Selected Dealer Agreement Sample Contracts

Blackstone Real Estate Income Trust, Inc. – Selected Dealer Agreement (May 1st, 2018)

Blackstone Advisory Partners L.P., as the dealer manager (Dealer Manager) for Blackstone Real Estate Income Trust, Inc. (the Company), a Maryland corporation which will be taxed as a real estate investment trust, invites you (the Dealer) to participate in the distribution of shares of common stock, $0.01 par value per share, of the Company (Common Stock) subject to the following terms:

Dividend Capital Diversified Property Fund Inc. – Selected Dealer Agreement (October 13th, 2017)

Black Creek Capital Markets, LLC (f/k/a Dividend Capital Securities LLC) (the "Dealer Manager") serves as the dealer manager for the offering of shares of common stock, $0.01 par value per share ("Common Stock") of Black Creek Diversified Property Fund Inc., a Maryland corporation (the "Company"), pursuant to that Third Amended and Restated Dealer Manager Agreement, dated as of September 1, 2017 (the "Dealer Manager Agreement") between the Company and the Dealer Manager, pursuant to which the Dealer Manager may retain broker-dealers to act as its agents in connection with such offering. This Agreement (the "Agreement") is made as of October 13, 2017 among the Dealer Manager, the Company, Black Creek Diversified Property Advisors LLC (the "Advisor"), and Morgan Stanley Smith Barney LLC ("Dealer"). The parties hereby agree that Dealer will participate in the distribution of the Shares (as defined below) of the Company, subject to the terms of this Agreement. In consideration of the mut

Logistics Property Trust Inc. – Selected Dealer Agreement (September 21st, 2017)
Resource Apartment REIT III, Inc. – Amendment to Selected Dealer Agreement (July 13th, 2017)

This Amendment to the Selected Dealer Agreement, dated as of the 11th day of July, 2017 (this Amendment), is made by and among each of Resource Apartment REIT III, Inc., a Maryland corporation (the Company), Resource Securities, Inc., a Delaware corporation (the Dealer Manager), Resource REIT Advisor, LLC, a Delaware limited liability company (the Advisor), and Resource Real Estate, Inc., a Delaware corporation (the Sponsor) (collectively, the Issuer Entities) and Ameriprise Financial Services, Inc. (Ameriprise).

Griffin Capital Essential Asset REIT II, Inc. – Amendment No. 4 to Selected Dealer Agreement (December 22nd, 2016)

This Amendment No. 4 (this "Amendment"), dated as of the 19th day of December, 2016 and effective as of January 1, 2017 (the "Effective Date"), is made by and among each of Griffin Capital Essential Asset REIT II, Inc., a Maryland corporation (the "Company"), Griffin Capital Securities, LLC, a Delaware limited liability company (the "Dealer Manager"), Griffin Capital Essential Asset Advisor II, LLC, a Delaware limited liability company (the "Advisor"), Griffin Capital Corporation, a California corporation (the "Sponsor," and collectively with the Company, the Dealer Manager and the Advisor, the "Issuer Entities"), and Ameriprise Financial Services, Inc. ("Ameriprise"). Capitalized terms used but not defined herein shall have the meanings ascribed to them under the Selected Dealer Agreement (as defined below).

Hines Global Reit II, Inc. – Amendment No. 4 to Selected Dealer Agreement (December 14th, 2016)

This Amendment No. 4 (this "Amendment"), dated as of the 8th day of December, 2016 and effective as of January 1, 2017 (the "Effective Date"), is made by and among each of Hines Global REIT II, Inc., a Maryland corporation (the "Company"), Hines Securities, Inc., a Delaware corporation (the "Dealer Manager"), Hines Global REIT II Advisors LP, a Texas limited partnership (the "Advisor"), (collectively, the "Issuer Entities") and Ameriprise Financial Services, Inc. ("Ameriprise").

Industrial Property Trust Inc. – Amendment No. 4 to Selected Dealer Agreement (November 3rd, 2016)

This Amendment No. 4 (this Amendment), dated as of the 28th day of October, 2016 and effective as of January 1, 2017 (the Effective Date), is made by and among each of Industrial Property Trust Inc., a Maryland corporation (the Company), Dividend Capital Securities LLC, a Colorado limited liability company (the Dealer Manager), Industrial Property Advisors LLC, a Delaware limited liability company (the Advisor), Industrial Property Advisors Group LLC, a Delaware limited liability company (the Sponsor), (collectively, the Issuer Entities) and Ameriprise Financial Services, Inc. (Ameriprise).

