Form of WarrantMVP REIT II, Inc. • October 28th, 2016 • Real estate investment trusts • New York
This warrant (the "Warrant") certifies that [●] (sometimes herein called the "Holder") is entitled to purchase from MVP REIT II, Inc., a Maryland corporation (the "Company"), up to [●]1 shares of common stock, par value $0.0001 per share, of the Company (the "Shares"), following the occurrence of either (i) the listing of the Company's common stock (the "Common Stock") on a national securities exchange or (ii) a merger, sale of all or substantially all of the Company's assets or another transaction, in which the Company's common stockholders will receive common stock that is listed on a national securities exchange, or options or warrants to acquire common stock that is listed on a national securities exchange, in exchange for their existing Company common shares, options and warrants, as applicable (each a "Listing Event"), at a purchase price, per share, equal to 110% of the VWAP during the 20 Trading Days ending on the 90th day after the occurrence of a Listing Event; however, in no
