ESCROW AGREEMENT (Subscription Proceeds)Escrow Agreement • July 11th, 2017 • Cottonwood Multifamily Reit Ii, Inc. • Real estate investment trusts • Utah
This ESCROW AGREEMENT (“Agreement”) is dated as of [ , ], by and between Cottonwood Multifamily REIT II, Inc., a Maryland corporation (“Issuer”), UMB BANK, N.A. as escrow agent (“Escrow Agent”) and Orchard Securities, LLC, a Utah limited liability company (the “Managing Broker-Dealer”).
ORCHARD SECURITIES, LLCSoliciting Dealer Agreement • July 11th, 2017 • Cottonwood Multifamily Reit Ii, Inc. • Real estate investment trusts • Utah
THREE-PARTY AGREEMENTThree-Party Agreement • September 29th, 2016 • Cottonwood Multifamily Reit Ii, Inc. • Real estate investment trusts • Utah
This Agreement (the “Agreement”), effective as of [ , __] (the “Effective Date”), is entered into by and among Cottonwood Multifamily REIT II, Inc., a Maryland corporation (the “REIT”), Cottonwood Multifamily REIT II O.P., LP, a Delaware limited partnership (the “Operating Partnership”) and Cottonwood Capital Property Management II, LLC, a Delaware limited liability company (“Cottonwood Management”). The REIT, the Operating Partnership and Cottonwood Management are individually referred to as a “Party” and collectively referred to as the “Parties.”
COTTONWOOD MULTIFAMILY REIT II, INC.Cottonwood Multifamily Reit Ii, Inc. • May 11th, 2017 • Real estate investment trusts • Utah
ASSET MANAGEMENT AGREEMENTAsset Management Agreement • September 29th, 2016 • Cottonwood Multifamily Reit Ii, Inc. • Real estate investment trusts • Utah
This Asset Management Agreement (“Agreement”), dated as of [ ], 20[ ], is entered into by and between Cottonwood Multifamily REIT II, Inc., a Maryland corporation (the “Company”) and Cottonwood Capital Property Management II, LLC, a Delaware limited liability company (the “Asset Manager”).
AGREEMENT AND PLAN OF MERGER BY AND AMONG COTTONWOOD COMMUNITIES, INC., COTTONWOOD COMMUNITIES GP SUBSIDIARY, LLC, COTTONWOOD COMMUNITIES O.P., LP, COTTONWOOD MULTIFAMILY REIT II, INC., AND COTTONWOOD MULTIFAMILY REIT II O.P., LP DATED AS OF JANUARY...Agreement and Plan of Merger • February 1st, 2021 • Cottonwood Multifamily Reit Ii, Inc. • Real estate investment trusts • Maryland
This AGREEMENT AND PLAN OF MERGER, dated as of January 26, 2021 (this “Agreement”), is entered into by and among Cottonwood Communities, Inc., a Maryland corporation (“CCI”), Cottonwood Communities GP Subsidiary, LLC, a Maryland limited liability company and a wholly owned subsidiary of CCI (“Merger Sub”), Cottonwood Communities O.P., LP, a Delaware limited partnership and a subsidiary of Merger Sub (“CCOP” and together with CCI and the Merger Sub, the “CCI Parties”), Cottonwood Multifamily REIT II, Inc., a Maryland corporation (“CMR”), and Cottonwood Multifamily REIT II O.P., LP, a Delaware limited partnership and subsidiary of CMR (“CMR OP” and together with CMR, the “CMR Parties”). Each of the CCI Parties and CMR Parties is sometimes referred to herein as a “Party,” and, collectively, the CCI Parties and the CMR Parties are referred to herein as the “Parties.” Capitalized terms used but not otherwise defined herein have the meanings ascribed to them in Article 1.
