SECOND AMENDED & RESTATED LIMITED PARTNERSHIP AGREEMENT OF RESOURCE IO OP, LP A DELAWARE LIMITED PARTNERSHIP August 1, 2017Limited Partnership Agreement • August 1st, 2017 • Resource Income Opportunity REIT, Inc. • Real estate investment trusts • Delaware
This Second Amended & Restated Limited Partnership Agreement (“Agreement”) of Resource IO OP, LP (f/k/a Resource Income & Opportunity REIT OP, LP) is entered into this 1st day of August, 2017 between Resource Income Opportunity REIT, Inc., a Maryland corporation (the “General Partner”), and the limited partners set forth on Exhibit A attached hereto. This Agreement amends and restates in its entirety the Limited Partnership Agreement of RRE Innovation Office, LP, dated March 3, 2015, as amended and restated on October 1, 2015 and as further amended on March 23, 2016. Capitalized terms used herein but not otherwise defined shall have the meanings given them in Article 1.
RESOURCE INCOME OPPORTUNITY REIT, INC. FOURTH AMENDED & RESTATED DEALER MANAGER AGREEMENT DATED AUGUST 1, 2017Dealer Manager Agreement • August 1st, 2017 • Resource Income Opportunity REIT, Inc. • Real estate investment trusts • Pennsylvania
The undersigned, Resource Income Opportunity REIT, Inc. (the “Company”), a Maryland corporation, is conducting a public offering (the “Offering”) of up to $1,100,000,000 of shares of its common stock, $0.01 par value per share, consisting of up to $1,000,000,000 in any combination of Class T common stock (the “Class T Shares”), Class S common stock (the “Class S Shares”), Class D common stock (the “Class D Shares”), and Class I common stock (the “Class I Shares”) in its primary offering and up to $100,000,000 in any combination of Class T Shares, Class S Shares, Class D Shares Class I Shares and Class A common stock (the “Class A Shares” and collectively, the “Shares”), pursuant to the Company’s distribution reinvestment plan (the “DRP”). The Company desires for Resource Securities, Inc. (the “Dealer Manager”), to act as its Dealer Manager in connection with the offer and sale of the Shares to the public in the Offering. In connection with the sales of Shares, the Company hereby confir
FORM OF ESCROW AGREEMENTForm of Escrow Agreement • April 16th, 2015 • Resource Real Estate Innovation Office REIT, Inc. • Real estate investment trusts • Missouri
THIS ESCROW AGREEMENT dated as of [ ], 2015 (this “Agreement”), is entered into among Resource Securities, Inc. (the “Dealer Manager”), Resource Real Estate Innovation Office REIT, Inc. (the “Company”) and UMB Bank, N.A., as escrow agent (the “Escrow Agent”).
AMENDED AND RESTATED MANAGEMENT AGREEMENTManagement Agreement • March 29th, 2018 • Resource Income Opportunity REIT, Inc. • Real estate investment trusts • Pennsylvania
THIS AMENDED AND RESTATED MANAGEMENT AGREEMENT (this “Agreement”), is made and entered into this 14th day of December, 2017 (the “Effective Date”), by and among RESOURCE INCOME OPPORTUNITY REIT, INC., a Maryland corporation (the “Company”), RESOURCE IO OP, LP, a Delaware limited partnership (the “OP”) and RESOURCE IO MANAGER, LLC, a Delaware limited liability company (“Manager”) and each entity listed on Exhibit B attached hereto as amended from time to time (each an “Owner” and collectively, the “Owners”).
AMENDED & RESTATED ADVISORY AGREEMENT between RESOURCE INNOVATION OFFICE REIT, INC. and RESOURCE INNOVATION OFFICE ADVISOR, LLC October 1, 2015Advisory Agreement • October 2nd, 2015 • Resource Innovation Office REIT, Inc. • Real estate investment trusts • Pennsylvania
This Amended & Restated Advisory Agreement, dated as of October 1, 2015 and effective as of the Effective Date (the “Agreement”), is between Resource Innovation Office REIT, Inc., a Maryland corporation (the “Company”), and Resource Innovation Office Advisor, LLC, a Delaware limited liability company (the “Advisor”). This Agreement amends and restates in its entirety the Advisory Agreement dated May 29, 2015, between the Company and the Advisor.
LIMITED PARTNERSHIP AGREEMENT OF RRE INNOVATION OFFICE OP, LP A DELAWARE LIMITED PARTNERSHIP March 3, 2015Limited Partnership Agreement • April 16th, 2015 • Resource Real Estate Innovation Office REIT, Inc. • Real estate investment trusts • Delaware
RRE Innovative Office OP, LP (the “Partnership”) hereby irrevocably elects to cause the number of LTIP Units held by the LTIP Holder set forth below to be converted into Limited Partnership Units in accordance with the terms of the Agreement of Limited Partnership of the Partnership, as amended.
ESCROW AGREEMENTEscrow Agreement • June 2nd, 2015 • Resource Real Estate Innovation Office REIT, Inc. • Real estate investment trusts • Missouri
THIS ESCROW AGREEMENT dated as of June 1, 2015 (this “Agreement”), is entered into among Resource Securities, Inc. (the “Dealer Manager”), Resource Real Estate Innovation Office REIT, Inc. (the “Company”) and UMB Bank, N.A., as escrow agent (the “Escrow Agent”).
