RESOURCE REAL ESTATE INNOVATION OFFICE REIT, INC. RESOURCE SECURITIES, INC. FORM OF DEALER MANAGER AGREEMENTDealer Manager Agreement • February 3rd, 2015 • Resource Real Estate Innovation Office REIT, Inc. • Real estate investment trusts • Pennsylvania
The undersigned, Resource Real Estate Innovation Office REIT, Inc. (the “Company”), a Maryland corporation, is conducting a public offering (the “Offering”) of up to $1,100,000,000 of shares of its common stock, $.01 par value per share (the “Shares”), of which $100,000,000 of shares are intended to be offered pursuant to the Company’s distribution reinvestment plan (“DRP”). The Company desires for Resource Securities, Inc. (the “Dealer Manager”), to act as its Dealer Manager in connection with the offer and sale of the Shares to the public in the Offering. In connection with the sales of Shares, the Company hereby confirms its agreement with you, as Dealer Manager, as follows:
FORM OF ESCROW AGREEMENTForm of Escrow Agreement • February 3rd, 2015 • Resource Real Estate Innovation Office REIT, Inc. • Real estate investment trusts • Missouri
THIS ESCROW AGREEMENT dated as of [ ], 2015 (this “Agreement”), is entered into among Resource Securities, Inc. (the “Dealer Manager”), Resource Real Estate Innovation Office REIT, Inc. (the “Company”) and UMB Bank, N.A., as escrow agent (the “Escrow Agent”).
LIMITED PARTNERSHIP AGREEMENT OF RRE INNOVATION OFFICE OP, LP A DELAWARE LIMITED PARTNERSHIPLimited Partnership Agreement • February 3rd, 2015 • Resource Real Estate Innovation Office REIT, Inc. • Real estate investment trusts • Delaware
RRE Innovative Office OP, LP (the “Partnership”) hereby irrevocably elects to cause the number of LTIP Units held by the LTIP Holder set forth below to be converted into Limited Partnership Units in accordance with the terms of the Agreement of Limited Partnership of the Partnership, as amended.
FORM OF ADVISORY AGREEMENT between RESOURCE REAL ESTATE INNOVATION OFFICE REIT, INC. and RRE INNOVATION OFFICE ADVISOR, LLCAdvisory Agreement • February 3rd, 2015 • Resource Real Estate Innovation Office REIT, Inc. • Real estate investment trusts • Pennsylvania
This Advisory Agreement, dated as of [ ], 2015 and effective as of the Effective Date (the “Agreement”), is between Resource Real Estate Innovation Office REIT, Inc., a Maryland corporation (the “Company”), and RRE Innovation Office Advisor, LLC, a Delaware limited liability company (the “Advisor”).
