Filed Pursuant to Rule 424(b)(3)
Registration No. 333-180356
RREEF PROPERTY TRUST, INC.
SUPPLEMENT NO. 19 DATED DECEMBER 19, 2014
TO THE PROSPECTUS DATED APRIL 4, 2014
This document supplements, and should be read in conjunction with, our prospectus dated April 4, 2014, as supplemented by Supplement No. 13 dated October 3, 2014, Supplement No. 15 dated November 4, 2014, Supplement No. 16 dated November 5, 2014, Supplement No. 17 dated November 19, 2014 and Supplement No. 18 dated December 1, 2014. Terms not otherwise defined herein have the same meanings as set forth in our prospectus. The purpose of this supplement is to disclose:
| • | | a revised form of subscription agreement; |
| • | | a revised form of additional subscription agreement; and |
| • | | a revised form of multi-product subscription agreement. |
Form of Subscription Agreement
Our revised form of subscription agreement is attached to this supplement as Exhibit A. The revised form of subscription agreement supersedes and replaces the form included as Exhibit B to Supplement No. 13 dated October 3, 2014 and the form included as Appendix C to the prospectus dated April 4, 2014.
Form of Additional Subscription Agreement
Our revised form of additional subscription agreement is attached to this supplement as Exhibit B. The revised form of additional subscription agreement supersedes and replaces the form included as Exhibit C to Supplement No. 13 dated October 3, 2014 and the form included as Appendix D to the prospectus dated April 4, 2014.
Form of Multi-Product Subscription Agreement
One of our revised form of multi-product subscription agreements is attached to this supplement as Exhibit C. This revised form of multi-product subscription agreement supersedes and replaces the form included as Exhibit D to Supplement No. 13 dated October 3, 2014 and the form included as Appendix E to the prospectus dated April 4, 2014. We continue to use the form of multi-product subscription agreement attached as Exhibit E to Supplement No. 13 dated October 3, 2014.
EXHIBIT A
APPENDIX C: FORM OF SUBSCRIPTION AGREEMENT
Investor Instructions
PLEASE NOTE: We do not accept money orders, traveler’s checks, starter checks, foreign checks, counter checks, third-party checks or cash.
Generally, you must initially invest at least $2,500 in our shares to be eligible to participate in this offering. In order to satisfy this minimum purchase requirement, unless otherwise prohibited by state law, a husband and wife may jointly contribute funds from their separate IRAs, provided that each such contribution is made in increments of $100. You should note that an investment in our shares will not, in itself, create a retirement plan and that, in order to create a retirement plan, you must comply with all applicable provisions of the Code. If you have satisfied the applicable minimum purchase requirement, any additional purchase must be in increments of $500. The investment minimum for subsequent purchases does not apply to shares purchased pursuant to our distribution reinvestment plan.
Please check the appropriate box to indicate the class of shares you intend to purchase.
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3. | | Account Type - Check One Box Only |
Please check the appropriate box to indicate the account type of the subscription.
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4. | | Individual or Joint Account |
To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify and record information that identifies each person who opens an account or person(s) authorized to effect transactions in an account. When you open an account, we will ask for your name, address, date of birth and other information that will allow us to identify you. Some or all of this information will be used to verify the identity of all persons opening an account.
You must include a permanent street address even if your mailing address is a P.O. Box. If the investment is to be held by joint owners you must provide the requested investor information for each joint owner.
Enter the name(s), mailing address and telephone numbers of the registered owner of the investment.
All investors must complete the space provided for taxpayer identification number or social security number. By signing in Section 12, you are certifying that this number is correct.
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If you are establishing an account for a legal entity, please provide the most recent versions of the documents listed below. RREEF Property Trust, Inc. reserves the right to require additional documents on future transactions. Please note this is not an all inclusive list of documents.
Please Note: You must indicate if the Account is engaged in internet gambling or supports companies engaged in internet gambling.
You must include a permanent street address even if your mailing address is a P.O. Box. Please be sure to indicate the country of citizenship for all resident aliens.
Enter the name(s), SSN, mailing address and telephone numbers of all trustee/guardian/conservator/authorized signer(s)
For Trust Accounts, please attach a separate sheet with the requested information for each additional trustee, grantor/settlor, or authorized signer.
For Business Accounts, please attach a separate sheet with the requested information for each additional ultimate beneficial owner.
Trust: Trust document (copy of the portion(s) of the trust document that shows the name of the trust, date of the trust, and the trustee name(s)) or certificate/affidavit of trust
Corporation: Articles of incorporation, certificate of incumbency or corporate by-laws
Financial institution regulated by a federal regulator: Registration certificate
Guardianship/conservatorship: Appointment of guardian/conservator certified within 60 days
Partnership or sole proprietorship: Most recent agreement or documentation showing the existence of a partnership or sole proprietorship
Estate: Appointment of executor(trix) certified within 60 days
Bank regulated by a state bank regulator: Registration certificate
Publicly traded company: (Please provide company’s CUSIP number)
Retirement plan under ERISA: Copy of plan document (If each participant is to have a separate account for the contributions, call us for special forms)
Complete this section for UGMA accounts.
If the minor’s Social Security number has been applied for, but not yet received, please include a copy of the Social Security card application (Form-SS5). Unless you indicate otherwise, the account will follow the UGMA/UTMA rules for the minor’s state.
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7. | | Retirement/Savings Plan |
Complete this section for Retirement/Savings Plan accounts.
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8. | | Custodian/ Trustee Information |
Complete this section if the registered owner of the investment will be a Custodian Plan or Trust.
Make checks payable to the custodian and send ALL paperwork directly to the custodian. The custodian is responsible for sending payments pursuant to the instructions as set forth below.
If you wish to purchase shares through an IRA, and need an IRA account, First Trust Retirement has agreed to serve as IRA custodian for such purpose. RREEF Property Trust, Inc. will pay the first-year annual IRA maintenance fees of such accounts with First Trust Retirement. Thereafter, investors will be responsible for the annual IRA maintenance fees. A separate IRA Application from First Trust Retirement must be completed and can be found in the RREEF Property Trust Combined/Traditional Roth Package. Further information about custodial services is also available through your broker or our dealer manager.
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9. | | Distribution Information (Choose one or more of the following options) |
PLEASE NOTE: If you elect to participate in the Distribution Reinvestment Plan, you are requested to promptly notify RREEF Property Trust, Inc. in writing if at any time you experience a material change in your financial condition, including the failure to meet the income and net worth standards imposed by your state of residence and as set forth in the Prospectus and this Subscription Agreement relating to such investment. This request in no way shifts the responsibility of RREEF Property Trust, Inc.’s sponsor, or any other person selling shares on behalf of RREEF Property Trust, Inc. to you, to make every reasonable effort to determine that the purchase of RREEF Property Trust, Inc.’s shares is a suitable and appropriate investment based on information provided by you.
Complete this section to enroll in the Distribution Reinvestment Plan, to elect to receive distributions by direct deposit and/or to elect to receive distributions by check. If you elect direct deposit, you must attach a voided check with this completed Subscription Agreement. If you choose to enroll in the DRP, all of your distributions will be reinvested through the Distribution Reinvestment Plan. (If you do not complete this section, distributions will be paid to the registered owner at the address in Section 4. IRA accounts may not direct distributions without the custodian’s approval.)
