Cottonwood Communities, Inc. Sample Contracts

DEALER MANAGER AGREEMENT COTTONWOOD COMMUNITIES, INC. Salt Lake City, Utah 84121 November 4, 2021
Dealer Manager Agreement • November 10th, 2021 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah

This Dealer Manager Agreement (this “Agreement”) is entered into by and between Cottonwood Communities, Inc., a Maryland corporation (the “Company”) and Orchard Securities, LLC (the “Dealer Manager”).

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AGREEMENT AND PLAN OF MERGER BY AND AMONG COTTONWOOD COMMUNITIES, INC., COTTONWOOD COMMUNITIES GP SUBSIDIARY, LLC, COTTONWOOD COMMUNITIES O.P., LP, COTTONWOOD MULTIFAMILY REIT I, INC., AND COTTONWOOD MULTIFAMILY REIT I O.P., LP DATED AS OF JANUARY 26,...
Agreement and Plan of Merger • February 1st, 2021 • Cottonwood Communities, Inc. • Real estate investment trusts • Maryland

This AGREEMENT AND PLAN OF MERGER, dated as of January 26, 2021 (this “Agreement”), is entered into by and among Cottonwood Communities, Inc., a Maryland corporation (“CCI”), Cottonwood Communities GP Subsidiary, LLC, a Maryland limited liability company and a wholly owned subsidiary of CCI (“Merger Sub”), Cottonwood Communities O.P., LP, a Delaware limited partnership and a subsidiary of Merger Sub (“CCOP” and together with CCI and the Merger Sub, the “CCI Parties”), Cottonwood Multifamily REIT I, Inc., a Maryland corporation (“CMR”), and Cottonwood Multifamily REIT I O.P., LP, a Delaware limited partnership and subsidiary of CMR (“CMR OP” and together with CMR, the “CMR Parties”). Each of the CCI Parties and CMR Parties is sometimes referred to herein as a “Party,” and, collectively, the CCI Parties and the CMR Parties are referred to herein as the “Parties.” Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in Article 1.

FORM OF LIMITED PARTNERSHIP AGREEMENT OF COTTONWOOD COMMUNITIES OP, LP
Limited Partnership Agreement • June 27th, 2018 • Cottonwood Communities, Inc. • Real estate investment trusts • Delaware

This Limited Partnership Agreement (this “Agreement”) is entered into effective as of [ ], 2018, by and among Cottonwood Communities, Inc., a Maryland corporation (the “General Partner”) and the Limited Partner set forth on Exhibit A. Capitalized terms used herein but not otherwise defined shall have the meanings set forth in Section 1.

AMENDED AND RESTATED ADVISORY AGREEMENT among COTTONWOOD COMMUNITIES, INC. and COTTONWOOD RESIDENTIAL O.P., LP and CC ADVISORS III, LLC May 7, 2023
Advisory Agreement • August 14th, 2023 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah

This Advisory Agreement (this “Agreement”), dated as of May 7, 2023, is entered into by and among Cottonwood Communities, Inc., a Maryland corporation (the “REIT”), Cottonwood Residential O.P., LP (the “Operating Partnership”) and CC Advisors III, LLC, a Delaware limited liability company (the “Advisor”). The Operating Partnership, the REIT and their subsidiaries are collectively referred to herein as the “Company.”

SIXTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF COTTONWOOD RESIDENTIAL O.P., LP July 15, 2021
Limited Partnership Agreement • August 2nd, 2021 • Cottonwood Communities, Inc. • Real estate investment trusts • Delaware

This Sixth Amended and Restated Limited Partnership Agreement of Cottonwood Residential O.P., LP, a Delaware limited partnership (the “Partnership”), is entered into effective as of July 15, 2021 (this “Agreement”) upon the effectiveness of the Partnership Mergers (as defined below) and is by and among Cottonwood Communities GP Subsidiary, LLC, a Maryland limited liability company (the “General Partner”), CC Advisors III, LLC, a Delaware limited liability company (the “Special Limited Partner”), and the Limited Partners set forth on Exhibit A. Capitalized terms used herein but not otherwise defined shall have the meanings set forth in Section 1.

