FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • May 2nd, 2017 • InPoint Commercial Real Estate Income, Inc. • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the day of , 2016, by and between InPoint Commercial Real Estate Income, Inc., a Maryland corporation (the “Company”), and (“Indemnitee”).
3,500,000 Shares INPOINT COMMERCIAL REAL ESTATE INCOME, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • September 16th, 2021 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts • New York
InPoint Commercial Real Estate Income, Inc., a Maryland corporation (the “Company”), which is externally managed and advised by Inland InPoint Advisor, LLC, a Delaware limited liability company (the “Advisor”), and InPoint REIT Operating Partnership, LP, a Delaware limited partnership and the Company’s operating partnership (the “Operating Partnership”), propose, subject to the terms and conditions stated herein, that the Company will issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 3,500,000 shares of the Company’s 6.75% Series A Cumulative Redeemable Preferred Stock, par value $0.001 per share (the “Series A Preferred Stock”). The aggregate of 3,500,000 shares of Series A Preferred Stock to be purchased from the Company are called the “Firm Shares.” In addition, the Company has granted to the Underwriters, upon the terms and conditions stated herein, an option to purchase up to an additional 525,000 shares of Series A Preferre
SECOND AMENDED AND RESTATED ADVISORY AGREEMENTAdvisory Agreement • July 8th, 2021 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts • New York
THIS SECOND AMENDED AND RESTATED ADVISORY AGREEMENT (this “Agreement”), dated as of July 1, 2021 (the “Effective Date”), is entered into by and among InPoint Commercial Real Estate Income, Inc., a Maryland corporation (the “Company”), InPoint REIT Operating Partnership, LP, a Delaware limited partnership of which the Company is the sole general partner (the “Operating Partnership”), and Inland InPoint Advisor, LLC, a Delaware limited liability company (the “Advisor”). All references to the Company in this Agreement shall include the Company’s wholly owned subsidiaries and, where applicable, the Operating Partnership. This Agreement amends and restates in its entirety the First Amended and Restated Advisory Agreement, dated as of April 29, 2019, by and among the Company, the Operating Partnership and the Advisor, and shall become effective as of the Effective Date.
AMENDMENT NO. 2 TO LIMITED PARTNERSHIP AGREEMENTLimited Partnership Agreement • September 22nd, 2021 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts • Delaware
This Amendment No. 2 to the Limited Partnership Agreement (this “Amendment”) of InPoint REIT Operating Partnership, LP (the “Partnership”), dated as of September 22, 2021, is between InPoint Commercial Real Estate Income, Inc. (the “General Partner”) and InPoint REIT Holdings, LLC (the “Limited Partner”). This Amendment amends the Limited Partnership Agreement of the Partnership dated October 7, 2016, between the General Partner and the Limited Partner, as amended by Amendment No. 1 thereto dated January 30, 2017 (the “Partnership Agreement”).
LIMITED PARTNERSHIP AGREEMENT OF INPOINT REIT OPERATING PARTNERSHIP, LP Dated as of October 7, 2016Limited Partnership Agreement • March 22nd, 2019 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts • Delaware
This Limited Partnership Agreement is entered into as of October 7, 2016, between InPoint Commercial Real Estate Income, Inc., a Maryland corporation, as the General Partner, and InPoint REIT Holdings, LLC, a Delaware limited liability company, as the Limited Partner. Capitalized terms used herein but not otherwise defined shall have the meanings given to them in Article 1.
MASTER REPURCHASE AGREEMENT COLUMN FINANCIAL, INC., as administrative agent (the “Administrative Agent”), CREDIT SUISSE AG, a company incorporated in Switzerland, acting through its CAYMAN ISLANDS BRANCH and ALPINE SECURITIZATION LTD, an exempted...Master Repurchase Agreement • February 16th, 2018 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts • New York
This is a MASTER REPURCHASE AGREEMENT (the “Agreement”), dated as of February 15, 2018, by and among COLUMN FINANCIAL, INC., (the “Administrative Agent”) on behalf of buyers, including but not limited to Credit Suisse AG, a company incorporated in Switzerland, acting through its Cayman Islands Branch (“CS Cayman” and a “Buyer”) and Alpine Securitization LTD, an exempted company organized under the laws of the Cayman Islands (“Alpine” and a “Buyer”, and collectively, with CS Cayman, the “Buyers”) and InPoint CS Loan, LLC, a Delaware limited liability company (the “Seller”).