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10. | | Broker - Dealer and Registered Representative Information |
PLEASE NOTE: The Broker-Dealer or Registered Investment Advisor must complete and sign this section of the Subscription Agreement. All Fields are Mandatory.
Required Representations: By signing Section 10, the registered representative of the Broker-Dealer or Registered Investment Advisor confirms on behalf of the Broker-Dealer that he or she:
| • | | has reasonable grounds to believe the information and representations concerning the investor identified herein are true, correct, and complete in all respects; |
| • | | has discussed the investor’s prospective purchase of shares with such investor; |
| • | | has advised such investor of all pertinent facts with regard to the lack of liquidity and marketability of the shares and other fundamental risks related to the investment in the shares, the restrictions on transfer of the shares and the risk that the investor could lose his or her entire investment in the shares; |
| • | | has delivered to the investor the Prospectus required to be delivered in connection with this subscription; |
| • | | has reasonable grounds to believe the investor is purchasing these shares for the account referenced in Sections 4-7, and |
| • | | has reasonable grounds to believe the purchase of shares is a suitable investment for such investor, and such investor meets the suitability standards applicable to the investor set forth in the Prospectus and such investor is in a financial position to enable the investor to realize the benefits of such an investment and to suffer any loss that may occur with respect thereto. |
In addition, the registered representative of the Broker-Dealer or Registered Investment Advisor represents that he or she and the Broker-Dealer, (i) are duly licensed and may lawfully offer and sell the shares in the state where the investment was made and in the state designated as the investor’s legal residence in Section 4; and (ii) agree to maintain records of the information used to determine that an investment in shares is suitable and appropriate for the investor for a period of six years.
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11. | | Electronic Delivery (Optional) |
Instead of receiving paper copies of this Prospectus, our Prospectus supplements, annual reports, proxy statements, and other stockbroker communications and reports, you may elect to receive electronic delivery of stockholder communications from RREEF Property Trust, Inc. If you would like to consent to electronic delivery, including pursuant to CD-ROM or electronic mail, please sign and return this election with your Subscription Agreement.
By signing the Subscription Agreement in Section 11, you acknowledge and agree that you will not receive paper copies of any stockholder communications unless (i) you notify RREEF Property Trust, Inc. that you are revoking this election with respect to all stockholder communications or (ii) you specifically request that RREEF Property Trust, Inc. send a paper copy of a particular stockholder communications to you. RREEF Property Trust, Inc. has advised you that you have the right to revoke this election at any time and receive all stockholder communications as paper copies through the mail. You also understand that you have the right to request a paper copy of any stockholder communication. By electing electronic delivery, you understand that you may incur certain costs associated with spending time online and downloading and printing stockholder communications and you may be required to download software to read documents delivered in electronic format. Electronic delivery also involves risks related to system or network outages that could impair your timely receipt of or access to stockholder communications.
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12. | | Subscriber Signatures |
Please separately initial each of the representations in paragraphs (1) through (5). If an Iowa resident you must also initial paragraph (6), if a Kansas resident you must also initial paragraph (7), if a Massachusetts resident you must also initial paragraph (8), if a Nebraska resident you must also initial paragraph (9), if a New Jersey resident you must also initial paragraph (10), if a New Mexico resident you must also initial paragraph (11), if an Ohio resident you must also initial paragraph (12) and if a Tennessee resident you must also initial paragraph (13). Except in the case of fiduciary accounts, you may not grant any person a power of attorney to make such representations on your behalf.
Please refer to the Prospectus under “Suitability Standards” to verify that you meet the minimum suitability standards imposed by the state of your primary residence.
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By signing this Subscription Agreement, you agree to provide the information in Section 12 of the agreement and confirm the information is true and correct. If we are unable to verify your identity or that of another person authorized to act on your behalf or if we believe we have identified potential criminal activity, we reserve the right to take action as we deem appropriate, including, but not limited to, closing your account or refusing to establish your account.
Except for Pennsylvania investors (as described below), the Subscription Agreement, together with a check made payable to “RREEF Property Trust, Inc.” for the full purchase price, should be delivered or mailed by your Broker-Dealer or Registered Investment Advisor, as applicable, to:
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Regular Mail | | Overnight Mail | | Subscription Agreements | | Payment may be wired to: |
Investment Processing Department | | Investment Processing Department | | may be faxed to: 855.223.2474 | | UMB Bank, N.A. 1010 Grand Boulevard, 4th Floor |
c/o DST Systems, Inc. | | c/o DST Systems, Inc. | | | Kansas City, MO 64106 |
P.O. Box 219731 | | 430 W. 7th Street | | | | ABA #: 101000695 |
Kansas City, MO 64121-9731 | | Kansas City, MO 64105 | | | | Account #: 9872012755 |
Toll Free:877.907.1148 | | Toll Free:877.907.1148 | | | | FAO: (Include Account Title) |
For Pennsylvania investors only, until RREEF Property Trust, Inc. has raised the minimum offering amount applicable to Pennsylvania investors, all payments should be made payable to the order of “UMB Bank, N.A., as Escrow Agent for RREEF Property Trust, Inc.” and sent/wired to UMB Bank directly. The Subscription Agreement and all additional paperwork should be delivered by your Broker-Dealer or Registered Investment Advisor, as applicable, to:
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Regular Mail | | Overnight Mail | | Subscription Agreements | | Payment may be wired to: |
UMB Bank, N.A. as Escrow Agent | | UMB Bank, N.A. as Escrow Agent | | may be faxed to: 855.223.2474 | | UMB Bank, N.A. as Escrow Agent for RREEF Property Trust, Inc. |
for RREEF Property Trust, Inc. | | for RREEF Property Trust, Inc. | | | | 1010 Grand Boulevard, 4th Floor |
c/o DST Systems, Inc. | | c/o DST Systems, Inc. | | | | Kansas City, MO 64106 |
P.O. Box 219731 | | 430 W. 7th Street | | | | ABA #: 101000695 |
Kansas City, MO 64121-9731 | | Kansas City, MO 64105 | | | | Account #: 9871976025 |
Toll Free:877.907.1148 | | Toll Free:877.907.1148 | | | | FAO: (Include Account Title) |
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Subscription Agreement
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Amount of Subscription: | | State of Sale: |
Minimum Initial Investment is $2,500
Money Orders, Traveler’s Checks, Starter Checks, Foreign Checks, Counter Checks, Third-Party Checks or Cash cannot be accepted.
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Payment will be made with: | | ¨ Enclosed Check | | ¨ Funds Wired |
Please consult with your financial advisor and check one of the following options pertaining to the class of shares you intend to purchase. The Prospectus contains additional information regarding the share classes, including the different fees which are payable with respect to each class.