PURCHASE OPTION AGREEMENTPurchase Option Agreement • September 29th, 2016 • Cottonwood Multifamily Reit Ii, Inc. • Real estate investment trusts • Utah
This Purchase Option Agreement (“Agreement”) is made as of [ , ] (“Effective Date”) by and between Cottonwood Residential O.P., L.P., a Delaware limited partnership (“CROP”) and Cottonwood Multifamily REIT II O.P., LP, a Delaware limited partnership (“CW Multifamily OP II”). In this Agreement, CROP and Multifamily REIT are individual referred to as a “Party” and collectively referred to as the “Parties.”
ContractCottonwood Multifamily Reit Ii, Inc. • December 23rd, 2016 • Real estate investment trusts
Cottonwood Multifamily REIT II, Inc. SUBSCRIPTION AGREEMENT & INVESTOR INSTRUCTIONS If you need assistance in completing this Subscription Agreement please call (844) 422-2584. Please send all paperwork and subscription payments to: UMB Bank, N.A., as escrow agent for Cottonwood Multifamily REIT II, Inc. 1010 Grand Blvd., 4th Floor Kansas City, MO 64106 Wires may be sent to: FFC: Investor Name ABA#: 101000695 DDA#: 9872190610 1. INVESTMENT INFORMATION Amount of Subscription: $ Investment Type: Initial Investment (Minimum Subscription: $10,000) Additional Investment (No Minimum Subscription Amount) Non-Qualified Tenants in Common(1) Partnership(4) Joint Tenants with Right of Survivorship(1) C Corporation(4) Individual(2) S Corporation(4) Trust(3) Limited Liability Company(4) Community Property(1) Other: Uniform Gift to Minors Act: State of Uniform Transfer to Minors Act: State of Qualified Traditional (Individual) IRA(5) Pension or Profit Sharing Plan(3) Simple IRA(5) KEOG
AGREEMENT OF LIMITED PARTNERSHIP OF COTTONWOOD MULTIFAMILY REIT II O.P., LPCottonwood Multifamily Reit Ii, Inc. • September 29th, 2016 • Real estate investment trusts • Delaware
This Agreement of Limited Partnership (“Agreement”) is effective as of June 10, 2016 by and between CW Multifamily REIT II GP, LLC, a Delaware limited liability company as the general partner (the “General Partner”), and Cottonwood Multifamily REIT II, Inc., a Maryland corporation, as the limited partner (the “Limited Partner”), for the purpose of forming a limited partnership (the “Partnership”) in accordance with the provisions of the Delaware Revised Uniform Limited Partnership Act (6 Del. § 17-101 et seq.)(the “Act”).
ContractCottonwood Multifamily Reit Ii, Inc. • July 5th, 2018 • Real estate investment trusts
Cottonwood Multifamily REIT II, Inc. SUBSCRIPTION AGREEMENT & INVESTOR INSTRUCTIONS If you need assistance in completing this Subscription Agreement please call (844) 422-2584. Please send all paperwork and subscription payments to: Send Investment Funds Directly To: Send Subscription Agreement to: UMB Bank, N.A., as escrow agent for DST Systems, Inc. Cottonwood Multifamily REIT II, Inc. ATTN: Cottonwood Multifamily REIT II, Inc. 1010 Grand Blvd., 4th Floor 430 W.7th Street Kansas City, MO 64106 Suite #219065 Kansas City, MO 64105 Wires may be sent to: FFC: Investor Name ABA# 101000695 DDA#: 9872291883 1. INVESTMENT INFORMATION Amount of Subscription: $ Investment Type: Initial Investment (Minimum Subscription: $10,000) Additional Investment (No Minimum Subscription Amount) 2. INVESTMENT TYPE (check one box) Non-Qualified Tenants in Common(1) Partnership(4) Joint Tenants with Right of Survivorship(1) C Corporation(4) Individual(2) S Corporation(4) Trust(3) Limited Liability Company(4)
LIMITED LIABILITY COMPANY AGREEMENT OF CW MULTIFAMILY REIT II GP, LLCLimited Liability Company Agreement • July 1st, 2016 • Cottonwood Multifamily Reit Ii, Inc. • Real estate investment trusts • Delaware
This Limited Liability Company Agreement, effective the 10th day of June, 2016, is entered into by Cottonwood Multifamily REIT II, Inc., a Maryland corporation (the “Member”), as the Member, pursuant to the Act on the following terms and conditions.
