RESOURCE INNOVATION OFFICE REIT, INC. SECOND AMENDED & RESTATED DEALER MANAGER AGREEMENTDealer Manager Agreement • March 23rd, 2016 • Resource Innovation Office REIT, Inc. • Real estate investment trusts • Pennsylvania
The undersigned, Resource Innovation Office REIT, Inc. (the “Company”), a Maryland corporation, is conducting a public offering (the “Offering”) of up to $1,100,000,000 of shares of its common stock, $0.01 par value per share, in any combination of the following two classes of common stock: Class A and Class T (individually, the “Class A Shares” and the “Class T Shares” and collectively the “Shares”), of which up to $100,000,000 of shares are intended to be offered pursuant to the Company’s distribution reinvestment plan (“DRP”). The Company desires for Resource Securities, Inc. (the “Dealer Manager”), to act as its Dealer Manager in connection with the offer and sale of the Shares to the public in the Offering. In connection with the sales of Shares, the Company hereby confirms the terms of this Second Amended & Restated Dealer Manager Agreement (this “Agreement”), dated and effective as of March 23, 2016, with you, as Dealer Manager, as follows. The Company reserves the right to real
AMENDMENT NO. 1 TO AMENDED & RESTATED LIMITED PARTNERSHIP AGREEMENTLimited Partnership Agreement • March 23rd, 2016 • Resource Innovation Office REIT, Inc. • Real estate investment trusts • Delaware
This Amendment No. 1 to the Amended & Restated Limited Partnership Agreement (this “Amendment”), dated as of March 23, 2016, is among Resource Innovation Office REIT, Inc., a Maryland corporation (the “General Partner”), Resource Innovation Office Holdings, LLC and Resource Innovation Office SLP, LLC (the “Limited Partners”). This Amendment amends the Amended & Restated Limited Partnership Agreement dated October 1, 2015 among the General Partner and the Limited Partners (the “Limited Partnership Agreement”).
AMENDMENT NO. 2 TO AMENDED & RESTATED ADVISORY AGREEMENTAdvisory Agreement • March 23rd, 2016 • Resource Innovation Office REIT, Inc. • Real estate investment trusts • Pennsylvania
This Amendment No. 2 to the Amended & Restated Advisory Agreement (this “Amendment”), dated as of March 23, 2016, 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, as amended by Amendment No. 1 dated December 31, 2015, among the Company, the Advisor and, solely with respect to Article 16 thereof, the Sponsor (the “Advisory Agreement”).