Dividend Capital Diversified Property Fund Inc. – Dividend Capital Diversified Property Fund Inc. Selected Dealer Agreement (September 19th, 2016)
Griffin Capital Essential Asset REIT II, Inc. – Amendment No. 3 to Selected Dealer Agreement (June 22nd, 2016)

This Amendment No. 3, dated as of the 31st day of May, 2016 (this "Amendment"), is made by and among each of Griffin Capital Essential Asset REIT II, Inc., a Maryland corporation (the "Company"), Griffin Capital Securities, LLC, a Delaware limited liability company (the "Dealer Manager"), Griffin Capital Essential Asset Advisor II, LLC, a Delaware limited liability company (the "Advisor"), Griffin Capital Corporation, a California corporation (the "Sponsor") (collectively, the "Issuer Entities") and Ameriprise Financial Services, Inc. ("Ameriprise").

Griffin Capital Essential Asset REIT II, Inc. – Amendment No. 2 to Selected Dealer Agreement (May 13th, 2016)

This Amendment No. 2, dated as of the 11th day of April, 2016 (this "Amendment''), is made by and among each of Griffin Capital Essential Asset REIT II, Inc., a Maryland corporation (the "Company"), Griffin Capital Securities, LLC, a Delaware limited liability company (the "Dealer Manager''), Griffin Capital Essential Asset Advisor II, LLC, a Delaware limited liability company (the "Advisor''), Griffin Capital Corporation, a California corporation (the "Sponsor'') (collectively, the "Issuer Entities") and Ameriprise Financial Services, Inc. ("Ameriprise").

Dividend Capital Diversified Property Fund Inc. – Dividend Capital Diversified Property Fund Inc. Selected Dealer Agreement (May 11th, 2016)
Griffin Capital Essential Asset REIT II, Inc. – Amended and Restated Amendment to Selected Dealer Agreement (December 23rd, 2015)

This Amended and Restated Amendment to the Selected Dealer Agreement, dated as of the 22nd day of December, 2015 (this "Amendment"), is made by and among each of Griffin Capital Essential Asset REIT II, Inc., a Maryland corporation (the "Company"), Griffin Capital Securities, Inc., a California Corporation (the "Dealer Manager"), Griffin Capital Essential Asset Advisor II, LLC, a Delaware limited liability company (the "Advisor"), Griffin Capital Corporation, a Delaware limited partnership (the "Sponsor") (collectively, the "Issuer Entities") and Ameriprise Financial Services, Inc. ("Ameriprise").

Aina Le'a Inc. – AINA LEA, INC. 2,000,000 Shares of Common Stock $0.001 Par Value Per Share SELECTED DEALER AGREEMENT (November 20th, 2015)
NorthStar Real Estate Income II, Inc. – Amendment to Selected Dealer Agreement (November 12th, 2015)

This Amendment to the Selected Dealer Agreement, dated as of the 23rd day of October, 2015 (this "Amendment"), is made by and among each of NorthStar Real Estate Income II, Inc., a Maryland corporation (the "Company"), NorthStar Securities, LLC, a Delaware limited liability company (the "Dealer Manager"), NSAM J-NSII Ltd, a Jersey limited company (the "Advisor "), NorthStar Asset Management Group Inc., a Delaware corporation (the "Sponsor"), (collectively, the "Issuer Entities") and Ameriprise Financial Services, Inc. ("Ameriprise").

Aina Le'a Inc. – AINA LEA, INC. 2,000,000 Shares of Common Stock $0.001 Par Value Per Share SELECTED DEALER AGREEMENT (October 27th, 2015)
Hines Global Reit II, Inc. – Amendment No. 2 to Selected Dealer Agreement (September 10th, 2015)

This Amendment No. 2 to the Selected Dealer Agreement, dated as of the 3rd day of September, 2015 (this "Amendment"), is made by and among each of Hines Global REIT II, Inc., a Maryland corporation (the "Company"), Hines Securities, Inc., a Delaware Corporation (the "Dealer Manager"), Hines Global REIT II Advisors LP, a Texas limited partnership (the "Advisor"), (collectively, the "Issuer Entities") and Ameriprise Financial Services, Inc. ("Ameriprise").

