0001193125-16-804020 Sample Contracts

FORM OF INLAND RESIDENTIAL PROPERTIES TRUST, INC. THIRD AMENDED AND RESTATED DEALER MANAGER AGREEMENT
Soliciting Dealer Agreement • December 27th, 2016 • Inland Residential Properties Trust, Inc. • Real estate investment trusts • Illinois
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FORM OF FIRST AMENDMENT TO FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF INLAND RESIDENTIAL OPERATING PARTNERSHIP, L.P.
Inland Residential Properties Trust, Inc. • December 27th, 2016 • Real estate investment trusts

THIS FIRST AMENDMENT TO FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP (this “Amendment”) OF INLAND RESIDENTIAL OPERATING PARTNERSHIP, L.P. (the “Partnership”), dated as of [●], 2016, is entered into by and between INLAND RESIDENTIAL PROPERTIES TRUST, INC., a Maryland corporation, in its capacity as the general partner (the “General Partner”) of the Partnership, and INLAND RESIDENTIAL PROPERTIES TRUST SPECIAL LIMITED PARTNER, LLC, a Delaware limited liability company, the special limited partner of the Partnership. Capitalized terms used but not otherwise defined in this Amendment shall have the meanings given to such terms in the First Amended and Restated Agreement of Limited Partnership of the Partnership, dated as of October 27, 2016 (the “Partnership Agreement”).

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