INPOINT COMMERCIAL REAL ESTATE INCOME, INC. DEALER MANAGER AGREEMENTDealer Manager Agreement • March 22nd, 2019 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts • Illinois
The Selected Dealer may withhold Selling Commissions and Dealer Manager Fees, if applicable, to which it is entitled pursuant to the Agreement, this Schedule I and the Prospectus from the purchase price for the Shares in the Offering and forward the balance to the Company or its agent as set forth in the Subscription Agreement or as otherwise directed by the Company if it represents to the Dealer Manager that: (i) the Selected Dealer is legally permitted to do so; and (ii) (A) the Selected Dealer meets all applicable net capital requirements under the rules of FINRA or other applicable rules regarding such an arrangement; (B) the Selected Dealer has forwarded the Subscription Agreement to the Company or its agent within the time required under Section 3 of the Agreement and received the Company’s written acceptance of the subscription prior to forwarding the purchase price for the Shares, net of the Selling Commissions and Dealer Manager Fees, if applicable, to which the Selected Deale
FIRST AMENDED AND RESTATED SUB-ADVISORY AGREEMENTSub-Advisory Agreement • March 22nd, 2019 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts • New York
* Three pages (D-1 – D-3) of this document have been redacted pursuant to a Confidential Treatment Request and filed separately with the Securities and Exchange Commission pursuant to Rule 406 under the Securities Act of 1933, as amended, and Rule 24b-2 under the Securities Exchange Act of 1934, as amended.
R E S T R I C T E D S T O C K A W A R D A G R E E M E N TInPoint Commercial Real Estate Income, Inc. • March 12th, 2019 • Real estate investment trusts
pursuant to and subject to the provisions of the InPoint Commercial Real Estate Income, Inc. Independent Directors Compensation Plan (the “Compensation Plan”), which is operated as a subplan of the Independent Director Restricted Share Plan of InPoint Commercial Real Estate Income, Inc. (the “Restricted Share Plan” and, together with the Compensation Plan, the “Plans”) and to the terms and conditions set forth on the following page (the “Terms and Conditions”). By accepting the Shares, Grantee shall be deemed to have agreed to the Terms and Conditions set forth in this Restricted Stock Award Agreement (this “Award Agreement”) and the Plans. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Plans.
May 3, 2022InPoint Commercial Real Estate Income, Inc. • May 9th, 2022 • Real estate investment trusts
Reference is made to that certain Uncommitted Master Repurchase Agreement, dated as of May 6, 2019, between INPOINT JPM LOAN LLC, a Delaware limited liability company (“Seller”) and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, a national banking association (“Buyer”) (as amended by that certain Amendment No. 1 to Master Repurchase Agreement, dated as of April 14, 2021, and as further amended by that certain SOFR Conforming Changes Amendment, dated as of December 31, 2021, the “Agreement”). Unless otherwise defined herein, all capitalized terms used herein shall have the meanings ascribed thereto in the Agreement.