MANAGING BROKER-DEALER AGREEMENT
Managing Broker-Dealer Agreement • October 13th, 2023 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah

This Managing Broker-Dealer Agreement (this “Agreement”) is entered into by and between Cottonwood Communities, Inc., a Maryland corporation (the “Issuer”), and [***], a Utah limited liability company (the “Managing Broker-Dealer”), effective September 19, 2023 (the “Effective Date”) regarding the offering and sale by the Issuer of up to $150,000,000 in shares of Series A Convertible Preferred Stock (the “Securities”) in the Issuer (the “Offering”). Capitalized terms used herein and not otherwise defined herein shall have the same meaning as set forth in the Cottonwood Communities, Inc. Confidential Private Placement Memorandum dated September 19, 2023, including the Exhibits, as may be amended or supplemented (the “Memorandum”).

AGREEMENT AND PLAN OF MERGER BY AND AMONG COTTONWOOD COMMUNITIES, INC., COTTONWOOD COMMUNITIES GP SUBSIDIARY, LLC, COTTONWOOD RESIDENTIAL O.P., LP, COTTONWOOD MULTIFAMILY OPPORTUNITY FUND, INC., AND COTTONWOOD MULTIFAMILY OPPORTUNITY FUND O.P., LP...
Agreement and Plan of Merger • July 13th, 2022 • Cottonwood Communities, Inc. • Real estate investment trusts • Maryland

This AGREEMENT AND PLAN OF MERGER, dated as of July 8, 2022 (this “Agreement”), is entered into by and among Cottonwood Communities, Inc., a Maryland corporation (“CCI”), Cottonwood Communities GP Subsidiary, LLC, a Maryland limited liability company and a wholly owned subsidiary of CCI (“Merger Sub”), Cottonwood Residential O.P., LP, a Delaware limited partnership and a subsidiary of Merger Sub (“CROP” and, together with CCI and Merger Sub, the “CCI Parties”), Cottonwood Multifamily Opportunity Fund, Inc., a Maryland corporation (“CMOF”), and Cottonwood Multifamily Opportunity Fund O.P., LP, a Delaware limited partnership and subsidiary of CMOF (“CMOF OP” and, together with CMOF, the “CMOF Parties”). Each of the CCI Parties and the CMOF Parties is sometimes referred to herein as a “Party,” and, collectively, the CCI Parties and the CMOF Parties are referred to herein as the “Parties.” Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in Article

ADVISORY AGREEMENT among COTTONWOOD COMMUNITIES, INC. and COTTONWOOD COMMUNITIES O.P., LP and CC ADVISORS III, LLC August 13, 2020
Advisory Agreement • February 3rd, 2021 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah

This Advisory Agreement (this “Agreement”), effective as of August 13, 2020 is entered into by and among Cottonwood Communities, Inc., a Maryland corporation (the “REIT”), Cottonwood Communities O.P., LP (the “Operating Partnership”) and CC Advisors III, LLC, a Delaware limited liability company (the “Advisor”). The Operating Partnership, the REIT and their subsidiaries are collectively referred to herein as the “Company.”

FORM OF DEALER MANAGER AGREEMENT COTTONWOOD COMMUNITIES, INC.
Form of Dealer Manager Agreement • August 8th, 2018 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah
RENEWAL AGREEMENT
Renewal Agreement • August 14th, 2023 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah

THIS RENEWAL AGREEMENT, dated as of May 7, 2023 (the “Agreement”), is entered into between Cottonwood Capital Management, Inc., a Delaware corporation (“CCMI”), and Cottonwood Communities Advisors, LLC, a Delaware limited liability company (“CCA”).

COTTONWOOD RESIDENTIAL II, INC. PERFORMANCE-BASED LTIP UNIT AWARD AGREEMENT
Ltip Unit Award Agreement • May 12th, 2021 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah
FIRST AMENDMENT TO LIMITED PARTNERSHIP AGREEMENT OF COTTONWOOD COMMUNITIES OP, LP
Limited Partnership Agreement • May 3rd, 2019 • Cottonwood Communities, Inc. • Real estate investment trusts

This FIRST AMENDMENT to the LIMITED PARTNERSHIP AGREEMENT OF COTTONWOOD COMMUNITIES OP, LP (this “Amendment”) is entered into effective as of March 28, 2019 by and among Cottonwood Communities, Inc., a Maryland corporation (the “General Partner”) and Cottonwood Communities Investors, LLC, a Delaware limited liability company (the “Limited Partner”). Capitalized terms used but not defined herein will have the meanings ascribed to such terms in the Partnership Agreement (as defined below).

