0001193125-15-303562 Sample Contracts

AMENDMENT NO. 1 TO DEALER MANAGER AGREEMENT AND PARTICIPATING DEALER AGREEMENT
Dealer Manager Agreement • August 27th, 2015 • Strategic Storage Trust II, Inc. • Real estate investment trusts • California

This Amendment No. 1 to Dealer Manager Agreement and Participating Dealer Agreement (this “Amendment”) is made and entered into as of this day of , 2015 by and among Strategic Storage Trust II, Inc., a Maryland corporation (the “Company”), and Select Capital Corporation, a California corporation (the “Dealer Manager”).

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AMENDMENT NO. 2 TO THE SECOND AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF STRATEGIC STORAGE OPERATING PARTNERSHIP II, L.P.
Strategic Storage Trust II, Inc. • August 27th, 2015 • Real estate investment trusts

In accordance with Section 4.2(a)(i) and Article 12 of the Second Amended and Restated Limited Partnership Agreement, effective as of November 3, 2014 (the “Partnership Agreement”), of Strategic Storage Operating Partnership II, L.P. (the “Partnership”), the Partnership Agreement is hereby amended by this Amendment No. 2 thereto (this “Amendment”) to reflect certain changes in share classification of Strategic Storage Trust II, Inc. (the “General Partner”). Capitalized terms used and not otherwise defined herein shall have the meanings set forth in the Partnership Agreement.

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