GUARANTEE AGREEMENTGuarantee Agreement • May 7th, 2019 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts • New York
Pursuant to that certain Master Repurchase Agreement, dated as of May 6, 2019 (as amended, supplemented or otherwise modified from time to time, the “Repurchase Agreement”), between Buyer and InPoint JPM Loan, LLC, a Delaware limited liability company (“Seller”), Seller has agreed to sell, from time to time, to Buyer certain Eligible Assets (as defined in the Repurchase Agreement, upon purchase by Buyer, each a “Purchased Asset” and, collectively, the “Purchased Assets”), upon the terms and subject to the conditions as set forth therein. Pursuant to the terms of that certain Custodial Agreement dated May 6, 2019 (the “Custodial Agreement”) by and among Buyer, Seller and Wells Fargo Bank, National Association (the “Custodian”), Custodian is required to take possession of the Purchased Assets, along with certain other documents specified in the Custodial Agreement, as Custodian of Buyer and any future purchaser, on several delivery dates, in accordance with the terms and conditions of th
OMNIBUS ASSIGNMENT, ASSUMPTION AND AMENDMENTOmnibus Assignment, Assumption And • March 30th, 2023 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts • New York
THIS OMNIBUS ASSIGNMENT, ASSUMPTION AND AMENDMENT, dated as of February 8, 2023 (this “Amendment”), is among COLUMN FINANCIAL, INC. (the “Assigning Administrative Agent” and an “Assigning Party”), CREDIT SUISSE AG, a company incorporated in Switzerland, acting through its CAYMAN ISLANDS BRANCH (an “Assigning Buyer” and an “Assigning Party”), ALPINE SECURITIZATION LTD (an “Assigning Buyer” and an “Assigning Party”), ATLAS SECURITIZED PRODUCTS INVESTMENTS 2, L.P. (the “Assignee Administrative Agent”, the “Assignee Buyer” and the “Assignee Party”), InPoint CS Loan, LLC (the “Seller”) and InPoint Commercial Real Estate Income, Inc. (the “Guarantor”). Unless otherwise defined herein, capitalized terms used in this Amendment shall have the meanings assigned to such terms in the Repurchase Documents (as defined below).
GUARANTYGuaranty • February 16th, 2018 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts • New York
GUARANTY, dated as of February 15, 2018 (as amended, restated, supplemented, or otherwise modified from time to time, this “Guaranty”), made by InPoint Commercial Real Estate Income, Inc., a Maryland corporation (the “Guarantor”), in favor of Column Financial, Inc. (the “Administrative Agent”) for the benefit of Buyers.
EXPENSE LIMITATION AGREEMENTExpense Limitation Agreement • July 8th, 2021 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts • Delaware
THIS EXPENSE LIMITATION AGREEMENT (“Expense Limitation Agreement”) is made as of July 1, 2021 (the “Effective Date”), by and among InPoint Commercial Real Estate Income, Inc., a Maryland corporation (the “Company”), Inland InPoint Advisor, LLC, a Delaware limited liability company (the “Advisor”), and SPCRE InPoint Advisors, LLC, a Delaware limited liability company (the “Sub-Advisor”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • March 16th, 2021 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts • Arizona
THIS COLLATERAL ASSIGNMENT OF BENEFICIAL INTEREST OF MORTGAGE (the “Assignment”), made this _____ day of ______________, 20___ by and between _____________________________, a ___________________________ limited liability company, whose address is [____________________], hereinafter called “Assignor”, and WESTERN ALLIANCE BANK, whose address is 2701 East Camelback Road, Suite 110, Phoenix, Arizona 85016, hereinafter called “Assignee,” pursuant to that Loan and Security Agreement, dated [___________] [___], between Assignor and Assignee (as amended, the “Security Agreement”). Capitalized terms not otherwise defined in this Assignment shall have the meanings ascribed to them in the Security Agreement.
AMENDMENT NO. 2 TO MASTER REPURCHASE AGREEMENTMaster Repurchase Agreement • May 8th, 2023 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts • New York
AMENDMENT NO. 2 TO MASTER REPURCHASE AGREEMENT, dated as of May 5, 2023 (this “Amendment”), between INPOINT JPM LOAN, LLC (“Seller”), a Delaware limited liability company, and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, a national banking association (the “Buyer”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Repurchase Agreement (as defined below).
AMENDMENT NO. 1 TO MASTER REPURCHASE AGREEMENTMaster Repurchase Agreement • April 11th, 2022 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts • New York
Amendment No. 1 to Master Repurchase Agreement, dated as of June 14, 2018 (this “Amendment”), among Column Financial, Inc. (“Column”), as Administrative Agent on behalf of Buyers (in such capacity, the “Administrative Agent”), Credit Suisse AG, a company incorporated in Switzerland, acting through its Cayman Islands Branch (“CS Cayman” and a “Buyer”), Alpine Securitization LTD (“Alpine” and a “Buyer” and collectively with CS Cayman, the “Buyers”), InPoint CS Loan, LLC (the “Seller”) and InPoint Commercial Real Estate Income, Inc. (the “Guarantor”).