FOURTH AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AND SALE AGREEMENT
Membership Interest Purchase and Sale Agreement • April 20th, 2020 • Cottonwood Communities, Inc. • Real estate investment trusts

This FOURTH AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AND SALE AGREEMENT (this “Amendment”) is made as of February 14, 2020 (the “Effective Date”) by and between KRE JAG ONE UPLAND VENTURE LLC, a Delaware limited liability company (“Seller”) and CC ONE UPLAND, LLC, a Delaware limited liability company (“Buyer”).

SECOND AMENDMENT TO THE SIXTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF COTTONWOOD RESIDENTIAL O.P., LP
Cottonwood Communities, Inc. • May 12th, 2022 • Real estate investment trusts

This Second Amendment (the “Amendment”) to the Sixth Amended and Restated Limited Partnership Agreement of Cottonwood Residential O.P., LP, a Delaware limited partnership (the “Partnership”), is dated as of January 1, 2022 and effective as of November 12, 2021 and is entered into by and among Cottonwood Communities GP Subsidiary, LLC, a Maryland limited liability company (the “General Partner”), CC Advisors-SLP, LLC, a Delaware limited liability company (the “Special Limited Partner”), and the Limited Partners set forth on Exhibit A to the Agreement. Capitalized terms used in this Amendment are defined as set forth in the Sixth Amended and Restated Limited Partnership Agreement of the Partnership, entered into and effective as of July 15, 2021, as amended by the First Amendment thereto (the “Agreement”).

SIXTH AMENDMENT TO THE SIXTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF COTTONWOOD RESIDENTIAL O.P., LP
Limited Partnership Agreement • October 13th, 2023 • Cottonwood Communities, Inc. • Real estate investment trusts

This Sixth Amendment (this “Amendment”) to the Sixth Amended and Restated Limited Partnership Agreement (the “Agreement”) of Cottonwood Residential O.P., LP, a Delaware limited partnership (the “Partnership”), is entered into effective as of August 21, 2023 by and among Cottonwood Communities GP Subsidiary, LLC, a Maryland limited liability company (the “General Partner”), CC Advisors – SLP, LLC, a Delaware limited liability company (the “Special Limited Partner”), and the Limited Partners set forth on Exhibit A to the Agreement. Capitalized terms used in this Amendment are defined as set forth in the Agreement.

COWORKING SPACE SERVICES AGREEMENT SUMMARY OF BASIC INFORMATION
Coworking Space Services Agreement • March 24th, 2023 • Cottonwood Communities, Inc. • Real estate investment trusts

This Coworking Space Services Agreement, including the Summary of Basic Information and all exhibits hereto (the “Agreement”) is made by and between APT Cowork, LLC, a Delaware limited liability company (“Provider”) and the undersigned tenant of the owner (and tenant hereinafter referred to as “Owner” but Provider acknowledges tenant is subject to a lease agreement with the owner) of the “Space”, located in the “Building” and “Complex”, each as such terms are defined in the attached Exhibit A. The Agreement shall be effective as of the date the Agreement is last executed by Owner and Provider, respectively (the “Effective Date”).

THREE-PARTY AGREEMENT
Three-Party Agreement • September 26th, 2018 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah

This Agreement (the “Agreement”), effective as of August 13, 2018, is entered into by and among Cottonwood Communities, Inc., a Maryland corporation (the “REIT”), Cottonwood Communities O.P., LP, a Delaware limited partnership (the “Operating Partnership”) and Cottonwood Communities Management, LLC, a Delaware limited liability company (“Cottonwood Management”). The REIT, the Operating Partnership and Cottonwood Management are individually referred to as a “Party” and collectively referred to as the “Parties.”