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¨ Class A Shares | | ¨ Class B Shares |
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3. | | Account Type - Check One Box Only |
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Non-Qualified Registration Types | | Qualified Registration Types |
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¨ Individual (If TOD, attach application) | | ¨ UGMA: State of | | ¨ Traditional (Individual) IRA | | ¨ SEP IRA |
¨ Joint Tenant* (If TOD, attach application) | | ¨ UTMA: State of | | ¨ Simple IRA | | ¨ ROTH IRA |
¨ Tenants in Common* | | ¨ Corporation** | | ¨ Beneficial IRA | | |
¨ Community Property* | | ¨ S-Corp ¨ C-Corp (Will default to S-Corp if nothing is marked) | | Decedent’s name: |
¨ Trust** | | ¨ Partnership** | | ¨ Profit Sharing Plan** | | ¨ Pension Plan** |
¨ Non-Profit Organization** | | ¨ Other (Specify) | | ¨ KEOGH Plan** | | |
¨ Estate | | | | | | |
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*All parties must sign. | | ** Please attach pages of trust/plan document (or Articles of Incorporation) which lists the names of trust/plan, trustees, signatures and date. The Certification of Investment Powers for Trust Accounts form may be completed in lieu of providing trust documents. |
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| | For Non-Qualified Custodial Accounts and All Qualified Accounts, please complete Section 8 |
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4. | | Individual or Joint Account |
For joint accounts, the Social Security number of the primary account owner will be used for IRS reporting.
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Name of primary account owner | | Social Security number | | Date of birth – MM/DD/YYYY |
US residential address (P.O. Box not acceptable) | | City | | State | | ZIP |
Mailing address (if different) | | City | | State | | ZIP |
Daytime phone number Extension | | E-mail address | | |
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¨ US Citizen | | ¨ Resident alien If resident alien, please provide country of citizenship: | | | | |
Select one: ¨ Employed ¨ Not-employed ¨ Retired
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Occupation | | Name of employer | | |
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Address of employer | | City | | State | | ZIP |
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If you checked not-employed or retired, please provide source of income: | | |
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Name of second joint owner (if any) | | Social Security number | | Date of birth – MM/DD/YYYY |
US residential address (P.O. Box not acceptable) | | City | | State | | ZIP |
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¨ US Citizen | | ¨ Resident alien If resident alien, please provide country of citizenship: | | | | |
Select one: ¨ Employed ¨ Not-employed ¨ Retired
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Occupation | | Name of employer | | |
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Address of employer | | City | | State | | ZIP |
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If you checked not-employed or retired, please provide source of income: | | |
Please attach a separate sheet with the above information for each additional owner.
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Legal documentation proving the existence of the entity must be presented when establishing one of these account types. (Articles of Incorporation Trust or Plan document.)
For a trust or business account, is the entity engaged in internet gambling or support companies engaged in internet gambling?
* Select one: ¨ Yes ¨ No
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Name of legal entity | | Social Security number | | OR | | Tax ID number |
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Street address of legal entity (P.O. Box not acceptable) | | City | | State | | ZIP |
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Mailing address (if different) | | City | | State | | ZIP |
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Daytime phone number | | Extension | | E-mail address | | |
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Date of trust agreement (for trusts only) – MM/DD/YYYY |
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Name of trustee/authorized signer | | Social Security number of trustee/authorized signer | | Date of birth – MM/DD/YYYY |
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US residential address (P.O. Box not acceptable) | | City | | State | | ZIP |
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Mailing address (if different) | | City | | State | | ZIP |
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Daytime phone number | | Extension | | E-mail address |
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¨ US Citizen | | ¨ Resident alien If resident alien, please provide country of citizenship: | | | | |
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Name of co-trustee/authorized signer | | Social Security number of co-trustee/authorized signer | | Date of birth – MM/DD/YYYY |
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US residential address (P.O. Box not acceptable) | | City | | State | | ZIP |
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Mailing address (if different) | | City | | State | | ZIP |
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Daytime phone number | | Extension | | E-mail address | | |
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¨ US Citizen | | ¨ Resident alien If resident alien, please provide country of citizenship: | | | | |
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5. | | Entity Account, continued |
FOR A TRUST ACCOUNT
¨ Check here if the grantor/settlor is the same as the trustee
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For trust accounts, name of grantor/settlor (if different from trustee) | | Social Security number of grantor/settelor | | Date of birth – MM/DD/YYYY |
US residential address (P.O. Box not acceptable) | | City | | State | | ZIP |
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¨ US Citizen ¨ Resident alien | | If resident alien, please provide country of citizenship: | | | | |
Please attach a separate sheet with the above information for each additional trustee, grantor/settlor, or authorized signer.
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FOR A BUSINESS ACCOUNT (EX: CORPORATION, PARTNERSHIP, ETC.) |
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Please provide the industry in which the legal entity operates: | | |
For business accounts, please provide a listing of all ultimate beneficial owners or controlling parties which have an interest equal to or greater than 25% (If there are none, write “none” above name or leave blank)
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Name | | Social Security number | | Date of birth – MM/DD/YYYY |
Street address of legal entity (P.O. Box not acceptable) | | City | | State | | ZIP |
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¨ US Citizen ¨ Resident alien | | If resident alien, please provide country of citizenship: | | | | |
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Name | | Social Security number | | Date of birth – MM/DD/YYYY |
Street address of legal entity (P.O. Box not acceptable) | | City | | State | | ZIP |
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¨ US Citizen ¨ Resident alien | | If resident alien, please provide country of citizenship: | | | | |
Please attach a separate sheet with the above information for each additional ultimate beneficial owner.
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If the minor’s Social Security number has been applied for, but not yet received, please include a copy of the Social Security card application (Form-SS5). Unless you indicate otherwise, the account will follow the UGMA/UTMA rules for the minor’s state.
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Name of minor | | Social Security number | | Date of birth of minor – MM/DD/YYYY |
Street address (P.O. Box not acceptable) | | City | | State | | ZIP |
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¨ US Citizen ¨ Resident alien | | If resident alien, please provide country of citizenship: | | | | |
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Name of custodian | | Social Security number of custodian | | Date of birth of custodian – MM/DD/YYYY |
US residential address (P.O. Box not acceptable) | | City | | State | | ZIP |
Mailing address (if different) | | City | | State | | ZIP |
Daytime phone number Extension | | E-mail address | | | | |
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¨ US Citizen ¨ Resident alien | | If resident alien, please provide country of citizenship: | | | | |
Select one: ¨ Employed ¨ Not-employed ¨ Retired
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Occupation | | Name of employer | | | | |
Address of employer | | City | | State | | ZIP |
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If you checked not-employed or retired, please provide source of income: | | |
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7. | | Retirement/Savings Plan |
CUSTODIAN/TRUSTEE
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Name of custodian/trustee | | Tax ID number | | |
US business address | | City | | State | | ZIP |
Mailing address (if different) | | City | | State | | ZIP |
Daytime phone number Extension | | E-mail address | | | | |
PARTICIPANT/EMPLOYEE
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Name of participant/employee | | Social Security number | | Date of birth – MM/DD/YYYY |
US residential address (P.O. Box not acceptable) | | City | | State | | ZIP |
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¨ US Citizen ¨ Resident alien | | If resident alien, please provide country of citizenship: | | |
Select one: ¨ Employed ¨ Not-employed ¨ Retired
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Occupation | | Name of employer | | |
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Address of employer | | | | City | | State | | ZIP |
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If you checked not-employed or retired, please provide source of income: | | |
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8. | | Custodian/ Trustee Information |
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| | Applies to ALL retirement accounts. Also applies to non-retirement accounts that have elected to use a third party custodian. |
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| | Make checks payable to the custodian and send ALL paperwork directly to the custodian. The custodian is responsible for sending payments pursuant to the instructions as set forth below. |
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Trustee Name | | | | |
Trustee Address 1 | | | | |
Trustee Address 2 | | | | |
Trustee City State | | ZIP |
Trustee Telephone Number | | Trustee Tax Identification Number |
Investor’s Account Number with Trustee | | | | |
Important Note About Proxy Voting: By signing this subscription agreement, Custodian/Trustee authorizes the investor to vote the number of shares of common stock of RREEF Property Trust, Inc. that are beneficially owned by the investor as reflected on the records of RREEF Property Trust, Inc. as of the applicable record date at any meeting of the stockholders of RREEF Property Trust, Inc. This authorization shall remain in place until revoked in writing by Custodian/Trustee. RREEF Property Trust, Inc. is hereby authorized to notify the investor of his or her right to vote consistent with this authorization.
