FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • June 14th, 2022 • J.P. Morgan Real Estate Income Trust, Inc. • Real estate investment trusts • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the _____ day of _______________, 2022, by and between J.P. Morgan Real Estate Income Trust, Inc., a Maryland corporation (the “Company”), and _________________________ (“Indemnitee”).
LIMITED PARTNERSHIP AGREEMENT OF J.P. MORGAN REIT OPERATING PARTNERSHIP, L.P. A DELAWARE LIMITED PARTNERSHIP JUNE 3, 2022Limited Partnership Agreement • June 14th, 2022 • J.P. Morgan Real Estate Income Trust, Inc. • Real estate investment trusts • Delaware
This Limited Partnership Agreement of J.P. Morgan REIT Operating Partnership, L.P., dated as of June 3, 2022, is entered into by and among J.P. Morgan Real Estate Income Trust, Inc., a Maryland corporation, as General Partner and as a Limited Partner, J.P. Morgan REIT OP Special Limited Partner, L.P., as a special limited partner and the Limited Partners party hereto from time to time.
ADVISORY AGREEMENT AMONG ANDAdvisory Agreement • June 14th, 2022 • J.P. Morgan Real Estate Income Trust, Inc. • Real estate investment trusts • New York
THIS ADVISORY AGREEMENT (this “Agreement”), dated as of the 31st day of May, 2022 (the “Effective Date”), is by and among J.P. Morgan Real Estate Income Trust, Inc., a Maryland corporation (the “Company”), J.P. Morgan REIT Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), and J.P. Morgan Investment Management Inc., a Delaware corporation (the “Adviser”). Capitalized terms used herein shall have the meanings ascribed to them in Section 1 below.
DEALER MANAGER AGREEMENTDealer Manager Agreement • June 14th, 2022 • J.P. Morgan Real Estate Income Trust, Inc. • Real estate investment trusts • New York
This Dealer Manager Agreement (this “Agreement”) is entered into by and between J.P. Morgan Real Estate Income Trust, Inc., a Maryland corporation (the “Company”) and J.P. Morgan Institutional Investments Inc. (the “Dealer Manager”).
SUBSCRIPTION AGREEMENTSubscription Agreement • June 14th, 2022 • J.P. Morgan Real Estate Income Trust, Inc. • Real estate investment trusts • New York
JPMIM acknowledges that the Corporation will not register the issuance of the Securities under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws (the “State Acts”) in reliance upon exemptions from registration contained in the Securities Act and the State Acts, and that the Corporation relies upon these exemptions, in part, because of JPMIM’s representations, warranties and agreements contained in this Subscription Agreement.
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • June 14th, 2022 • J.P. Morgan Real Estate Income Trust, Inc. • Real estate investment trusts • Georgia
THIS PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered into this 10th day of June, 2022 (the “Effective Date”), by and between OLD LOUISVILLE SAVANNAH PROPCO, LLC, a Delaware limited liability company (“Seller”), and SAVANNAH TERMINAL REALTY COMPANY LLC, a Delaware limited liability company (“Buyer”), and constitutes (i) a contract of sale and purchase between the parties and (ii) an escrow agreement between Seller, Buyer and CHICAGO TITLE INSURANCE COMPANY (“Escrow Agent”), the consent of which appears at the end hereof.
VALUATION SERVICES AGREEMENTValuation Services Agreement • June 14th, 2022 • J.P. Morgan Real Estate Income Trust, Inc. • Real estate investment trusts • New York
This VALUATION SERVICES AGREEMENT (this “Agreement”), is made as of this 2nd day of June, 2022 (the “Effective Date”), by and between SitusAMC Real Estate Valuation Services, LLC (“SitusAMC”), and J.P. Morgan Real Estate Income Trust, Inc. (the “Company”). Capitalized terms used in this Agreement will have the meanings set forth in Exhibit A.
AMENDMENT TO SUBSCRIPTION AGREEMENT May 26, 2022Subscription Agreement • June 14th, 2022 • J.P. Morgan Real Estate Income Trust, Inc. • Real estate investment trusts • New York
Reference is made herein to that certain Subscription Agreement, dated February 23, 2022 (the “Original Subscription Agreement”), by and among J.P. Morgan Investment Management Inc., a Delaware corporation (“JPMIM”), J.P. Morgan Real Estate Income Trust, Inc., a Maryland corporation (the “Corporation”), and J.P. Morgan REIT Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), pursuant to which JPMIM agreed to purchase any combination of shares of Class E common stock, par value $0.01 per share (“Shares”), or Class E units representing limited partnership interests of the Operating Partnership (the “Units” and, together with the Shares, the “Securities”), in an aggregate amount of up to $100 million (the “Commitment”), subject to the terms and conditions of the Original Subscription Agreement. JPMIM, the Corporation and the Operating Partnership (collectively, the “Parties”) have entered into this Amendment to Subscription Agreement (this “Amendment