FIRST AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AND SALE AGREEMENT
Membership Interest Purchase and Sale Agreement • April 20th, 2020 • Cottonwood Communities, Inc. • Real estate investment trusts

This FIRST AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AND SALE AGREEMENT (this “Amendment”) is made as of January 24, 2020 (the “Effective Date”) by and between KRE JAG ONE UPLAND VENTURE LLC, a Delaware limited liability company (“Seller”) and CC ONE UPLAND, LLC, a Delaware limited liability company (“Buyer”).

PURCHASE AND SALE AGREEMENT Between LUMA AT WEST PALM BEACH, LLC And COTTONWOOD COMMUNITIES O.P., LP
Purchase and Sale Agreement • May 3rd, 2019 • Cottonwood Communities, Inc. • Real estate investment trusts • Florida

This Purchase and Sale Agreement (this “Agreement”) is dated as of the date last executed by the parties hereto (the “Effective Date”) executed by and between Luma at West Palm Beach, LLC, a Delaware limited liability company (“Seller”), and Cottonwood Communities O.P., LP, a Delaware limited partnership (“Buyer”).

AGREEMENT AND PLAN OF MERGER BY AND AMONG COTTONWOOD COMMUNITIES, INC., COTTONWOOD COMMUNITIES GP SUBSIDIARY, LLC, COTTONWOOD COMMUNITIES O.P., LP, COTTONWOOD RESIDENTIAL II, INC., AND COTTONWOOD RESIDENTIAL O.P., LP DATED AS OF JANUARY 26, 2021
Agreement and Plan of Merger • February 1st, 2021 • Cottonwood Communities, Inc. • Real estate investment trusts • Maryland

This Fifth Amended and Restated Limited Partnership Agreement of Cottonwood Residential O.P., LP (this “Agreement”) is entered into effective as of [_____], 2021 upon the effectiveness of the Partnership Merger (as defined below) and is by and among Cottonwood Communities GP Subsidiary, LLC, a Maryland limited liability company (the “General Partner”), CC Advisors III, LLC, a Delaware limited liability company, (the “Special Limited Partner”) and the Limited Partners set forth on Exhibit A. Capitalized terms used herein but not otherwise defined shall have the meanings set forth in Section 1.

FIRST AMENDMENT TO MANAGING BROKER-DEALER AGREEMENT
Broker-Dealer Agreement • October 13th, 2023 • Cottonwood Communities, Inc. • Real estate investment trusts

This First Amendment (this “Amendment”) to the Managing Broker-Dealer Agreement dated December 1, 2022 (the “Agreement”) by and between Cottonwood Communities, Inc., a Maryland corporation (the “Issuer”), and [***], a Utah limited liability company (the “Managing Broker-Dealer”), is entered into effective as of August 21, 2023 (the “Effective Date”), between the Issuer and the Managing Broker-Dealer. Capitalized terms used in this Amendment and not defined shall have the meanings set forth in the Agreement.

PURCHASE AGREEMENT
Purchase Agreement • March 30th, 2022 • Cottonwood Communities, Inc. • Real estate investment trusts • Delaware

This Purchase Agreement (this “Agreement”) dated as of November 1, 2021 (the “Effective Date”), is made and entered into by and between Sugar House Commons, LLC, a Delaware limited liability company (the “Company”), and Cimarrona Capital, LLC, Tegron Holdings, LLC, Spring Creek Holdings, LLC, Eric Marlin, as the Trustee of the Eric Marlin Living Trust, Villandry, LLC and Little Grand, LLC (the “Buyers”).

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AMENDMENT NO. 1 TO DEALER MANAGER AGREEMENT
Dealer Manager Agreement • October 13th, 2023 • Cottonwood Communities, Inc. • Real estate investment trusts

This Amendment No. 1 (this “Amendment”) effective as of November 30, 2021, amends that certain Dealer Manager Agreement dated November 4, 2021 (as it may be amended from time to time, the “Dealer Manager Agreement”), by and between Cottonwood Communities, Inc., a Maryland corporation (the “Company”), and Orchard Securities, LLC (the “Dealer Manager”). Capitalized terms used herein but not defined shall have the meanings set forth in the Dealer Manager Agreement.