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9. | | Distribution Information (Choose one or more of the following options) |
If you select more than one option you must indicate the percentage of your distribution to be applied to each option and the sum of the allocations must equal 100%.
If you do not complete this section, distributions will be paid to the registered owner at the address in Section 4. IRA accounts may not direct distributions without the custodian’s approval.
If you elect to participate in the Distribution Reinvestment Plan, you are requested to promptly provide written notification to RREEF Property Trust, Inc., c/o DST Systems, Inc., 430 W. 7th Street, Kansas City, MO 64105, if at any time you experience a material change in your financial condition, including the failure to meet the income and net worth standards imposed by your state of residence and as set forth in the Prospectus and this Subscription Agreement relating to such investment. This request in no way shifts the responsibility of RREEF Property Trust, Inc.’s sponsor, or any other person selling shares on behalf of RREEF Property Trust, Inc. to you, to make every reasonable effort to determine that the purchase of RREEF Property Trust, Inc.’s shares is a suitable and appropriate investment based on information provided by you.
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| | | | % of Distribution |
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¨ | | I prefer to participate in the Distribution Reinvestment Plan, as described in the Prospectus. | | |
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¨ | | Send distributions via check to the investor’s home address(or for all accounts with a custodian to the address listed in Section 8) | | |
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¨ | | Send distributions via check to the alternate payee listed here(not available for custodial held accounts without the custodian’s approval) | | |
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Name | | |
Address | | |
City State | | ZIP |
Account Number | | |
¨ | Direct Deposit (Attach Voided Check) I authorize RREEF Property Trust, Inc. or its agent to deposit my distributions in the checking or savings account identified below. This authority will remain in force until I notify RREEF Property Trust, Inc. in writing to cancel it. In the event that RREEF Property Trust, Inc. deposits funds erroneously into my account, RREEF Property Trust, Inc. is authorized to debit my account for an amount not to exceed the amount of the erroneous deposit.(not available for custodial held accounts without the custodian’s approval) |
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9. | | Distribution Information(Choose one or more of the following options), continued |
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Financial Institution Name | | | % of Distribution | | | | | ¨ Checking |
ABA/ Routing Number | | | Account Number | | | | | ¨ Savings |
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10. | | Broker - Dealer and Registered Representative Information |
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Broker-Dealer Name | | | | |
Representative Name | | | | Rep Number |
Representative’s Firm Name | | | | Branch ID |
Representative’s Address | | | | |
Representative’s City | | State | | ZIP |
Representative’s Phone | | Representative’s Fax Number | | Representative’s E-mail Address |
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This Subscription was made as follows: ¨ Through a participating Broker-Dealer ¨ Through a participating RIA* unaffiliated with a participating Broker-Dealer | | ¨ Shares are being purchased net of up-front commissions (Class A shares only) |
* | RIAs must first execute a firm level RIA Placement Agreement with SC Distributors (the Dealer Manager for RREEF Property Trust) before conducting business. To obtain an RIA Placement Agreement or for additional questions please contact SC Distributors at:877-907-1148. |
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¨ Volume Discount**: The subscriber is a qualifying purchaser and may combine this purchase for the purpose of qualifying for a volume discount. |
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Account to be combined with: |
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Investor Name: |
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Account Number: |
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SSN/TIN: |
** | Any combination request will be subject to our verification that the subscriptions to be combined are made by a single qualifying purchaser. Please see “Volume Discounts” section of the prospectus for further information on volume discount qualifications. |
Based on the information I obtained from the subscriber regarding the subscriber’s financial situation and investment objectives, I hereby certify to RREEF Property Trust, Inc. that I have reasonable grounds for believing that the purchase of the Shares by the Subscriber is a suitable and appropriate investment for this Subscriber.
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Signature of Financial Representative | | Date |
Branch Manager Signature (If required by Broker-Dealer) | | Date |
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11. | | Electronic Delivery(Optional) |
Instead of receiving paper copies of this Prospectus, Prospectus supplements, annual reports, proxy statements, and other stockholder communications and reports, you may elect to receive electronic delivery of stockholder communications from RREEF Property Trust, Inc. If you would like to consent to electronic delivery, including pursuant to CD-ROM or electronic mail, please sign and return this election with your Subscription Agreement.
By signing below, I acknowledge and agree that I will not receive paper copies of any stockholder communications unless (i) I notify RREEF Property Trust, Inc. that I am revoking this election with respect to all stockholder communications or (ii) I specifically request that RREEF Property Trust, Inc. send a paper copy of a particular stockholder communications to me. RREEF Property Trust, Inc. has advised me that I have the right to revoke this election at any time and receive all stockholder communications as paper copies through the mail. I also understand that I have the right to request a paper copy of any stockholder communication.
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11. | | Electronic Delivery(Optional), continued |
By electing electronic delivery, I understand that I may incur certain costs associated with spending time online and downloading and printing stockholder communications and I may be required to download software to read documents delivered in electronic format. Electronic delivery also involves risks related to system or network outages that could impair my timely receipt of or access to stockholder communications.
