0001193125-16-418952 Sample Contracts

AMENDMENT NO. 1 TO AMENDED & RESTATED ADVISORY AGREEMENT
Advisory Agreement • January 4th, 2016 • Resource Innovation Office REIT, Inc. • Real estate investment trusts • Pennsylvania

This Amendment No. 1 to the Amended & Restated Advisory Agreement (this “Amendment”), dated as of December 31, 2015, is between Resource Innovation Office REIT, Inc., a Maryland corporation (the “Company”) and Resource Innovation Office Advisor, LLC, a Delaware limited liability company (the “Advisor”). This Amendment amends the Amended & Restated Advisory Agreement dated October 1, 2015, among the Company, the Advisor and, solely with respect to Article 16 thereof, the Sponsor (the “Advisory Agreement”).

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AMENDMENT NO. 1 TO AMENDED & RESTATED DEALER MANAGER AGREEMENT
Dealer Manager Agreement • January 4th, 2016 • Resource Innovation Office REIT, Inc. • Real estate investment trusts • Pennsylvania

This Amendment No. 1 to the Amended & Restated Dealer Manager Agreement (this “Amendment”), dated as of December 31, 2015, is among Resource Innovation Office REIT, Inc., a Maryland corporation (the “Company”), Resource Securities, Inc. (the “Dealer Manager”) and Resource Real Estate, Inc. (the “Sponsor”). This Amendment amends the Amended & Restated Dealer Manager Agreement dated October 1, 2015, among the Company, the Advisor and the Sponsor (the “Dealer Manager Agreement”).

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