PROPERTY MANAGEMENT THREE-PARTY AGREEMENT (Multifamily REIT II)Three-Party Agreement • April 30th, 2019 • Cottonwood Multifamily Reit Ii, Inc. • Real estate investment trusts • Utah
This Agreement (the “Agreement”), effective as of March 1, 2019 (the “Effective Date”), is entered into by and among Cottonwood Multifamily REIT II, Inc., a Maryland corporation (the “REIT”), Cottonwood Residential O.P., LP, a Delaware limited partnership (“CROP”), Cottonwood Multifamily REIT II O.P., LP, a Delaware limited partnership (the “Operating Partnership”) and Cottonwood Capital Property Management II, LLC, a Delaware limited liability company (“Cottonwood Management”). The REIT, the Operating Partnership and Cottonwood Management are individually referred to as a “Party” and collectively referred to as the “Parties.”
FORM OF JOINT VENTURE AGREEMENTLimited Liability Company Agreement • September 29th, 2016 • Cottonwood Multifamily Reit Ii, Inc. • Real estate investment trusts • Delaware
This Limited Liability Company Agreement (the “Agreement”) of [ ], LLC, effective as of [ ], 20[ ] is entered into by and between Cottonwood Multifamily REIT II O.P., LP, a Delaware limited partnership (“Multifamily REIT”) as a Member, and [ ], LLC, a Delaware limited liability company [special purpose entity of Cottonwood Residential O.P., LP, a Delaware limited partnership] (“Cottonwood Residential”) as a Member, pursuant to the Act on the following terms and conditions.
CONTRIBUTION AGREEMENTContribution Agreement • July 5th, 2018 • Cottonwood Multifamily Reit Ii, Inc. • Real estate investment trusts • District of Columbia
This Contribution Agreement (this “Agreement”) is entered into as of June 29, 2018, among each of the entities named on the signature pages hereto as a “Borrower” (each, a “Borrower” and, collectively, the “Borrowers”).
ASSIGNMENT OF ADVISORY SERVICES CONTRACTS (Multifamily REIT II)Assignment of Advisory Services Contracts • April 30th, 2019 • Cottonwood Multifamily Reit Ii, Inc. • Real estate investment trusts
This ASSIGNMENT OF ADVISORY SERVICES CONTRACTS (the “Assignment”), effective as of March 1, 2019 (the “Effective Date”) is made and entered into among Cottonwood Multifamily REIT II, Inc., a Maryland corporation (“REIT II”), Cottonwood Capital Property Management II, LLC, a Delaware limited liability company (“CCPM II”), Cottonwood Capital Holdings, LLC, a Delaware limited liability company (“CC Holdings”), Cottonwood Capital Management, Inc., a Delaware corporation (“CCMI”), Cottonwood Communities Advisors, LLC, a Delaware limited liability company (the “Advisor”) and CC Advisors II, LLC, a Delaware limited liability company (“CC Advisors II”).
ASSIGNMENT OF PURCHASE AND SALE AGREEMENTAssignment of Purchase and Sale Agreement • July 5th, 2018 • Cottonwood Multifamily Reit Ii, Inc. • Real estate investment trusts
This Assignment of Purchase and Sale Agreement (“Assignment”) is hereby made and entered into effective as of the latest date herein below by and among COTTONWOOD RESIDENTIAL O.P., LP, a Delaware limited partnership (“Assignor”), CW WESTBOROUGH APARTMENTS, LLC a Delaware limited liability company, CW WESTBOROUGH 1031, LLC (collectively “Assignee” or “Assignees”), and TOLL MA LAND II LIMITED PARTNERSHIP, a Massachusetts limited partnership (“Seller”). Assignor, Assignee and Seller will be collectively referred to hereinafter as “the parties”.
