RESOURCE REAL ESTATE OPPORTUNITY REIT, INC. CHADWICK SECURITIES, INC. DEALER MANAGER AGREEMENTDealer Manager Agreement • August 13th, 2010 • Resource Real Estate Opportunity REIT, Inc. • Real estate investment trusts • Pennsylvania
Page 1. Description of Shares 1 2. Representations, Warranties and Agreements of the Company 1 3. Grant of Authority to the Dealer Manager 3 4. Compensation and Fees 3 5. Covenants of the Company 6 6. Representations and Warranties of the Dealer Manager 7 7. Covenants of the Dealer Manager 8 8. Indemnification 9 9. Representations and Agreements to Survive Delivery 12 10. Termination 13 11. Notices 13 12. Format of Checks/Escrow Agent 13 13. Transmittal Procedures 14 14. Parties; Assignment 15 15. Relationship 15 16. Effective Date 15 17. Entire Agreement, Waiver 16 18. Complaints 16 19. Privacy 16 20. Anti-Money Laundering Provision 16 21. Severability 17 22. Governance 17 23. Acceptance 17
SECOND AMENDED AND RESTATED ADVISORY AGREEMENT between RESOURCE REAL ESTATE OPPORTUNITY REIT, INC. and RESOURCE REAL ESTATE OPPORTUNITY ADVISOR, LLC June 16, 2010Advisory Agreement • August 13th, 2010 • Resource Real Estate Opportunity REIT, Inc. • Real estate investment trusts • Pennsylvania
This Second Amended and Restated Advisory Agreement, dated as of June 16, 2010 (the “Agreement”), is between Resource Real Estate Opportunity REIT, Inc., a Maryland corporation (the “Company”), and Resource Real Estate Opportunity Advisor, LLC, a Delaware limited liability company (the “Advisor”), and amends and restates the First Amended and Restated Advisory Agreement between the Company and the Advisor entered into as of January 12, 2010, and the Advisory Agreement between the Company and the Advisor entered into as of September 14, 2009.
RESOURCE REAL ESTATE OPPORTUNITY REIT, INC. ESCROW AGREEMENTEscrow Agreement • August 13th, 2010 • Resource Real Estate Opportunity REIT, Inc. • Real estate investment trusts • Pennsylvania
THIS ESCROW AGREEMENT (this “Agreement”) is made to be effective as of May 4, 2010, by and among Chadwick Securities, Inc., a Delaware corporation (“Chadwick” or the “Dealer Manager”), Resource Real Estate Opportunity REIT, Inc., a Maryland corporation (the “REIT”) and TD Bank, N.A., as escrow agent (the “Escrow Agent”).