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| | | Signature of Joint Investor: | | Date: |
| | | E-mail: (If blank - email from Section 4 will be used) | | |
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12. | | Subscriber Signatures |
Please separately initial each of the representations below. Except in the case of fiduciary, you may not grant any person or power of attorney to make such representations on your behalf. I hereby acknowledge and/or represent the following:
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Owner | | Co-Owner | | 1. | | I have received the final Prospectus of RREEF Property Trust, Inc. at least five business days before signing the Subscription Agreement. In addition, I acknowledge that after the end of each business day following the escrow period, I can access the NAV per share for each class of shares through RREEF Property Trust, Inc.’s website and toll-free automated telephone line. |
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Owner | | Co-Owner | | 2. | | I have (i) a minimum net worth (exclusive of home, home furnishings and personal automobiles) of at least $250,000 or (ii) a minimum net worth (as previously described) of at least $70,000 and a minimum annual gross income of at least $70,000, and, if applicable, I meet the higher net worth and gross income requirements imposed by my state of primary residence as set forth in the Prospectus under “Suitability Standards.” In addition, not more than 10% of my net worth will be invested in shares of RREEF Property Trust, Inc., with net worth being defined as that portion of net worth that consists of cash, cash equivalents and readily marketable securities. |
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Owner | | Co-Owner | | 3. | | I acknowledge that there is no public market for the shares and, thus, my investment in shares is not liquid. |
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Owner | | Co-Owner | | 4. | | I am purchasing the shares for the account referenced above. |
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Owner | | Co-Owner | | 5. | | I acknowledge that I will not be admitted as a stockholder until my investment has been accepted. The acceptance process includes, but is not limited to, reviewing the Subscription Agreement for completeness and signatures, conducting an Anti-Money Laundering check as required by the USA Patriot Act and payment of the full purchase price of the shares. |
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Owner | | Co-Owner | | 6. | | Iowa: In addition to the suitability standards noted above, it is recommended by the Iowa Securities Bureau that Iowa investors limit their aggregate investment in us and other non-traded real estate investment trusts to not more than 10% of their liquid net worth, with liquid net worth being defined as that portion of total net worth that consists of cash, cash equivalents and readily marketable securities. |
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Owner | | Co-Owner | | 7. | | Kansas: In addition to the suitability standards noted above, it is recommended by the Office of the Kansas Securities Commissioner that purchasers residing in Kansas limit their aggregate investment in the securities of RREEF Property Trust, Inc. and other non-traded real estate investment trusts to not more than 10% of their liquid net worth, with liquid net worth being defined as that portion of total net worth that consists of cash, cash equivalents and readily marketable securities. |
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Owner | | Co-Owner | | 8. | | Massachusetts:In addition to the suitability standards noted above, purchasers residing in Massachusetts may not invest more than 10% of their liquid net worth in RREEF Property Trust Inc.’s shares and shares of other direct participation programs, with liquid net worth being defined as that portion of net worth that is comprised of cash, cash equivalents and readily marketable securities. |
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12. | | Subscriber Signatures, continued |
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Owner | | Co-Owner | | 9. | | Nebraska: In addition to the suitability standards noted above, purchasers residing in Nebraska are required to have either a minimum net worth of $350,000 or a minimum gross annual income of at least $70,000 and a minimum net worth of at least $100,000. The total investment in RREEF Property Trust, Inc. and other similar programs may not exceed 10% of the purchaser’s liquid net worth, with liquid net worth being defined as that portion of net worth that consists of cash, cash equivalents and readily marketable securities. |
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Owner | | Co-Owner | | 10. | | New Jersey: In addition to the suitability standards noted above, purchasers residing in New Jersey may not invest more than 10% of their liquid net worth in RREEF Property Trust Inc.’s shares and shares of other direct participation programs, with liquid net worth being defined as that portion of net worth that is comprised of cash, cash equivalents and readily marketable securities. |
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Owner | | Co-Owner | | 11. | | New Mexico: In addition to the suitability standards noted above, purchasers residing in New Mexico may not invest more than 10% of their liquid net worth in RREEF Property Trust Inc.’s shares, shares of RREEF Property Trust Inc.’s affiliates and other non-traded real estate programs, with liquid net worth being defined as that portion of net worth that is comprised of cash, cash equivalents and readily marketable securities. |
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Owner | | Co-Owner | | 12. | | Ohio: In addition to the suitability standards noted above, purchasers residing in Ohio may not invest more than 10% of their liquid net worth in RREEF Property Trust, Inc.’s shares, shares of RREEF Property Trust, Inc.’s affiliates and other non-traded real estate investment programs, with liquid net worth being defined as that portion of net worth that is comprised of cash, cash equivalents and readily marketable securities (less liabilities). |
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Owner | | Co-Owner | | 13. | | Tennessee: In addition to the suitability standards noted above, purchasers residing in Tennessee are required to have either a minimum net worth of $500,000 or a minimum gross annual income of at least $100,000 and a minimum net worth of at least $100,000. |
I ACKNOWLEDGE RECEIPT OF THE PROSPECTUS, WHETHER OVER THE INTERNET, ON A CD-ROM, A PAPER COPY OR ANY OTHER DELIVERY METHOD. IF MY SUBSCRIPTION IS ACCEPTED, RREEF PROPERTY TRUST, INC. WILL SEND ME CONFIRMATION OF MY PURCHASE AFTER I HAVE BEEN ADMITTED AS A STOCKHOLDER.
Substitute IRS Form W-9 (required for U.S. investors only): I HEREBY CERTIFYunder penalty of perjury (i) that the taxpayer identification number shown on this Subscription Agreement is my correct tax payer identification number, (ii) unless the box below is checked, I am not subject to backup withholding because a) I am exempt from backup withholding; or b) the Internal Revenue Service (IRS) has not notified me that I am subject to backup withholding as a result of failure to report all interest or dividends; or c) the IRS has notified me that I am no longer subject to backup withholding; and (iii) I am a U.S. citizen or other U.S. person.
¨ | Please check this boxonly if you are subject to backup withholding. Please include a copy of the notification letter you received from the IRS. |
The Internal Revenue Service does not require your consent to any provision of this document other than the certifications to avoid backup withholding.
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Signature of Investor | | Date – MM/DD/YYYY |
Signature of Joint Investor or for Qualified Plans, of Trustee/Custodian | | Date – MM/DD/YYYY |
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Except for Pennsylvania investors (as described below), the Subscription Agreement, together with a check made payable to “RREEF Property Trust, Inc.” for the full purchase price, should be delivered or mailed by your Broker-Dealer or Registered Investment Advisor, as applicable, to:
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Regular Mail | | Overnight Mail | | Subscription Agreements | | Payment may be wired to: |
Investment Processing Department | | Investment Processing Department | | may be faxed to: 855.223.2474 | | RREEF Property Trust UMB Bank, N.A. |
c/o DST Systems, Inc. | | c/o DST Systems, Inc. | | | 1010 Grand Boulevard, 4th Floor |
P.O. Box 219731 | | 430 W. 7th Street | | | | Kansas City, MO 64106 |
Kansas City, MO 64121-9731 | | Kansas City, MO 64105 | | | | ABA #: 101000695 |
Toll Free:877.907.1148 | | Toll Free:877.907.1148 | | | | Account #: 9872012755 |
| | | | | | FAO: (Include Account Title) |
For Pennsylvania investors only, until RREEF Property Trust, Inc. has raised the minimum offering amount applicable to Pennsylvania investors, all payments should be made payable to the order of “UMB Bank, N.A., as Escrow Agent for RREEF Property Trust, Inc.” and sent/wired to UMB Bank directly. The Subscription Agreement and all additional paperwork should be delivered by your Broker-Dealer or Registered Investment Advisor, as applicable, to:
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Regular Mail | | Overnight Mail | | Subscription Agreements | | Payment may be wired to: |
UMB Bank, N.A. as Escrow Agent | | UMB Bank, N.A. as Escrow Agent | | may be faxed to: 855.223.2474 | | UMB Bank, N.A. as Escrow Agent for RREEF Property Trust, Inc. |
for RREEF Property Trust, Inc. | | for RREEF Property Trust, Inc. | | | | 1010 Grand Boulevard, 4th Floor |
c/o DST Systems, Inc. | | c/o DST Systems, Inc. | | | | Kansas City, MO 64106 |
P.O. Box 219731 | | 430 W. 7th Street | | | | ABA #: 101000695 |
Kansas City, MO 64121-9731 | | Kansas City, MO 64105 | | | | Account #: 9871976025 |
Toll Free:877.907.1148 | | Toll Free:877.907.1148 | | | | FAO: (Include Account Title) |
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EXHIBIT B
APPENDIX D: FORM OF ADDITIONAL SUBSCRIPTION AGREEMENT
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Additional Subscription Agreement
This form may be used by any current investor in RREEF Property Trust, Inc. who desires to purchase additional shares of RREEF Property Trust, Inc. Investors who acquired shares through a transfer of ownership or transfer of death and wish to make additional investments must complete theRREEF Property Trust, Inc.Subscription Agreement.
