0000950123-14-007336 Sample Contracts

FORM OF MASTER REAL ESTATE MANAGEMENT AGREEMENT
Master Real Estate Management Agreement • July 24th, 2014 • Inland Residential Properties Trust, Inc. • Real estate investment trusts • Illinois

THIS MASTER REAL ESTATE MANAGEMENT AGREEMENT (this “Agreement”), dated as of , 2014, is entered into by and between INLAND RESIDENTIAL PROPERTIES TRUST, INC., a Maryland corporation (“the Company”), and INLAND RESIDENTIAL REAL ESTATE SERVICES LLC, a Delaware limited liability company (“the Manager”).

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FORM OF BUSINESS MANAGEMENT AGREEMENT
Form of Business Management Agreement • July 24th, 2014 • Inland Residential Properties Trust, Inc. • Real estate investment trusts • Illinois

THIS BUSINESS MANAGEMENT AGREEMENT (this “Agreement”), dated as of , 2014, is entered into by and between Inland Residential Properties Trust, Inc., a Maryland corporation (the “Company”), Inland Residential Properties Trust Special Limited Partner, LLC, a Delaware limited liability company (the “Special Limited Partner”), Inland Residential Operating Partnership, L.P., a Delaware limited partnership of which the Company is the sole general partner and of which the Special Limited Partner and the Business Manager are limited partners (the “Operating Partnership”) and Inland Residential Business Manager & Advisor, Inc., an Illinois corporation (the “Business Manager”).

FORM OF AGREEMENT OF LIMITED PARTNERSHIP OF INLAND RESIDENTIAL OPERATING PARTNERSHIP, L.P. Dated as of [ ], 2014
Inland Residential Properties Trust, Inc. • July 24th, 2014 • Real estate investment trusts • Delaware

THIS AGREEMENT OF LIMITED PARTNERSHIP OF INLAND RESIDENTIAL OPERATING PARTNERSHIP, L.P. (this “Agreement”) dated as of [ ], 2014, is entered into among INLAND RESIDENTIAL PROPERTIES TRUST, INC., a Maryland corporation, as general partner (the “General Partner”) and as a Limited Partner, and INLAND RESIDENTIAL PROPERTIES TRUST SPECIAL LIMITED PARTNER, LLC, a Delaware limited liability company, as a Limited Partner (together with the General Partner in its capacity as a Limited Partner, the “Initial Limited Partners”), and the Limited Partners party hereto from time to time.

INLAND RESIDENTIAL PROPERTIES TRUST, INC. FORM OF DEALER MANAGER AGREEMENT
Escrow Agreement • July 24th, 2014 • Inland Residential Properties Trust, Inc. • Real estate investment trusts • Illinois
FORM OF INVESTMENT ADVISORY AGREEMENT FOR DISCRETIONARY ACCOUNTS
Investment Advisory Agreement • July 24th, 2014 • Inland Residential Properties Trust, Inc. • Real estate investment trusts • Illinois

This INVESTMENT ADVISORY AGREEMENT (the “Agreement”) is made and entered into as of this day of , 2014 by and between Inland Residential Properties Trust, Inc. (“Client”) and Inland Investment Advisors, Inc., an Illinois corporation (“Adviser”), an investment adviser registered under the Investment Advisers Act of 1940, as amended (the “Advisers Act”), for the purpose of setting forth the terms and conditions pursuant to which Adviser will manage Client’s assets designed for management hereunder.

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