0001193125-16-714671 Sample Contracts

THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF BUILD-TO-CORE INDUSTRIAL PARTNERSHIP I LP
Limited Partnership Agreement • September 20th, 2016 • Industrial Property Trust Inc. • Real estate investment trusts • Delaware

THIS THIRD AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP (this “Agreement”) of Build-To-Core Industrial Partnership I LP, a Delaware limited partnership (the “Partnership”) is made and entered into as of September 15, 2016, by and among: (a) IPT BTC I GP LLC, a Delaware limited liability company, as general partner (the “General Partner”), which is a subsidiary of IPT Real Estate Holdco LLC, a Delaware limited liability company (“IPT HoldCo”), which in turn is a subsidiary of Industrial Property Operating Partnership LP (“IPT OpCo”), which in turn is a subsidiary of Industrial Property Trust Inc. (“IPT”); (b) IPT BTC I LP LLC, a Delaware limited liability company, which is a subsidiary of IPT HoldCo, which in turn is a subsidiary of IPT OpCo, which in turn is a subsidiary of IPT, as a limited partner (the “IPT Limited Partner” and, together with the General Partner, collectively, the “IPT Partners”); (c) Industrial Property Advisors Sub I LLC, a Delaware limited liability compa

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INDUSTRIAL PROPERTY TRUST INC. Second Amended and Restated Share Redemption Program As Adopted by the Board of Directors, effective October 31, 2016
Shareholder Agreement • September 20th, 2016 • Industrial Property Trust Inc. • Real estate investment trusts

Company – Shall mean Industrial Property Trust Inc. The Company may be referred to as “we” or “our” within the context of this document.

IPT BTC I GP LLC IPT BTC I LP LLC c/o Industrial Property Trust Inc. 17th Floor Denver, Colorado 80202
Letter Agreement Regarding Drag-Along Rights • September 20th, 2016 • Industrial Property Trust Inc. • Real estate investment trusts • Colorado

Reference is hereby made to that certain Third Amended and Restated Agreement of Limited Partnership (as amended supplemented, waived or otherwise modified from time to time, the “Partnership Agreement”) of Build-To-Core Industrial Partnership I LP, a Delaware limited partnership (the “Partnership”), dated as of the date hereof, by and among IPT BTC I GP LLC, a Delaware limited liability company (the “General Partner”), IPT BTC I LP LLC, a Delaware limited liability company (the “IPT Limited Partner” and, together with the General Partner, the “IPT Partners”), Industrial Property Advisors Sub I LLC, a Delaware limited liability company (the “Special Limited Partner”), bcIMC International Real Estate (2004) Investment Corporation, a Canadian corporation, bcIMC (WCBAF) Realpool Global Investment Corporation, a Canadian corporation, and bcIMC (USA) Realty Div A2 LLC, a Delaware limited liability company, as a limited partner. Capitalized terms used but not defined herein shall have the me

SECOND AMENDED AND RESTATED AGREEMENT
Second Amended and Restated Agreement • September 20th, 2016 • Industrial Property Trust Inc. • Real estate investment trusts • Colorado

THIS SECOND AMENDED AND RESTATED AGREEMENT (this “Agreement”) is entered into this 15th day of September, 2016, by and among IPT BTC I GP LLC, a Delaware limited liability company (the “General Partner”), Industrial Property Advisors Sub I LLC, a Delaware limited liability company (the “Advisor Sub”), and, solely with respect to Section 1 and the third sentence of Section 3 hereof, Industrial Property Advisors LLC, a Delaware limited liability company (the “Advisor”). The General Partner is an indirect subsidiary of Industrial Property Trust Inc., a Maryland corporation (“IPT”).

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