ASSIGNMENT OF PROMOTIONAL INTEREST (C-4) (C-5) (Cottonwood Communities)
Assignment of Promotional • May 3rd, 2019 • Cottonwood Communities, Inc. • Real estate investment trusts

This ASSIGNMENT OF PROMOTIONAL INTEREST (the “Assignment”), effective as of March 1, 2019 (the “Effective Date”) is made and entered into by and between Cottonwood Residential O.P., LP, a Delaware limited partnership (“CROP”), Cottonwood Communities Investor, LLC, a Delaware limited liability company (“CC Investor”), Cottonwood Communities Advisors Promote, LLC, a Delaware limited liability company (“CCA Promote”). Terms not defined herein shall of the meanings given to them on Exhibit A hereto.

FOURTH AMENDMENT TO THE SIXTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF COTTONWOOD RESIDENTIAL O.P., LP
Cottonwood Communities, Inc. • March 24th, 2023 • Real estate investment trusts

This Fourth Amendment (this “Amendment”) to the Sixth Amended and Restated Limited Partnership Agreement (the “Agreement”) of Cottonwood Residential O.P., LP, a Delaware limited partnership (the “Partnership”), is entered into effective as of December 1, 2022 and is entered into by and among Cottonwood Communities GP Subsidiary, LLC, a Maryland limited liability company (the “General Partner”), CC Advisors – SLP, LLC, a Delaware limited liability company (the “Special Limited Partner”), and the Limited Partners set forth on Exhibit A to the Agreement. Capitalized terms used in this Amendment are defined as set forth in the Agreement.

SELLING AGREEMENT
Selling Agreement • October 13th, 2023 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah

This Selling Agreement (this “Agreement”) is entered into by and between Cottonwood Communities, Inc., a Maryland corporation (the “Issuer”), and [***], a Utah limited liability company (the “Dealer”), effective July 25, 2023 (the “Effective Date”) regarding the offering and sale by the Issuer of up to $10,000,000 in shares of Series 2023-A Preferred Stock (the “Securities”) in the Issuer (the “Offering”). Capitalized terms used herein and not otherwise defined herein shall have the same meaning as set forth in the Cottonwood Communities, Inc. Confidential Private Placement Memorandum dated July 25, 2023, including the exhibits, as may be amended or supplemented (the “Memorandum”).

THIRD AMENDMENT TO THE SIXTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF COTTONWOOD RESIDENTIAL O.P., LP
Cottonwood Communities, Inc. • May 12th, 2022 • Real estate investment trusts

This Third Amendment (the “Amendment”) to the Sixth Amended and Restated Limited Partnership Agreement of Cottonwood Residential O.P., LP, a Delaware limited partnership (the “Partnership”), is entered into effective as of February 7, 2022 and is entered into by and among Cottonwood Communities GP Subsidiary, LLC, a Maryland limited liability company (the “General Partner”), CC Advisors-SLP, LLC, a Delaware limited liability company (the “Special Limited Partner”), and the Limited Partners set forth on Exhibit A to the Agreement. Capitalized terms used in this Amendment are defined as set forth in the Sixth Amended and Restated Limited Partnership Agreement of the Partnership, entered into and effective as of July 15, 2021, as amended by the First and Second Amendments thereto (the “Agreement”).

COTTONWOOD RESIDENTIAL II, INC. TIME-BASED LTIP UNIT AWARD AGREEMENT
Ltip Unit Award Agreement • May 12th, 2021 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah
FIFTH AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AND SALE AGREEMENT
Membership Interest Purchase and Sale Agreement • April 20th, 2020 • Cottonwood Communities, Inc. • Real estate investment trusts

This FIFTH AMENDMENT TO MEMBERSHIP INTEREST PURCHASE AND SALE AGREEMENT (this “Amendment”) is made as of February 18, 2020 (the “Effective Date”) by and between KRE JAG ONE UPLAND VENTURE LLC, a Delaware limited liability company (“Seller”) and CC ONE UPLAND, LLC, a Delaware limited liability company (“Buyer”).