RREEF Property Trust, Inc.’s sponsor and any other person selling shares on behalf of RREEF Property Trust, Inc. to you are required to make every reasonable effort to determine that the purchase of RREEF Property Trust, Inc.’s shares is a suitable and appropriate investment for you. In order to assist these parties in fulfilling their obligations, if at any time you fail to meet the applicable suitability standards set forth in the then current prospectus, you are requested to promptly provide written notification to RREEF Property Trust, Inc., c/o DST Systems, Inc., 430 W. 7th Street, Kansas City, MO 64105.
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1. | | Investment Information |
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Amount of Subscription | | State of Sale |
Minimum Additional Investment is $500.
Money Orders, Traveler’s Checks, Starter Checks, Foreign Checks, Counter Checks, Third-Party Checks or Cash cannot be accepted.
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Payment will be made with: | | ¨ Enclosed Check | | ¨ Funds Wired |
Account Number
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3. | | Investor Information – SSN or TIN Required |
Please print names in which shares of common stock are registered.
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Title Line 1 | | |
Title Line 2 | | |
Primary SSN/TIN | | Secondary SSN/TIN |
Primary Investor is: Individual, Trust/Qualified Plan, Entity, Minor (UGMA/UTMA)
Secondary Investor is:Additional Accountholder, Trustee, Officer/Authorized Signer, Custodian (UGMA/UTMA)
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Primary Investor Name | | SSN/TIN | | DOB |
Secondary Investor Name | | SSN/TIN | | DOB |
Please indicate if mailing address has changed since initial investment in RREEF Property Trust ¨ Yes ¨ No
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If “yes”, please print new address below: | | | | |
Street Address | | | | |
City | | State | | Zip Code |
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4. | | Broker – Dealer and Registered Representative Information |
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Broker-Dealer Name | | | | |
Representative Name | | | | Rep Number |
Representative’s Firm Name | | | | Branch ID |
Representative’s Address | | | | |
Representative’s City | | State | | ZIP |
Representative’s Phone | | Representative’s Fax Number | | Representative’s E-mail Address |
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This Subscription was made as follows: ¨ Through a participating Broker-Dealer ¨ Through a participating RIA* unaffiliated with a participating Broker-Dealer | | ¨ Shares are being purchased net of up-front commissions (Class A Shares only) |
* RIAs must first execute a firm level RIA Placement Agreement with SC Distributors (the Dealer Manager for RREEF Property Trust) before conducting business. To obtain an RIA Placement Agreement or for additional questions please contact SC Distributors at: 877-907-1148.
¨ Volume Discount**: The subscriber is a qualifying purchaser and may combine this purchase for the purpose of qualifying for a volume discount.
Account to be combined with:
Investor Name:
Account Number:
SSN/TIN:
** Any combination request will be subject to our verification that the subscriptions to be combined are made by a single qualifying purchaser. Please see “Volume Discounts” section of the prospectus for further information on volume discount qualifications.
Based on the information I obtained from the subscriber regarding the subscriber’s financial situation and investment objectives, I hereby certify to RREEF Property Trust, Inc. that I have reasonable grounds for believing that the purchase of the Shares by the Subscriber is a suitable and appropriate investment for this Subscriber.
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Signature of Financial Representative | | Date |
Branch Manager Signature (If required by Broker-Dealer) | | Date |
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By signing below, you represent that you meet the applicable investor suitability standards set forth in the current prospectus, as supplemented, for RREEF Property Trust (RPT), including (1) the minimum net worth and gross annual income standards, (2) the limitation that you may not invest more than 10% of your net worth in shares of RPT’s common stock, and (3) any applicable state specific suitability standards based on your state of residence. You also represent that you meet the other investor representations set forth in the Subscription Agreement attached to the prospectus as Appendix C.
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Signature of Investor | | Date |
Signature of Joint Investor or
for Qualified Plans, of Trustee/Custodian | | Date |
Except for Pennsylvania investors (as described below), the Subscription Agreement, together with a check made payable to “RREEF Property Trust, Inc.” for the full purchase price, should be delivered or mailed by your Broker-Dealer or Registered Investment Advisor, as applicable, to:
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Regular Mail | | Overnight Mail | | Subscription Agreements | | Payment may be wired to: |
Investment Processing | | Investment Processing | | may be faxed to: | | UMB Bank, N.A. |
Department | | Department | | 855.223.2474 | | 1010 Grand Boulevard, 4th Floor |
c/o DST Systems, Inc. | | c/o DST Systems, Inc. | | | | Kansas City, MO 64106 |
P.O. Box 219731 | | 430 W. 7th Street | | | | ABA #: 101000695 |
Kansas City, MO 64121-9731 | | Kansas City, MO 64105 | | | | Account #: 9872012755 |
Toll Free:877.907.1148 | | Toll Free:877.907.1148 | | | | FAO: (Include Account Title) |
For Pennsylvania investors only, until RREEF Property Trust, Inc. has raised the minimum offering amount applicable to Pennsylvania investors, all payments should be made payable to the order of “UMB Bank, N.A., as Escrow Agent for RREEF Property Trust, Inc.” and sent/wired to UMB Bank directly. The Subscription Agreement and all additional paperwork should be delivered by your Broker-Dealer or Registered Investment Advisor, as applicable, to:
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Regular Mail | | Overnight Mail | | Subscription Agreements | | Payment may be wired to: |
UMB Bank, N.A. as Escrow | | UMB Bank, N.A. as Escrow | | may be faxed to: | | UMB Bank, N.A. as Escrow Agent |
Agent | | Agent | | 855.223.2474 | | for RREEF Property Trust, Inc. |
for RREEF Property Trust, Inc. | | for RREEF Property Trust, Inc. | | | | 1010 Grand Boulevard, 4th Floor |
c/o DST Systems, Inc. | | c/o DST Systems, Inc. | | | | Kansas City, MO 64106 |
P.O. Box 219731 | | 430 W. 7th Street | | | | ABA #: 101000695 |
Kansas City, MO 64121-9731 | | Kansas City, MO 64105 | | | | Account #: 9871976025 |
Toll Free:877.907.1148 | | Toll Free:877.907.1148 | | | | FAO: (Include Account Title) |
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EXHIBIT C
APPENDIX E: FORM OF MULTI-PRODUCT SUBSCRIPTION AGREEMENT
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Investor Instructions
This subscription agreement is not valid for use in AL, AR, KY, MA, MD, NC, NE, NJ and TN.
Please follow these instructions carefully. Failure to do so could result in the rejection of your subscription.
PLEASE NOTE: Money orders, traveler’s checks, starter checks, foreign checks, counter checks,third-party checks or cash will not be accepted.
