0001469822-18-000011 Sample Contracts

ADVISORY AGREEMENT between KBS LEGACY PARTNERS APARTMENT REIT, INC. and KBS CAPITAL ADVISORS LLC January 25, 2018
Advisory Agreement • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts • Delaware

This Advisory Agreement, dated as of January 25, 2018 (the “Agreement”), is between KBS Legacy Partners Apartment REIT, Inc., a Maryland corporation (the “Company”), and KBS Capital Advisors LLC, a Delaware limited liability company (the “Advisor”).

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THIRD AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

THIS THIRD AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (the “Third Amendment”), dated as of November 17, 2017, is made by and between KBS LEGACY PARTNERS DAKOTA HILL LLC, a Delaware limited liability company ("Seller"), and RREF III-P ELITE VENTURE, LLC, a Delaware limited liability company ("Buyer"), with reference to the following:

SIXTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

THIS SIXTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (the “Sixth Amendment”), dated as of December 4, 2017, is made by and between KBS LEGACY PARTNERS PIKESVILLE LLC, a Delaware limited liability company ("Seller"), and RREF III-P ELITE VENTURE, LLC, a Delaware limited liability company ("Buyer"), with reference to the following:

FIFTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

THIS FIFTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (the “Fifth Amendment”), dated as of November 29, 2017, is made by and between KBS LEGACY PARTNERS LOFTS LLC, a Delaware limited liability company ("Seller"), and RREF III-P ELITE VENTURE, LLC, a Delaware limited liability company ("Buyer"), with reference to the following:

SEVENTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

THIS SEVENTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (the “Seventh Amendment”), dated as of December 7, 2017, is made by and between KBS LEGACY PARTNERS CRYSTAL LLC, a Delaware limited liability company ("Seller"), and RREF III-P ELITE VENTURE, LLC, a Delaware limited liability company ("Buyer"), with reference to the following:

FOURTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

THIS FOURTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (the “Fourth Amendment”), dated as of November 27, 2017, is made by and between KBS LEGACY PARTNERS CRYSTAL LLC, a Delaware limited liability company ("Seller"), and RREF III-P ELITE VENTURE, LLC, a Delaware limited liability company ("Buyer"), with reference to the following:

EIGHTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

THIS EIGHTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (the “Eighth Amendment”), dated as of December 14, 2017, is made by and between KBS LEGACY PARTNERS PIKESVILLE LLC, a Delaware limited liability company ("Seller"), and RREF III-P ELITE VENTURE, LLC, a Delaware limited liability company ("Buyer"), with reference to the following:

NINTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

THIS NINTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (the “Ninth Amendment”), dated as of December 15, 2017, is made by and between KBS LEGACY PARTNERS LOFTS LLC, a Delaware limited liability company ("Seller"), and RREF III-P ELITE VENTURE, LLC, a Delaware limited liability company ("Buyer"), with reference to the following:

TENTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

THIS TENTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (the “Tenth Amendment”), dated as of December 19, 2017, is made by and between KBS LEGACY PARTNERS PIKESVILLE LLC, a Delaware limited liability company ("Seller"), and RREF III-P ELITE VENTURE, LLC, a Delaware limited liability company ("Buyer"), with reference to the following:

TENTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

THIS TENTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (the “Tenth Amendment”), dated as of December 19, 2017, is made by and between KBS LEGACY PARTNERS DAKOTA HILL LLC, a Delaware limited liability company ("Seller"), and RREF III-P ELITE VENTURE, LLC, a Delaware limited liability company ("Buyer"), with reference to the following:

FOURTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

THIS FOURTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (the “Fourth Amendment”), dated as of November 27, 2017, is made by and between KBS LEGACY PARTNERS DAKOTA HILL LLC, a Delaware limited liability company ("Seller"), and RREF III-P ELITE VENTURE, LLC, a Delaware limited liability company ("Buyer"), with reference to the following:

NINTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

THIS NINTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (the “Ninth Amendment”), dated as of December 15, 2017, is made by and between KBS LEGACY PARTNERS DAKOTA HILL LLC, a Delaware limited liability company ("Seller"), and RREF III-P ELITE VENTURE, LLC, a Delaware limited liability company ("Buyer"), with reference to the following:

TWELFTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

THIS TWELFTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (the “Twelfth Amendment”), dated as of March 5, 2018, is made by and between KBS LEGACY PARTNERS PIKESVILLE LLC, a Delaware limited liability company ("Seller"), and ELITE STREET CAPITAL WATERSTONE EQUITY DE, LLC, a Delaware limited liability company ("Buyer"), with reference to the following:

ELEVENTH AMENDMENT TO AND ASSIGNMENT OF AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

This ELEVENTH AMENDMENT TO AND ASSIGNMENT OF AGREEMENT FOR PURCHASE AND SALE ("Amendment") is made and entered into as of December 26, 2017, by and among KBS LEGACY PARTNERS LOFTS LLC, a Delaware limited liability company (“Seller”), RREF III-P ELITE VENTURE, LLC, a Delaware limited liability company (“Assignor”), and ELITE STREET CAPITAL LOFTS EQUITY DE, LLC, a Delaware limited liability company (“Buyer”).

EIGHTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

THIS EIGHTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (the “Eighth Amendment”), dated as of December 14, 2017, is made by and between KBS LEGACY PARTNERS DAKOTA HILL LLC, a Delaware limited liability company ("Seller"), and RREF III-P ELITE VENTURE, LLC, a Delaware limited liability company ("Buyer"), with reference to the following:

THIRTEENTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

THIS THIRTEENTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (the “Thirteenth Amendment”), dated as of March 5, 2018, is made by and between KBS LEGACY PARTNERS LOFTS LLC, a Delaware limited liability company ("Seller"), and ELITE STREET CAPITAL LOFTS EQUITY DE, LLC, a Delaware limited liability company ("Buyer"), with reference to the following:

TENTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

THIS TENTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (the “Tenth Amendment”), dated as of December 19, 2017, is made by and between KBS LEGACY PARTNERS LOFTS LLC, a Delaware limited liability company ("Seller"), and RREF III-P ELITE VENTURE, LLC, a Delaware limited liability company ("Buyer"), with reference to the following:

ELEVENTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

THIS ELEVENTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (the “Eleventh Amendment”), dated as of January 11, 2018, is made by and between KBS LEGACY PARTNERS PIKESVILLE LLC, a Delaware limited liability company ("Seller"), and ELITE STREET CAPITAL WATERSTONE EQUITY DE, LLC, a Delaware limited liability company ("Buyer"), with reference to the following:

FIFTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

THIS FIFTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (the “Fifth Amendment”), dated as of November 29, 2017, is made by and between KBS LEGACY PARTNERS DAKOTA HILL LLC, a Delaware limited liability company ("Seller"), and RREF III-P ELITE VENTURE, LLC, a Delaware limited liability company ("Buyer"), with reference to the following:

SEVENTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

THIS SEVENTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (the “Seventh Amendment”), dated as of December 7, 2017, is made by and between KBS LEGACY PARTNERS DAKOTA HILL LLC, a Delaware limited liability company ("Seller"), and RREF III-P ELITE VENTURE, LLC, a Delaware limited liability company ("Buyer"), with reference to the following:

TWELFTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE
Agreement for Purchase and Sale • March 9th, 2018 • KBS Legacy Partners Apartment REIT, Inc. • Real estate investment trusts

THIS TWELFTH AMENDMENT TO AGREEMENT FOR PURCHASE AND SALE (the “Twelfth Amendment”), dated as of January 11, 2018, is made by and between KBS LEGACY PARTNERS LOFTS LLC, a Delaware limited liability company ("Seller"), and ELITE STREET CAPITAL LOFTS EQUITY DE, LLC, a Delaware limited liability company ("Buyer"), with reference to the following:

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