PROMISSORY NOTEResource Innovation Office REIT, Inc. • January 18th, 2017 • Real estate investment trusts • Illinois
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • November 10th, 2016 • Resource Innovation Office REIT, Inc. • Real estate investment trusts • Illinois
SECOND AMENDED & RESTATED ADVISORY AGREEMENT between RESOURCE INCOME OPPORTUNITY REIT, INC. and RESOURCE IO ADVISOR, LLC August 1, 2017Advisory Agreement • August 1st, 2017 • Resource Income Opportunity REIT, Inc. • Real estate investment trusts • Pennsylvania
This Second Amended & Restated Advisory Agreement, dated as of August 1, 2017 and effective as of the Effective Date (the “Agreement”), is between Resource Income Opportunity REIT, Inc., a Maryland corporation (the “Company”), and Resource IO Advisor, LLC, a Delaware limited liability company (the “Advisor”). This Agreement amends and restates in its entirety the Amended & Restated Advisory Agreement dated October 2, 2015, between the Company and the Advisor.
AMENDMENT NO. 1 TO AMENDED & RESTATED ADVISORY AGREEMENTAdvisory Agreement • January 4th, 2016 • Resource Innovation Office REIT, Inc. • Real estate investment trusts • Pennsylvania
This Amendment No. 1 to the Amended & Restated Advisory Agreement (this “Amendment”), dated as of December 31, 2015, is between Resource Innovation Office REIT, Inc., a Maryland corporation (the “Company”) and Resource Innovation Office Advisor, LLC, a Delaware limited liability company (the “Advisor”). This Amendment amends the Amended & Restated Advisory Agreement dated October 1, 2015, among the Company, the Advisor and, solely with respect to Article 16 thereof, the Sponsor (the “Advisory Agreement”).
AMENDMENT NO. 1 TO AMENDED & RESTATED DEALER MANAGER AGREEMENTDealer Manager Agreement • January 4th, 2016 • Resource Innovation Office REIT, Inc. • Real estate investment trusts • Pennsylvania
This Amendment No. 1 to the Amended & Restated Dealer Manager Agreement (this “Amendment”), dated as of December 31, 2015, is among Resource Innovation Office REIT, Inc., a Maryland corporation (the “Company”), Resource Securities, Inc. (the “Dealer Manager”) and Resource Real Estate, Inc. (the “Sponsor”). This Amendment amends the Amended & Restated Dealer Manager Agreement dated October 1, 2015, among the Company, the Advisor and the Sponsor (the “Dealer Manager Agreement”).
AMENDED & RESTATED LIMITED PARTNERSHIP AGREEMENT OF RESOURCE INNOVATION OFFICE OP, LP A DELAWARE LIMITED PARTNERSHIP October 1, 2015Partnership Agreement • October 2nd, 2015 • Resource Innovation Office REIT, Inc. • Real estate investment trusts • Delaware
Resource Innovation Office OP, LP (the “Partnership”) hereby irrevocably elects to cause the number of LTIP Units held by the LTIP Holder set forth below to be converted into Limited Partnership Units in accordance with the terms of the Agreement of Limited Partnership of the Partnership, as amended.
AMENDMENT NO. 1 TO AMENDED & RESTATED LIMITED PARTNERSHIP AGREEMENTLimited Partnership Agreement • March 23rd, 2016 • Resource Innovation Office REIT, Inc. • Real estate investment trusts • Delaware
This Amendment No. 1 to the Amended & Restated Limited Partnership Agreement (this “Amendment”), dated as of March 23, 2016, is among Resource Innovation Office REIT, Inc., a Maryland corporation (the “General Partner”), Resource Innovation Office Holdings, LLC and Resource Innovation Office SLP, LLC (the “Limited Partners”). This Amendment amends the Amended & Restated Limited Partnership Agreement dated October 1, 2015 among the General Partner and the Limited Partners (the “Limited Partnership Agreement”).
AMENDMENT NO. 2 TO AMENDED & RESTATED ADVISORY AGREEMENTAdvisory Agreement • March 23rd, 2016 • Resource Innovation Office REIT, Inc. • Real estate investment trusts • Pennsylvania
This Amendment No. 2 to the Amended & Restated Advisory Agreement (this “Amendment”), dated as of March 23, 2016, is between Resource Innovation Office REIT, Inc., a Maryland corporation (the “Company”) and Resource Innovation Office Advisor, LLC, a Delaware limited liability company (the “Advisor”). This Amendment amends the Amended & Restated Advisory Agreement dated October 1, 2015, as amended by Amendment No. 1 dated December 31, 2015, among the Company, the Advisor and, solely with respect to Article 16 thereof, the Sponsor (the “Advisory Agreement”).
FORM OF ADVISORY AGREEMENT between RESOURCE REAL ESTATE INNOVATION OFFICE REIT, INC. and RRE INNOVATION OFFICE ADVISOR, LLCAdvisory Agreement • February 3rd, 2015 • Resource Real Estate Innovation Office REIT, Inc. • Real estate investment trusts • Pennsylvania
This Advisory Agreement, dated as of [ ], 2015 and effective as of the Effective Date (the “Agreement”), is between Resource Real Estate Innovation Office REIT, Inc., a Maryland corporation (the “Company”), and RRE Innovation Office Advisor, LLC, a Delaware limited liability company (the “Advisor”).
