CAREY FINANCIAL, LLC FORM OF DEALER MANAGER AGREEMENTDealer Manager Agreement • December 17th, 2013 • Carey Watermark Investors Inc • Real estate • New York
Carey Watermark Investors Incorporated (the “Company”) is a Maryland corporation that is taxed as a real estate investment trust (a “REIT”) for federal income tax purposes. The Company proposes to offer in a follow on offering (a) up to 350,000,000 shares of common stock, $.001 par value per share (the “Shares”), for a purchase price of $10.00 per Share (subject in certain circumstances to discounts based upon the volume of shares purchased and for certain categories of purchasers), in the primary offering (the “Primary Offering”), and (b) up to 31,578,947.3684 Shares for a purchase price of $9.50 per Share for issuance through the Company’s distribution reinvestment program (the “DRIP” and together with the Primary Offering, the “Offering”), all upon the other terms and subject to the conditions set forth in the Prospectus (as defined in Section 1(a)). The Company has reserved the right to reallocate the Shares offered in the Offering between the DRIP and the Primary Offering.
FORM OF SELECTED DEALER AGREEMENT WITH CAREY FINANCIAL, LLCSelected Dealer Agreement • December 17th, 2013 • Carey Watermark Investors Inc • Real estate
Carey Financial, LLC (the “Dealer Manager”) entered into a dealer manager agreement, dated as of ____________, 2013 (the “Dealer Manager Agreement”), with Carey Watermark Investors Incorporated, a Maryland corporation (the “Company”), under which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the follow-on public offering (the “Offering”) for its shares of common stock, $.001 par value per share, of which amount: (i) up to 350,000,000 shares for a purchase price of $10.00 per share (subject in certain circumstances to discounts based upon the volume of shares purchased and for certain categories of purchasers) (the “Primary Shares”), and (ii) up to 31,578,947.3684 shares for a purchase price of $9.50 per share (the “DRIP Shares” and, together with the Primary Shares, the “Shares”) commencing on the initial Effective Date (as defined below). Notwithstanding the foregoing, the Company has reserved the right to reallocate the Share
SUBADVISORY AGREEMENT BETWEEN CAREY LODGING ADVISORS, LLC, and CWA, LLC Dated as of September 15, 2010Subadvisory Agreement • December 17th, 2013 • Carey Watermark Investors Inc • Real estate • New York
This SUBADVISORY AGREEMENT dated as of September 15, 2010 (the “Effective Date”), between CAREY LODGING ADVISORS, LLC, a Delaware limited liability company (the “Advisor”), and CWA, LLC, an Illinois limited liability company (the “Subadvisor,” and together with Advisor, the “Parties” and each a “Party”).