Dear Investor:
Cottonwood Communities, Inc. • February 1st, 2021 • Real estate investment trusts

We are writing to share news regarding your investment in Cottonwood Residential II, Inc. (“CRII,” and together with its operating partnership, Cottonwood Residential O.P., LP (“CROP”), “Cottonwood Residential”). On January 26th, Cottonwood Residential entered into a definitive merger agreement pursuant to which Cottonwood Communities, Inc. (“CCI”) would acquire Cottonwood Residential, with CCI remaining as the surviving company and general partner of CROP, and CROP as the surviving operating partnership. In addition to this agreement, CCI also entered into merger agreements to acquire Cottonwood Multifamily REIT I, Inc. (“CMRI”) and Cottonwood Multifamily REIT II, Inc. (“CMRII”) in separate stock-for-stock transactions (the “Mergers”). If all of the Mergers are completed as contemplated by the agreements, the transactions will create a single $1.5 billion1 REIT focused solely on the multifamily sector.

FIRST AMENDMENT TO THE SIXTH AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF COTTONWOOD RESIDENTIAL O.P., LP
Limited Partnership Agreement • October 21st, 2021 • Cottonwood Communities, Inc. • Real estate investment trusts

This First Amendment (the “Amendment”) to the Sixth Amended and Restated Limited Partnership Agreement of Cottonwood Residential O.P., LP, a Delaware limited partnership (the “Partnership”), is entered into effective as of October 20, 2021 (this “Agreement”) and is entered into by and among Cottonwood Communities GP Subsidiary, LLC, a Maryland limited liability company (the “General Partner”), CC Advisors III, LLC, a Delaware limited liability company (the “Special Limited Partner”), and the Limited Partners set forth on Exhibit A to the Agreement. Capitalized terms used in this Amendment are defined as set forth in the Agreement.

AMENDED AND RESTATED ESCROW AGREEMENT (Subscription Proceeds)
Escrow Agreement • August 8th, 2018 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah

This AMENDED AND RESTATED ESCROW AGREEMENT (“Agreement”) is dated as of August 6, 2018, by and between Cottonwood Communities, Inc., a Maryland corporation (“Issuer”), UMB BANK, N.A. as escrow agent (“Escrow Agent”) and Orchard Securities, LLC, a Utah limited liability company (the “Dealer Manager”).

FORM OF THREE-PARTY AGREEMENT
Three-Party Agreement • June 27th, 2018 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah

This Agreement (the “Agreement”), effective as of [_], 2018, is entered into by and among Cottonwood Communities, Inc., a Maryland corporation (the “REIT”), Cottonwood Communities O.P., LP, a Delaware limited partnership (the “Operating Partnership”) and Cottonwood Communities Management, LLC, a Delaware limited liability company (“Cottonwood Management”). The REIT, the Operating Partnership and Cottonwood Management are individually referred to as a “Party” and collectively referred to as the “Parties.”

DEALER MANAGER AGREEMENT COTTONWOOD COMMUNITIES, INC. Salt Lake City, Utah 84121 August 13, 2018
Dealer Manager Agreement • September 26th, 2018 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah

This letter confirms and comprises the agreement (this “Agreement”) between Cottonwood Communities, Inc., a Maryland corporation (the “Company”), Cottonwood Communities Management, LLC, a Delaware limited liability company (“Cottonwood Management”) and Orchard Securities, LLC (the “Dealer Manager”), regarding the offering and sale to the public (the “Offering”) by the Company of up to $750,000,000 in common stock of the Company (the “Shares”), pursuant to a primary offering (the “Primary Offering”) and the Company’s distribution reinvestment plan (the “DRP”).

TRADEMARK LICENSE AGREEMENT among COTTONWOOD COMMUNITIES, INC. and COTTONWOOD RESIDENTIAL O.P., LP and May 7, 2021
Trademark License Agreement • May 12th, 2021 • Cottonwood Communities, Inc. • Real estate investment trusts • Utah

This Trademark License Agreement (including all exhibits referenced herein, this “Agreement”), dated as of May 7, 2021, is entered into by and among Cottonwood Communities, Inc., a Maryland corporation (the “REIT”), Cottonwood Residential O.P., LP (the “Operating Partnership”) and CC Advisors III, LLC, a Delaware limited liability company (the “Advisor”). The Operating Partnership, the REIT and their subsidiaries are collectively referred to herein as the “Company.”

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