A minimum initial investment of $2,000 is required, except in New York, where the minimum investment is $2,500 for Product 3 only. For RPT only, a minimum initial investment of $2,500 is required. In no event shall any investment be less than $100.
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2. | | Share Class (Product 3 Only) |
Please consult with your financial representative and check the appropriate box to indicate the class of shares you intend to purchase.
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3. | | Unit Class (Product 2 Only) |
Please consult with your financial representative and check the appropriate box to indicate the class of units you intend to purchase.
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4. | | Share Class (Product 4 Only) |
Please consult with your financial representative and check the appropriate box to indicate the class of shares you intend to purchase.
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5. | | Share Class (RPT Only) |
Please consult with your financial representative and check the appropriate box to indicate the class of shares you intend to purchase.
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6. | | Account Type - Check One Box Only |
Please check the appropriate box to indicate the account type of the subscription.
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7. | | Investor Information (Product 4, Product 1, Product 2, Product 3 Only) |
To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify and record information that identifies each person who opens an account or
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person(s) authorized to effect transactions in an account. When you open an account, we will ask for your name, address, date of birth and other information that will allow us to identify you. Some or all of this information will be used to verify the identity of all persons opening an account.
Enter the name(s), mailing address and telephone numbers of the registered owner of the investment.
You must include a permanent street address even if your mailing address is a P.O. Box. If the investment is to be held by joint owners you must provide the requested investor information for each joint owner.
All investors must provide a taxpayer identification number or social security number. By signing in Section 18 and/or 19 and/or 20 and/or 21, you are certifying that this number is correct.
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8. | | Investment Title (Product 4, Product 1, Product 2, Product 3 Only) |
Please print the exact name(s) in which shares and/or units are to be registered.
For trusts, include the name of the trust and the name of the trustee.
For qualified plans, include the custodian name, plan name, and individual name, if applicable.
For IRAs, include the custodian name and individual name.
For entities, include the entity name.
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9. | | Individual or Joint Account (RPT Only) |
To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify and record information that identifies each person who opens an account or person(s) authorized to effect transactions in an account. When you open an account, we will ask for your name, address, date of birth and other information that will allow us to identify you. Some or all of this information will be used to verify the identity of all persons opening an account.
You must include a permanent street address even if your mailing address is a P.O. Box. If the investment is to be held by joint owners you must provide the requested investor information for each joint owner.
Enter the name(s), mailing address and telephone numbers of the registered owner of the investment.
All investors must complete the space provided for taxpayer identification number or social security number. By signing in Section 22, you are certifying that this number is correct.
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10. | | Entity Account (RPT Only) |
If you are establishing an account for a legal entity, please provide the most recent versions of the documents listed below. Product 4 reserves the right to require additional documents on future transactions.
Please note this is not an all inclusive list of documents.
Please Note: You must indicate if the Account is engaged in internet gambling or supports companies engaged in internet gambling.
You must include a permanent street address even if your mailing address is a P.O. Box. Please be sure to indicate the country of citizenship for all resident aliens.
Enter the name(s), SSN, mailing address and telephone numbers of all trustee/guardian/conservator/authorized signer(s).
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For Trust Accounts, please attach a separate sheet with the requested information for each additional trustee, grantor/settlor, or authorized signer.
For Business Accounts, please attach a separate sheet with the requested information for each additional ultimate beneficial owner.
Trust: Trust document (copy of the portion(s) of the trust document that shows the name of the trust, date of the trust, and the trustee name(s)) or certificate/affidavit of trust
Corporation:Articles of incorporation, certificate of incumbency or corporate by-laws
Financial institution regulated by a federal regulator: Registration certificate
Guardianship/conservatorship: Appointment of guardian/conservator certified within 60 days
Partnership or sole proprietorship: Most recent agreement or documentation showing the existence of a partnership or sole proprietorship
Estate: Appointment of executor(trix) certified within 60 days
Bank regulated by a state bank regulator: Registration certificate
Publicly traded company: (Please provide company’s CUSIP number)
Retirement plan under ERISA: Copy of plan document (If each participant is to have a separate account for the contributions, call us for special forms)
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11. | | UGMA Account (RPT Only) |
Complete this section for UGMA accounts.
If the minor’s Social Security number has been applied for, but not yet received, please include a copy of the Social Security card application (Form-SS5). Unless you indicate otherwise, the account will follow the UGMA/UTMA rules for the minor’s state.
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12. | | Retirement/Savings Plan (RPT Only) |
Complete this section for Retirement/Savings Plan accounts.
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13. | | Third Party Custodian Information |
Complete this section for ALL retirement accounts, as well as non-retirement accounts that have elected to use a third party custodian.
Make checks payable to the custodian and send ALL paperwork directly to the custodian. The custodian is responsible for sending payments pursuant to the instructions as set forth below.
If you would like to purchase shares and/or units through an IRA account, First Trust Retirement has agreed to act as IRA custodian for such purpose for each of RPT and/or Product 1 and/or Product 2 and/or Product 3 and/or Product 4. In addition, Community National Bank has agreed to act as IRA Custodian for purchases of Product 3 only or for joint purchases with Product 1 and/or Product 2 and/or RPT and/or Product 4; however, we do not require that you use our IRA custodian.
If you would like to establish a new IRA account with First Trust Retirement, RPT and/or Product 1 and/or Product 2 and/or Product 3 and/or Product 4 will pay the first-year annual IRA maintenance fees of such
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accounts with First Trust Retirement. If you would like to establish a new IRA account with Community National Bank, Product 3 will pay the first-year annual IRA maintenance fees of such accounts with Community National Bank. Thereafter, investors will be responsible for the annual IRA maintenance fees which are currently $25 per account per year. Further information about custodial services is available through your financial representative or our dealer manager.
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14. | | Distribution Information (Choose one or more of the following options) |
PLEASE NOTE: If you elect to participate in the Distribution Reinvestment Plan of RPT and/or Product 1 and/or Product 2 and/or Product 3 and/or Product 4, you must agree that if at any time you cannot make the investor representations or warranties set forth in the Prospectus or the Subscription Agreement relating to such investment, you must promptly notify the Investment Processing Department for RPT and/or Product 1 and/ or Product 2 and/or Product 3 and/or Product 4 in writing of that fact. This request in no way shifts the responsibility of RPT and/or Product 1 and/ or Product 2 and/or Product 3 and/or Product 4’s sponsor, and participating Broker-Dealers and Registered Investment Advisors recommending the purchase of shares and/or units in this offering, to make every reasonable effort to determine that the purchase of shares and/or units in this offering is a suitable and appropriate investment based on information provided by you.
Complete this section to enroll in the Distribution Reinvestment Plan of RPT and/or Product 1 and/or Product 2 and/or Product 3 and/or Product 4, to elect to receive distributions by direct deposit and/or to elect to receive distributions by check. If you elect direct deposit, you must attach a voided check with this completed Subscription Agreement. You can choose to have all or a portion of your distributions reinvested through the Distribution Reinvestment Plan. You must indicate the percentage of our distribution to be applied to each option selected and the sum of the allocations must equal 100%. (If you do not complete this section, distributions will be paid to the registered owner at the address in Section 8. IRA accounts may not direct distributions without the custodian’s approval.)
