0001976927-23-000015 Sample Contracts

AMENDMENT NO. 2 TO AMENDED AND RESTATED ADVISORY AGREEMENT
Advisory Agreement • December 11th, 2023 • Invesco Commercial Real Estate Finance Trust, Inc. • Real estate investment trusts

THIS AMENDMENT NO. 2 (this “Amendment”) to the Amended and Restated Advisory Agreement, dated as of May 18, 2023, by and among Invesco Commercial Real Estate Finance Trust, Inc., a Maryland corporation (the “Company”), Invesco Commercial Real Estate Finance Investments, LP, a Delaware limited partnership (the “Operating Partnership”), and Invesco Advisers, Inc., a Delaware corporation (the “Adviser”), as amended by Amendment No. 1 thereto, dated as of August 24, 2023, by and among the Company, the Operating Partnership and the Adviser (as amended, the “Advisory Agreement”) is entered into as of December 5, 2023, by and among the Company, the Operating Partnership and the Adviser. Capitalized terms used but not specifically defined herein shall have the meanings ascribed to them in the Advisory Agreement.

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INVESCO COMMERCIAL REAL ESTATE FINANCE TRUST, INC. INSTRUCTIONS TO SUBSCRIPTION AGREEMENT
Subscription Agreement • December 11th, 2023 • Invesco Commercial Real Estate Finance Trust, Inc. • Real estate investment trusts

This subscription agreement (including all appendices hereto, this “Subscription Agreement”) relates to the offering of shares of Class F common stock of Invesco Commercial Real Estate Finance Trust, Inc., a Maryland corporation (the “Company”). Prior to completing this Subscription Agreement, you should read the Confidential Private Placement Memorandum of the Company, dated August 30, 2023, as supplemented by an initial Supplement thereto, dated September 15, 2023, Supplement No. 2 thereto, dated October 16, 2023 and Supplement No. 3 thereto, dated November 15, 2023, and a Special Supplement with respect to Shares of Class F Common Stock, dated November 29, 2023 (as further amended or supplemented from time to time, including all schedules, exhibits and attachments thereto, the “Memorandum”).

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