Industrial Property Trust Inc. – Amendment No. 2 to Selected Dealer Agreement (September 2nd, 2015)

This Amendment No. 2 to the Selected Dealer Agreement, dated as of the 28th day of August, 2015 (this Amendment), is made by and among each of Industrial Property Trust Inc., a Maryland corporation (the Company), Dividend Capital Securities LLC, a Colorado limited liability company (the Dealer Manager), Industrial Property Advisors LLC, a Delaware limited liability company (the Advisor), Industrial Property Advisors Group LLC, a Delaware limited liability company (the Sponsor), (collectively, the Issuer Entities) and Ameriprise Financial Services, Inc. (Ameriprise).

Lm Funding America, Inc. – LM FUNDING AMERICA, INC. Public Offering of Units Minimum 1,200,000 Units Maximum 2,000,000 Units SELECTED DEALER AGREEMENT (August 7th, 2015)
Lm Funding America, Inc. – LM FUNDING AMERICA, INC. Public Offering of Units Minimum Units Maximum Units SELECTED DEALER AGREEMENT (June 25th, 2015)
Griffin Capital Essential Asset REIT II, Inc. – Selected Dealer Agreement (May 11th, 2015)
Dividend Capital Diversified Property Fund Inc. – Selected Dealer Agreement (March 26th, 2015)
Hines Global Reit II, Inc. – Amendment to Selected Dealer Agreement (March 5th, 2015)

This Amendment (the "Amendment") to the Selected Dealer Agreement, dated December 31, 2014 (the "Agreement"), is entered into by and between Ameriprise Financial Services, Inc. ("Ameriprise"), Hines Global REIT II, Inc., a Maryland corporation (the "Company"), Hines Securities, Inc., a Delaware corporation (the "Dealer Manager"), and Hines Global REIT II Advisors LP, a Texas limited partnership (the "Advisor"). The Company, the Dealer Manager and the Advisor are, collectively, the "Issuer Entities." Capitalized terms used in this Amendment but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.

Hines Global Reit II, Inc. – Up to $2,500,000,000 of Common Stock: Class a Shares Selected Dealer Agreement (March 5th, 2015)
NorthStar Real Estate Income II, Inc. – Up to $1,650,000,000 of Common Stock: Selected Dealer Agreement (February 26th, 2015)
Carey Watermark Investors 2 Inc – Form of Selected Dealer Agreement With Carey Financial, Llc (January 16th, 2015)

Carey Financial, LLC (the Dealer Manager) entered into a dealer manager agreement, dated as of , 2015 (the Dealer Manager Agreement), with Carey Watermark Investors 2 Incorporated, a Maryland corporation (the Company), under which the Dealer Manager agreed to use its best efforts to solicit subscriptions in connection with the public offering (the Offering) for its shares of common stock, $.001 par value per share, as described in the Dealer Manager Agreement commencing on the initial Effective Date (as defined below). Unless otherwise defined herein, capitalized terms used herein shall have the respective meanings therefor as in the Dealer Manager Agreement.

Dividend Capital Diversified Property Fund Inc. – Amendment No. 1 to Selected Dealer Agreement (July 23rd, 2014)

This Amendment No. 1 to Selected Dealer Agreement, dated July 21, 2014 (this Amendment), is made by and among Dividend Capital Diversified Property Fund Inc., a Maryland corporation (the Company), Dividend Capital Securities LLC, a Colorado limited liability company (the Dealer Manager), Dividend Capital Total Advisors LLC, a Delaware limited liability company (the Advisor), and Raymond James & Associates, Inc., a Florida corporation (Raymond James). The Company, the Dealer Manager, the Advisor and Raymond James are collectively referred to herein as the Parties, and each a Party. Capitalized terms used but not defined herein will have the meanings ascribed to such terms in the Selected Dealer Agreement (defined below).

