
Advisory Agreement • January 9th, 2015 • NexPoint Residential Trust, Inc. • Real estate investment trusts • Texas

THIS ADVISORY AGREEMENT (this “Agreement”), dated as of , 2015, is entered into by and among NexPoint Residential Trust, Inc., a Maryland corporation (the “Company”), NexPoint Residential Trust Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), and NexPoint Real Estate Advisors, L.P., a Delaware limited partnership (the “Advisor”).

FORM OF REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • January 9th, 2015 • NexPoint Residential Trust, Inc. • Real estate investment trusts • Texas

THIS REGISTRATION RIGHTS AGREEMENT, dated as of [—], 2015, is entered into by and between NexPoint Residential Trust, Inc., a Maryland corporation (“NXRT”) and NexPoint Real Estate Advisors, L.P., a Delaware limited partnership (the “Advisor”).

LIMITED PARTNERSHIP AGREEMENT OF NEXPOINT RESIDENTIAL TRUST OPERATING PARTNERSHIP, L.P.
Limited Partnership Agreement • January 9th, 2015 • NexPoint Residential Trust, Inc. • Real estate investment trusts • Delaware

This Limited Partnership Agreement (this “Agreement”), dated effective as of September 5, 2014 (the “Effective Date”), is by and between NexPoint Residential Trust Operating Partnership GP, LLC, a Delaware limited liability company (the “General Partner”), and NexPoint Residential Trust, Inc., a Maryland corporation (the “Limited Partner” and, together with the General Partner, the “Partners”). For and in consideration of the agreements herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

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