ASSIGNMENT OF PROMOTIONAL INTEREST (Multifamily REIT II)Assignment of Promotional Interest • April 30th, 2019 • Cottonwood Multifamily Reit Ii, Inc. • Real estate investment trusts
This ASSIGNMENT OF PROMOTIONAL INTEREST (the “Assignment”), effective as of March 1, 2019 (the “Effective Date”) is made and entered into by and between Cottonwood Residential O.P., LP, a Delaware limited partnership (“CROP”), CW Heights at Meridian H, LLC, a Delaware limited liability company (“Heights at Meridian SPE”), CW Westborough H, LLC, a Delaware limited liability company (“Westborough SPE”) and Cottonwood Communities Advisors Promote, LLC, a Delaware limited liability company (“CCA Promote”). Terms not defined herein shall of the meanings given to them on Exhibit A hereto.
Cottonwood Multifamily REIT II, Inc. Subscription Agreement and Investor InstructionsCottonwood Multifamily Reit Ii, Inc. • May 11th, 2017 • Real estate investment trusts
The investor’s registered representative (the “Registered Representative”) of a participating broker-dealer (“Broker-Dealer”) or an authorized representative of the investor’s Registered Investment Advisor (“Registered Investment Advisor”) must sign below to complete the order.
Execution Version AMENDMENT NO. 1 TO CONTRIBUTION AGREEMENT This Amendment No. 1 to Contribution Agreement (this “Amendment”), dated as of January 8, 2019, is entered into by and among (i) CW Westborough 1031, LLC and CW Westborough Apartments, LLC,...Contribution Agreement • January 14th, 2019 • Cottonwood Multifamily Reit Ii, Inc. • Real estate investment trusts
INVESTMENT POLICY AGREEMENTInvestment Policy Agreement • July 1st, 2016 • Cottonwood Multifamily Reit Ii, Inc. • Real estate investment trusts • Utah
This Investment Policy Agreement (the “Agreement”), effective as of , 20 , is entered into by and between Cottonwood Residential O.P., LP, a Delaware limited partnership (“CROP”) and Cottonwood Multifamily REIT II O.P., LP, a Delaware limited partnership (“CW Multifamily OP II”). CROP and CW Multifamily OP II are individually referred to as a “Party” and collectively referred to as the “Parties.”
Execution Version JOINDER TO MULTIFAMILY NOTE This JO IND ER TO MUL TIF AMIL Y NOTE (this "Joinder") is made as of January 8, 2019, by (i) CW Westborough 1031, LLC and CW Westborough Apartments, LLC, each a Delaware limited liability company...Cottonwood Multifamily Reit Ii, Inc. • January 14th, 2019 • Real estate investment trusts
MEMBERSHIP INTEREST PURCHASE AGREEMENT Heights at Meridian Apartments 2543 Meridian Parkway, Durham, North Carolina This Membership Interest Purchase Agreement (“Contract”) is made and entered into this 8th day of November, 2018 (the “Effective...Membership Interest Purchase Agreement • December 14th, 2018 • Cottonwood Multifamily Reit Ii, Inc. • Real estate investment trusts • Utah
PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • July 5th, 2018 • Cottonwood Multifamily Reit Ii, Inc. • Real estate investment trusts • Massachusetts
This Purchase and Sale Agreement (this “Agreement”) is entered into as of the 10th day of April, 2018 (the “Effective Date”) by and between TOLL MA LAND II LIMITED PARTNERSHIP, a Massachusetts limited partnership (“Seller”), having an address c/o Toll Brothers, Inc., 250 Gibraltar Road, Horsham, PA 19044, COTTONWOOD RESIDENTIAL O.P., LP, a Delaware limited partnership (“Buyer”), having an address of 6340 S. 3000 E., Ste. 500, Salt Lake City, UT 84121, and FIDELITY NATIONAL TITLE GROUP (“Escrow Agent”), having an address of 8055 E. Tufts Avenue, Suite 300, Denver, CO 80237, Attention: Peppy Newton.