Dividend Capital Diversified Property Fund Inc. – Selected Dealer Agreement (June 2nd, 2014)
Industrial Property Trust Inc. – Amendment to Selected Dealer Agreement (April 16th, 2014)

This Amendment (the Amendment) to the Industrial Property Trust, Inc. Selected Dealer Agreement dated January 21, 2014 (the Agreement) is entered into by and between Ameriprise Financial Services, Inc. (Ameriprise), and Industrial Property Trust Inc., a Maryland corporation (the Company), Dividend Capital Securities LLC, a Colorado limited liability company (the Dealer Manager), Industrial Property Advisors LLC, a Delaware limited liability company (the Adviser), and Industrial Property Advisors Group LLC, a Delaware limited liability company (the Sponsor). The Company, the Dealer Manager, the Adviser, and the Sponsor are, collectively, the Issuer Entities.

Industrial Property Trust Inc. – Selected Dealer Agreement (January 23rd, 2014)
KBS Legacy Partners Apartment REIT, Inc. – Selected Dealer Agreement (August 20th, 2013)
Corporate Property Associates 18 Global Inc – Form of Selected Dealer Agreement With Carey Financial, Llc (April 16th, 2013)

Carey Financial, LLC (the Dealer Manager) entered into a dealer manager agreement, dated as of , 2013 (the Dealer Manager Agreement), with Corporate Property Associates 18 - Global Incorporated, a Maryland corporation (the Company), under which the Dealer Manager agreed to use its best efforts to solicit subscriptions in connection with the public offering (the Offering) for its shares of common stock, $.001 par value per share, as described in the Dealer Manager Agreement commencing on the initial Effective Date (as defined below). Unless otherwise defined herein, capitalized terms used herein shall have the respective meanings therefor as in the Dealer Manager Agreement.

Corporate Property Associates 18 Global Inc – Form of Selected Dealer Agreement With Carey Financial, Llc (March 15th, 2013)

Carey Financial, LLC (the Dealer Manager) entered into a dealer manager agreement, dated as of , 2013 (the Dealer Manager Agreement), with Corporate Property Associates 18 - Global Incorporated, a Maryland corporation (the Company), under which the Dealer Manager agreed to use its best efforts to solicit subscriptions in connection with the public offering (the Offering) for its shares of common stock, $.001 par value per share, as described in the Dealer Manager Agreement commencing on the initial Effective Date (as defined below). Unless otherwise defined herein, capitalized terms used herein shall have the respective meanings therefor as in the Dealer Manager Agreement.

Corporate Property Associates 18 Global Inc – Form of Selected Dealer Agreement With Carey Financial, Llc (January 16th, 2013)

Carey Financial, LLC (the Dealer Manager) entered into a dealer manager agreement, dated as of , 2013 (the Dealer Manager Agreement), with Corporate Property Associates 18 - Global Incorporated, a Maryland corporation (the Company), under which the Dealer Manager agreed to use its best efforts to solicit subscriptions in connection with the public offering (the Offering) for its shares of common stock, $.001 par value per share, as described in the Dealer Manager Agreement commencing on the initial Effective Date (as defined below). Unless otherwise defined herein, capitalized terms used herein shall have the respective meanings therefor as in the Dealer Manager Agreement.

Carey Watermark Investors Inc – Selected Dealer Agreement (November 14th, 2011)

Each of Carey Watermark Investors Incorporated, a Maryland corporation (the Company), Carey Financial, LLC, a Delaware limited liability company (the Dealer Manager) Carey Lodging Advisors, LLC, a Delaware limited liability company (the Advisor), and W. P. Carey & Co. LLC, a Delaware limited liability company (the Sponsor) (collectively, the Issuer Entities) and CWA, LLC, an Illinois limited liability company (the Sub-Advisor), hereby confirms its agreement with Ameriprise Financial Services, Inc., a Delaware corporation (Ameriprise), as follows:

Carey Watermark Investors Inc – Selected Dealer Agreement (September 20th, 2011)

Each of Carey Watermark Investors Incorporated, a Maryland corporation (the Company), Carey Financial, LLC, a Delaware limited liability company (the Dealer Manager) Carey Lodging Advisors, LLC, a Delaware limited liability company (the Advisor), and W. P. Carey & Co. LLC, a Delaware limited liability company (the Sponsor) (collectively, the Issuer Entities) and CWA, LLC, an Illinois limited liability company (the Sub-Advisor), hereby confirms its agreement with Ameriprise Financial Services, Inc., a Delaware corporation (Ameriprise), as follows: