FORM OF ADVISORY AGREEMENT BY AND AMONG RODIN INCOME TRUST, INC., RODIN INCOME TRUST OPERATING PARTNERSHIP, L.P., RODIN INCOME ADVISORS, LLC AND CANTOR FITZGERALD INVESTORS, LLCAdvisory Agreement • April 13th, 2018 • Rodin Income Trust, Inc. • Real estate investment trusts • New York
THIS ADVISORY AGREEMENT (this “Agreement”), dated as of [●], 2018 (the “Effective Date”), is entered into by and among Rodin Income Trust, Inc., a Maryland corporation (the “Company”), Rodin Income Trust Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), Rodin Income Advisors, LLC, a Delaware limited liability company (the “Advisor”) and, solely in connection with the obligations set forth in Article 13, Cantor Fitzgerald Investors, LLC, a Delaware limited liability company (the “Sponsor”). Capitalized terms used herein shall have the meanings ascribed to them in Article 1 below.
FORM OF LIMITED PARTNERSHIP AGREEMENT OF RODIN INCOME TRUST OPERATING PARTNERSHIP, L.P. A DELAWARE LIMITED PARTNERSHIPLimited Partnership Agreement • April 13th, 2018 • Rodin Income Trust, Inc. • Real estate investment trusts • Delaware
This Limited Partnership Agreement (this “Agreement”) is entered into this [●] day of [●], 2018 between Rodin Income Trust, Inc., a Maryland corporation (the “General Partner”), and the Limited Partners set forth on Exhibit A attached hereto, as amended from time to time. Capitalized terms used herein but not otherwise defined shall have the meanings given to such terms in Article 1.
LOGO] RODIN INCOME TRUST, INC. Up to $1,250,000,000 in Shares of Common Stock FORM OF DEALER MANAGER AGREEMENTDealer Manager Agreement • April 13th, 2018 • Rodin Income Trust, Inc. • Real estate investment trusts • New York
This Dealer Manager Agreement (the “Agreement”) is made and entered into as of the [●] day of [ ], 2018 between Rodin Income Trust, Inc., a Maryland corporation (the “Company”), Cantor Fitzgerald Investors, LLC, a Delaware limited liability company (the “Sponsor”), and Cantor Fitzgerald & Co., a New York general partnership (the “Dealer Manager”).
LOGO] RODIN INCOME TRUST, INC. Up to $1,250,000,000 in Shares of Common Stock FORM OF SELECTED DEALER AGREEMENTSelected Dealer Agreement • April 13th, 2018 • Rodin Income Trust, Inc. • Real estate investment trusts • New York
Cantor Fitzgerald & Co., as the dealer manager (the “Dealer Manager”) for Rodin Income Trust, Inc. (the “Company”), a Maryland corporation that intends to qualify to be taxed as a real estate investment trust, invites you (the “Dealer”) to participate in the distribution of Class A shares (the “Class A Shares”), Class T shares (the “Class T Shares”) and Class I shares (the “Class I Shares”) of common stock, $0.01 par value per share (the Class A Shares, the Class T Shares and Class I Shares collectively, the “Shares”) of the Company subject to the following terms:
RODIN INCOME TRUST, INC. FORM OF ESCROW AGREEMENTEscrow Agreement • April 13th, 2018 • Rodin Income Trust, Inc. • Real estate investment trusts • New York
THIS ESCROW AGREEMENT (this “Agreement”), is made and entered into as of [ ], 2018, by and among Rodin Income Trust, Inc., a Maryland corporation (the “Company”), Cantor Fitzgerald & Co., a New York general partnership, as dealer manager for the Company (the “Dealer Manager”), and UMB Bank, N.A., as escrow agent (the “Escrow Agent”).
RODIN INCOME TRUST, INC. FORM OF DISTRIBUTION SUPPORT AGREEMENTDistribution Support Agreement • April 13th, 2018 • Rodin Income Trust, Inc. • Real estate investment trusts • New York
DISTRIBUTION SUPPORT AGREEMENT (the “Agreement”) dated [●], 2018, by and between Cantor Fitzgerald Investors, LLC (the “Sponsor”) and Rodin Income Trust, Inc. (the “Company”).
