0001469822-11-000011 Sample Contracts

KBS LEGACY PARTNERS APARTMENT REIT, INC. UP TO 280,000,000 SHARES OF COMMON STOCK SELECTED DEALER AGREEMENT July 29, 2011
Dealer Agreement • August 3rd, 2011 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

Each of KBS Legacy Partners Apartment REIT, Inc., a Maryland corporation (the “Company”), KBS Capital Markets Group LLC, a California limited liability company (the “Dealer Manager”), KBS Capital Advisors LLC, a Delaware limited liability company (the “Advisor”), KBS-Legacy Apartment Community REIT Venture, LLC, a Delaware limited liability company (the “Sub-Advisor”), KBS Holdings LLC, a Delaware limited liability company ( the “Sponsor”), and Legacy Partners Residential Realty LLC, a Delaware limited liability company, which jointly owns the Sub-Advisor with the Advisor (“Legacy Partners”) hereby confirms its agreement with Ameriprise Financial Services, Inc., a Delaware corporation (“Ameriprise”), as follows:

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KBS LEGACY PARTNERS APARTMENT REIT, INC. UP TO 280,000,000 SHARES OF COMMON STOCK SELECTED DEALER AGREEMENT August 1, 2011
Dealer Agreement • August 3rd, 2011 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

Each of KBS Legacy Partners Apartment REIT, Inc., a Maryland corporation (the “Company”), KBS Capital Markets Group LLC, a California limited liability company (the “Dealer Manager”), KBS Capital Advisors LLC, a Delaware limited liability company (the “Advisor”), KBS-Legacy Apartment Community REIT Venture, LLC, a Delaware limited liability company (the “Sub-Advisor”), KBS Holdings LLC, a Delaware limited liability company ( the “Sponsor”), and Legacy Partners Residential Realty LLC, a Delaware limited liability company, which jointly owns the Sub-Advisor with the Advisor (“Legacy Partners”) hereby confirms its agreement with Securities America, Inc., a Delaware corporation (“Securities America”), as follows:

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