0001193125-16-706378 Sample Contracts

SECOND AMENDMENT TO DEALER MANAGER AGREEMENT
Dealer Manager Agreement • September 9th, 2016 • Nexpoint Multifamily Capital Trust, Inc. • Real estate investment trusts

This SECOND AMENDMENT TO THE DEALER MANAGER AGREEMENT (this “Amendment”), effective as of September 7, 2016, is entered into by and among NEXPOINT MULTIFAMILY CAPITAL TRUST, INC., a Maryland corporation (the “Company”), NEXPOINT REAL ESTATE ADVISORS II, L.P., a Delaware limited partnership, the Company’s advisor (the “Advisor”), and HIGHLAND CAPITAL FUNDS DISTRIBUTOR, INC., a Delaware corporation, the Company’s exclusive dealer manager for the Offering (the “Dealer Manager”). Capitalized terms used herein without definition shall have the meanings ascribed to such terms in the Dealer Manager Agreement (defined below).

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