0000950170-25-056212 Sample Contracts

FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF SEALY INDUSTRIAL PARTNERS IV OP, LP
Limited Partnership Agreement • April 21st, 2025 • Sealy Industrial Partners IV, LP • Georgia

PARTNERSHIP (this “Agreement”) is made and entered into effective as of this 22nd day of April, 2022, by and among SEALY INDUSTRIAL PARTNERS IV GP, LLC, a Georgia limited liability company (the “General Partner”), SEALY SIP IV INVESTOR, LLC, a Georgia limited liability company (“Sealy Investor”), SEALY INDUSTRIAL PARTNERS IV REIT, LLC, a Delaware limited liability company (“Sealy REIT”), MARK P. SEALY (the “Withdrawing Limited Partner”), and the Persons listed on Exhibit “A” from time to time under the caption “Limited Partners” (the “Limited Partners”).

SEALY INDUSTRIAL PARTNERS IV REIT, LLC Limited Liability Company Agreement Dated as of February 25, 2022 SEALY INDUSTRIAL PARTNERS IV REIT, LLC
Limited Liability Company Agreement • April 21st, 2025 • Sealy Industrial Partners IV, LP • Delaware
Sealy Industrial Partners IV, L.P.A Sealy & Company Sponsored Investment SEALY & COMPANY Class A & R UnitsSubscription Agreement
Class a & R Units Subscription Agreement • April 21st, 2025 • Sealy Industrial Partners IV, LP

PLEASE READ CAREFULLY THE CONFIDENTIAL PRIVATE PLACEMENT MEMORANDUM OF SEALY INDUSTRIAL PARTNERS IV, L.P., DATED OCTOBER 18, 2024, AND ALL EXHIBITS THERETO (“MEMORANDUM”), BEFORE DECIDING TO SUBSCRIBE. THE OFFERING DESCRIBED IN THE MEMORANDUM (THE “OFFERING”) IS LIMITED TO INVESTORS WHO QUALIFY AS “ACCREDITED INVESTORS” AS DEFINED IN RULE 501 OF REGULATION D UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

REAL ESTATE SALE AGREEMENT
Real Estate Sale Agreement • April 21st, 2025 • Sealy Industrial Partners IV, LP • New York

THIS REAL ESTATE SALE AGREEMENT (this “Agreement”) is made and entered into as of December 5, 2024 (the “Contract Date”) by and among the entities listed on Exhibit A-1 attached hereto (each, a “Seller” and collectively, “Seller” as the context requires) and SEALY ACQUISITIONS, L.L.C. a Georgia limited liability company (“Purchaser”).