FIRST AMENDMENT TO THE THREE-PARTY AGREEMENT (Multifamily REIT II)Three-Party Agreement • April 30th, 2019 • Cottonwood Multifamily Reit Ii, Inc. • Real estate investment trusts
This First Amendment (this “Amendment”) to the Three-Party Agreement among Cottonwood Capital Property Management II, LLC, a Delaware limited liability company (“CCPM II”), Cottonwood Multifamily REIT II, Inc., a Maryland corporation (“Multifamily REIT II”) and Cottonwood Multifamily REIT II O.P., LP, a Delaware limited partnership (“REIT II OP”) dated July 17, 2017 (the “REIT II Three-Party Agreement”) is adopted by CCPM II, Multifamily REIT II and REIT II OP (collectively, the “Parties”). This Amendment is effective as of March 1, 2019 (the “Effective Date”).
LIMITED LIABILITY COMPANY AGREEMENT OF CW HEIGHTS AT MERIDIAN JV, LLC THE SECURITIES OFFERED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 NOR APPROVED OR DISAPPROVED BY THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION NOR BY...Limited Liability Company Agreement • January 14th, 2019 • Cottonwood Multifamily Reit Ii, Inc. • Real estate investment trusts • Delaware
ContractCottonwood Multifamily Reit Ii, Inc. • July 11th, 2017 • Real estate investment trusts
Cottonwood Multifamily REIT II, Inc. SUBSCRIPTION AGREEMENT & INVESTOR INSTRUCTIONS If you need assistance in completing this Subscription Agreement please call (844) 422-2584. Please send all paperwork and subscription payments to: Send Investment Funds Directly To: Send Subscription Agreement to: UMB Bank, N.A., as escrow agent for DST Systems, Inc. Cottonwood Multifamily REIT II, Inc.ATTN: Cottonwood Multifamily REIT II, Inc. 1010 Grand Blvd., 4th Floor430 W. 7th Street Kansas City, MO 64106Suite #219065 Wires may be sent to:Kansas City, MO 64105 FFC: Investor Name ABA# 101000695 DDA#: 9872190610 1. INVESTMENT INFORMATION Amount of Subscription: $ Investment Type: Initial Investment (Minimum Subscription: $10,000) Additional Investment (No Minimum Subscription Amount) 2. INVESTMENT TYPE (check one box) Non-QualifiedTenants in Common(1)Partnership(4) Joint Tenants with Right of Survivorship(1)C Corporation(4) Individual(2)S Corporation(4) Trust(3)Limited Liability Company(4) Communit
FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENTPurchase and Sale Agreement • July 5th, 2018 • Cottonwood Multifamily Reit Ii, Inc. • Real estate investment trusts
This First Amendment to Purchase and Sale Agreement (this “Amendment”) is made as of this 11th day of May, 2018 by and among TOLL MA LAND II LIMITED PARTNERSHIP, a Massachusetts limited partnership (“Seller”), having an address c/o Toll Brothers, Inc., 250 Gibraltar Road, Horsham, PA 19044, and CW WESTBOROUGH APARTMENTS, LLC, a Delaware limited liability company, and CW WESTBOROUGH 1031, LLC, a Delaware limited liability company, each with an address of 6340 S. 3000 E., Ste. 500, Salt Lake City, UT 84121 (together, “Buyer”).
Cottonwood Multifamily REIT II, Inc.Cottonwood Multifamily Reit Ii, Inc. • December 23rd, 2016 • Real estate investment trusts • Utah