AMENDMENT NO. 1 TO THE DEALER MANAGER AGREEMENTDealer Manager Agreement • October 18th, 2022 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts
This Amendment No. 1 to the Dealer Manager Agreement (this “Amendment”) is made and entered into as of September 29, 2022, by and between InPoint Commercial Real Estate Income, Inc.. (the “Company”) and Inland Securities Corporation (the “Dealer Manager,” and together with the Company, the “Parties”). Capitalized terms used but not defined herein shall have the meanings set forth in the Agreement (as defined below).
AMENDMENT NO. 1 TO LIMITED PARTNERSHIP AGREEMENTLimited Partnership Agreement • March 22nd, 2019 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts • Delaware
This Amendment No. 1 to the Limited Partnership Agreement (this “Amendment”), dated as of January 30, 2017, is between InPoint Commercial Real Estate Income, Inc. (the “General Partner”) and InPoint REIT Holdings, LLC (the “Limited Partner”). This Amendment amends the Limited Partnership Agreement of InPoint REIT Operating Partnership, LP dated October 7, 2016 between the General Partner and the Limited Partner (the “Limited Partnership Agreement”).
FIRST AMENDED AND RESTATED SUB-ADVISORY AGREEMENT1Sub-Advisory • April 30th, 2019 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts • New York
SECOND AMENDED AND RESTATED SUB-ADVISORY AGREEMENTSub-Advisory Agreement • July 8th, 2021 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts • New York
Bucket 7 NAV > [****] [****]% [****]% (ii) AFS Split Calculation and Payment. The AFS for the applicable period shall be (A) divided between the Advisor and Sub-Advisor based upon the allocations to the Parties’ respective individual Marginal Buckets as calculated in accordance with the formula set forth in Table II below and then (B) paid to the Parties in the dollar amounts so determined.
FIRST LOAN MODIFICATION AGREEMENTFirst Loan Modification Agreement • March 30th, 2023 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts
THIS FIRST LOAN MODIFICATION AGREEMENT (this “Agreement”) is entered into as of March 9, 2023 (the “Modification Closing Date”), between INPOINT REIT OPERATING PARTNERSHIP, LP, a Delaware limited partnership (“Borrower”), and Western Alliance Bank, an Arizona corporation (“Lender”).
AMENDMENT NO. 1 TO GUARANTEE AGREEMENTGuarantee Agreement • May 8th, 2023 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts
AMENDMENT NO. 1 TO GUARANTEE AGREEMENT, dated as of May 5, 2023 (this “Amendment”), between INPOINT COMMERCIAL REAL ESTATE INCOME, INC., a Maryland corporation (the “Guarantor”), a Delaware limited liability company, and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, a national banking association (the “Buyer”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Repurchase Agreement (as defined below).
GUARANTY AGREEMENTGuaranty Agreement • March 16th, 2021 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts • Arizona
This GUARANTY AGREEMENT (this “Guaranty”) dated as of March 10, 2021, is executed by INPOINT COMMERCIAL REAL ESTATE INCOME, INC., a Maryland corporation (“Guarantor”) for the benefit of WESTERN ALLIANCE BANK, an Arizona corporation (the “Lender”).
INPOINT COMMERCIAL REAL ESTATE INCOME, INC. DEALER MANAGER AGREEMENT April 29, 2019Selected Dealer Agreement • April 30th, 2019 • InPoint Commercial Real Estate Income, Inc. • Real estate investment trusts • Illinois
The Selected Dealer shall be responsible for implementing the volume discounts described in or as otherwise provided in the “Plan of Distribution” section of the Prospectus. Requests to combine purchase orders of Class A, Class T or Class S Shares as a part of a combined order for the purpose of qualifying for discounts as described in the “Plan of Distribution” section of the Prospectus must be made in writing by the Selected Dealer, and any resulting reduction in Selling Commissions will be prorated among the separate subscribers.
