0001193125-12-512502 Sample Contracts

ADVISORY AGREEMENT AMONG RREEF PROPERTY TRUST, INC., RREEF PROPERTY OPERATING PARTNERSHIP, LP, AND RREEF AMERICA L.L.C.
Advisory Agreement • December 21st, 2012 • RREEF Property Trust, Inc. • Real estate investment trusts • New York

THIS ADVISORY AGREEMENT (this “Agreement”), dated as of the 21st day of December, 2012 and effective as of the date the Registration Statement (as defined below) is declared effective by the Securities and Exchange Commission (the “Effective Date”), is by and among RREEF Property Trust, Inc., a Maryland corporation (the “Company”), RREEF Property Operating Partnership, LP, a Delaware limited partnership (the “Operating Partnership”), and RREEF America L.L.C., a Delaware limited liability company (collectively, the “Parties”). Capitalized terms used herein shall have the meanings ascribed to them in Section 1 below.

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ESCROW AGREEMENT
Escrow Agreement • December 21st, 2012 • RREEF Property Trust, Inc. • Real estate investment trusts • New York

RREEF PROPERTY TRUST, INC., a Maryland corporation (the “Company”), will issue in a public offering (the “Offering”) shares of its common stock (the “Stock”) pursuant to a registration statement on Form S-11 filed by the Company with the Securities and Exchange Commission. SC Distributors, LLC, a Delaware limited liability company (the “Dealer Manager”), will act as dealer manager for the offering of the Stock. The Company is entering into this agreement to set forth the terms on which UMB BANK, N.A. (the “Escrow Agent”) will, except as otherwise provided herein, hold and disburse the proceeds from subscriptions for the purchase of the Stock in the Offering until such time as: (i) the Company has received subscriptions for at least $10,000,000 in shares of Stock in the Offering, including subscriptions received from the Company’s sponsor, its affiliates and the Company’s directors and officers, but excluding subscriptions received from residents of Pennsylvania (the “Required Capital”)

VALUATION SERVICES AGREEMENT
Valuation Services Agreement • December 21st, 2012 • RREEF Property Trust, Inc. • Real estate investment trusts • New York

This VALUATION SERVICES AGREEMENT (“Agreement”) dated as of December 21, 2012, is by and between Altus Group U.S. Inc. (“Altus”) and RREEF Property Trust, Inc. (the “Company”) and shall become effective as of the date the Company commences operations.

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