0001193125-19-125999 Sample Contracts

PROPERTY MANAGEMENT THREE-PARTY AGREEMENT (Multifamily REIT I)
Three-Party Agreement • April 30th, 2019 • Cottonwood Multifamily Reit I, Inc. • Real estate investment trusts • Utah

This Agreement (the “Agreement”), effective as of March 1, 2019 (the “Effective Date”), is entered into by and among Cottonwood Multifamily REIT I, Inc., a Maryland corporation (the “REIT”), Cottonwood Residential O.P., LP, a Delaware limited partnership (“CROP”), Cottonwood Multifamily REIT I O.P., LP, a Delaware limited partnership (the “Operating Partnership”) and Cottonwood Capital Property Management II, LLC, a Delaware limited liability company (“Cottonwood Management”). The REIT, the Operating Partnership and Cottonwood Management are individually referred to as a “Party” and collectively referred to as the “Parties.”

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FIRST AMENDMENT TO THE THREE-PARTY AGREEMENT (Multifamily REIT I)
Three-Party Agreement • April 30th, 2019 • Cottonwood Multifamily Reit I, Inc. • Real estate investment trusts

This First Amendment (this “Amendment”) to the Three-Party Agreement among Cottonwood Capital Property Management II, LLC, a Delaware limited liability company (“CCPM II”), Cottonwood Multifamily REIT I, Inc., a Maryland corporation (“Multifamily REIT I”) and Cottonwood Multifamily REIT I O.P., LP, a Delaware limited partnership (“REIT I OP”) dated May 27, 2016 (the “REIT I Three-Party Agreement”) is adopted by CCPM II, Multifamily REIT I and REIT I OP (collectively, the “Parties”). This Amendment is effective as of March 1, 2019 (the “Effective Date”).

ASSIGNMENT OF PROMOTIONAL INTEREST (Multifamily REIT I)
Assignment of Promotional Interest • April 30th, 2019 • Cottonwood Multifamily Reit I, Inc. • Real estate investment trusts

This ASSIGNMENT OF PROMOTIONAL INTEREST (the “Assignment”), effective as of March 1, 2019 (the “Effective Date”) is made and entered into by and between Cottonwood Residential O.P., LP, a Delaware limited partnership (“CROP”), Cottonwood Alpha Mills H, LLC, a Delaware limited liability company (“Alpha Mills SPE”), Cottonwood Highland Park H, LLC, a Delaware limited liability company (“Highland Park SPE”), CW Westside H, LLC, a Delaware limited liability company (“Westside SPE”) and Cottonwood Communities Advisors Promote, LLC, a Delaware limited liability company ( “CCA Promote”). Terms not defined herein shall of the meanings given to them on Exhibit A hereto.

ASSIGNMENT OF ADVISORY SERVICES CONTRACTS (Multifamily REIT I)
Assignment of Advisory Services Contracts • April 30th, 2019 • Cottonwood Multifamily Reit I, Inc. • Real estate investment trusts

This ASSIGNMENT OF ADVISORY SERVICES CONTRACTS (the “Assignment”), effective as of March 1, 2019 (the “Effective Date”) is made and entered into among Cottonwood Multifamily REIT I, Inc., a Maryland corporation (“REIT I”), Cottonwood Capital Property Management II, LLC, a Delaware limited liability company (“CCPM II”), Cottonwood Capital Holdings, LLC, a Delaware limited liability company (“CC Holdings”), Cottonwood Capital Management, Inc., a Delaware corporation (“CCMI”), Cottonwood Communities Advisors, LLC, a Delaware limited liability company (the “Advisor”) and CC Advisors I, LLC, a Delaware limited liability company (“CC Advisors I”).

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