0001581405-18-000007 Sample Contracts

MASTER SERVICES AGREEMENT
Master Services Agreement • March 27th, 2018 • Phillips Edison Grocery Center Reit Ii, Inc. • Real estate investment trusts • Ohio

THIS MASTER SERVICES AGREEMENT (“Agreement”) is made and entered into as of October 4, 2017, by and among PHILLIPS EDISON GROCERY CENTER OPERATING PARTNERSHIP II, L.P., a Delaware limited partnership (“Owner”), and PHILLIPS EDISON & COMPANY, LTD., an Ohio limited liability company (“Manager”).

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MASTER PROPERTY MANAGEMENT AGREEMENT
Master Property Management Agreement • March 27th, 2018 • Phillips Edison Grocery Center Reit Ii, Inc. • Real estate investment trusts • Ohio

THIS MASTER PROPERTY MANAGEMENT AGREEMENT (“Agreement”) is made and entered into as of October 4, 2017, by and among PHILLIPS EDISON GROCERY CENTER OPERATING PARTNERSHIP II, L.P., a Delaware limited partnership (“Owner”), and PHILLIPS EDISON GROCERY CENTER OPERATING PARTNERSHIP I, L.P., a Delaware limited partnership (“Manager”).

October 25, 2017 Phillips Edison Grocery Center Operating Partnership II, L.P. 11501 Northlake Drive Cincinnati, OH 45249 Re: Swap Transaction #117401 Dear Sir:
Swap Transaction Confirmation • March 27th, 2018 • Phillips Edison Grocery Center Reit Ii, Inc. • Real estate investment trusts

The purpose of this letter agreement is to confirm the terms and conditions of the Swap Transaction entered into between

FIRST AMENDMENT TO AMENDED AND RESTATED ADVISORY AGREEMENT OF PHILLIPS EDISON GROCERY CENTER REIT II, INC.
Advisory Agreement • March 27th, 2018 • Phillips Edison Grocery Center Reit Ii, Inc. • Real estate investment trusts

This First Amendment (this "Amendment") is made effective as of January 22, 2018, to the Amended and Restated Advisory Agreement (the "Advisory Agreement"), effective September 1, 2017, by and among Phillips Edison Grocery Center REIT II, Inc., a Maryland corporation (the "Company"), Phillips Edison Grocery Center Operating Partnership II L.P., a Delaware limited partnership (the "Operating Partnership"), and Phillips Edison NTR II LLC, a Delaware limited liability company (the "Advisor"). Capitalized terms used but not defined herein will have the meanings ascribed to such terms in the Advisory Agreement.

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