KBS GROWTH & INCOME REIT, INC. Shares of Class A Common Stock Accredited investors only DEALER MANAGER AGREEMENTDealer Manager Agreement • October 5th, 2017 • KBS Growth & Income REIT, Inc. • Real estate investment trusts • California
THIS AGREEMENT is entered into as of September 29, 2017 by and among KBS Growth & Income REIT, Inc. (the “Company”), KBS Capital Advisors, LLC (the “Advisor”) and North Capital Private Securities Corporation (“NCPS” or the “Dealer Manager”) in connection with the offering and sale by the Company of up to $500,000,000 of shares of Class A common stock of the Company (the “Shares”), subject to increase at the option of the Company, to “accredited investors” as that term is defined in the Securities Act of 1933, as amended (the “Securities Act”) and Regulation D promulgated thereunder (“Regulation D”), in a private offering exempt from registration pursuant to Rule 506(c) of Regulation D (the “Offering”). The Company desires for NCPS to act as its agent in connection with the Offering.