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15. | | Broker - Dealer and Registered Representative Information |
PLEASE NOTE: The Broker-Dealer or Registered Investment Advisor must complete and sign this section of the Subscription Agreement. All Fields are Mandatory.
Required Representations: By signing Section 15, the registered representative of the Broker-Dealer or Registered Investment Advisor confirms on behalf of the Broker-Dealer that he or she:
| • | | has reasonable grounds to believe the information and representations concerning the investor identified herein are true, correct, and complete in all respects; |
| • | | has discussed the investor’s prospective purchase of shares and/or units with such investor; |
| • | | has advised such investor of all pertinent facts with regard to the lack of liquidity and marketability of the shares and/or units and other fundamental risks related to the investment in the shares and/or units, the restrictions on transfer of the shares and/or units and the risk that the investor could lose his or her entire investment in the shares and/or units; |
| • | | has delivered to the investor the Prospectus required to be delivered in connection with this subscription; |
| • | | has reasonable grounds to believe the investor is purchasing these shares and/or units for the account referenced in Section 6, and |
| • | | has reasonable grounds to believe the purchase of shares and/or units is a suitable investment for such investor, and such investor meets the suitability standards applicable to the investor set forth in the Prospectus and such investor is in a financial position to enable the investor to realize the benefits of such an investment and to suffer any loss that may occur with respect thereto. |
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In addition, the registered representative of the Broker-Dealer or Registered Investment Advisor represents that he or she and the Broker-Dealer, (i) are duly licensed and may lawfully offer and sell the shares and/or units in the state where the investment was made and in the state designated as the investor’s legal residence in Section 7 and/or 9; and (ii) agree to maintain records of the information used to determine that an investment in shares and/or units is suitable and appropriate for the investor for a period of six years.
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16. | | Limited Liability Company Agreement (Product 2 & Product 4 Only) |
By signing the Subscription Agreement, you agree to be bound by the terms of our operating agreement and any of its amendments or supplements and authorize Product 2 and/or Product 4 to make all filings of certificates, instruments, agreements or other documents as may be required or advisable under Delaware law.
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17. | | Electronic Delivery (Optional) (Product 3, Product 1 & RPT Only) |
Instead of receiving paper copies of the applicable Prospectus, Prospectus supplements, annual reports, proxy statements, and other stockbroker communications and reports, you may elect to receive electronic delivery of stockholder communications from Product 3 and/or Product 1 and/or RPT. If you would like to consent to electronic delivery, including pursuant to CD-ROM or electronic mail, please sign and return this election with your Subscription Agreement.
By signing below, I acknowledge and agree that I will not receive paper copies of any stockholder communications unless (i) I notify Product 3 and/or Product 1 and/or RPT that I am revoking this election with respect to all stockholder communications or (ii) I specifically request that Product 3 and/or Product 1 and/or RPT send a paper copy of a particular stockholder communications to me. Product 3 and/or Product 1 and/or RPT has advised me that I have the right to revoke this election at any time and receive all stockholder communications as paper copies through the mail. I also understand that I have the right to request a paper copy of any stockholder communication.
By electing electronic delivery, I understand that I may incur certain costs associated with spending time online and downloading and printing stockholder communications and I may be required to download software to read documents delivered in electronic format. Electronic delivery also involves risks related to system or network outages that could impair my timely receipt of or access to stockholder communications.
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18. | | Subscriber Signatures for Product 3 |
Please separately initial each of the representations in paragraph (1) through (5). If an Iowa resident you must also initial paragraph (6), if a Kansas resident you must also initial paragraph (7), if a Maine resident you must also initial paragraph (8), if a Missouri resident you must also initial paragraph (9), if a New Mexico resident you must also initial paragraph (10) if a North Dakota resident you must also initial paragraph (11), if an Ohio resident you must also initial paragraph (12) and if an Oregon resident you must also initial paragraph (13). Except in the case of fiduciary accounts, you may not grant any person a power of attorney to make such representations on your behalf.
Please refer to the Product 3 Prospectus under “Suitability Standards” to verify that you meet the minimum suitability standards.
By signing this Subscription Agreement, you agree to provide the information in Section 18 and/or 19 and/or 20 and/or 21 and/or 22 of the agreement and confirm the information is true and correct. If we are unable to verify your identity or that of another person authorized to act on your behalf or if we believe we have identified potential criminal activity, we reserve the right to take action as we deem appropriate, including, but not limited to, closing your account or refusing to establish your account.
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19. | | Subscriber Signatures for Product 1 |
Please separately initial each of the representations in paragraph (1) through (5). If a California resident you must also initial paragraph (6), if an Iowa resident you must also initial paragraph (7), if a Kansas resident you must also initial paragraph (8), if a Maine resident you must also initial paragraph (9), if a New Mexico resident you must also initial paragraph (10), if a North Dakota resident you must also initial paragraph (11), if an Oklahoma resident you must also initial paragraph (12), if an Ohio resident you must also initial paragraph (13), if an Oregon resident you must also initial paragraph (14) and if a Texas resident you must also initial paragraph (15). Except in the case of fiduciary accounts, you may not grant any person a power of attorney to make such representations on your behalf.
Please refer to the Prospectus under “Suitability Standards” to verify that you meet the minimum suitability standards imposed by the state of your primary residence.
By signing this Subscription Agreement, you agree to provide the information in Section 18 and/or 19 and/or 20 and/or 21 and/or 22 of the agreement and confirm the information is true and correct. If we are unable to verify your identity or that of another person authorized to act on your behalf or if we believe we have identified potential criminal activity, we reserve the right to take action as we deem appropriate, including, but not limited to, closing your account or refusing to establish your account.
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20. | | Subscriber Signatures for Product 2 |
Please separately initial each of the representations in paragraph (1) through (5). If a California resident you must also initial paragraph (6), if an Iowa resident you must also initial paragraph (7), if a Kansas resident you must also initial paragraph (8), if a Maine resident you must also initial paragraph (9), if a New Mexico resident you must also initial paragraph (10), if a North Dakota resident you must also initial paragraph (11), if an Ohio resident you must also initial paragraph (12), if an Oklahoma resident you must also initial paragraph (13), if a Oregon resident you must also initial paragraph (14) and if a Texas resident you must also initial paragraph (15). Except in the case of fiduciary accounts, you may not grant any person a power of attorney to make such representations on your behalf.
Please refer to the Prospectus under “Suitability Standards” to verify that you meet the minimum suitability standards imposed by the state of your primary residence.
By signing this Subscription Agreement, you agree to provide the information in 18 and/or 19 and/or 20 and/or 21 and/or 22 of the agreement and confirm the information is true and correct. If we are unable to verify your identity or that of another person authorized to act on your behalf or if we believe we have identified potential criminal activity, we reserve the right to take action as we deem appropriate, including, but not limited to, closing your account or refusing to establish your account.
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21. | | Subscriber Signatures for Product 4 |
Please separately initial each of the representations in paragraph (1) through (5). If a California resident you must also initial paragraph (6), if an Iowa resident you must also initial paragraph (7), if a Kansas resident you must also initial paragraph (8), if a Maine resident you must also initial paragraph (9), if a New Mexico resident you must also initial paragraph (10), if a North Dakota resident you must also initial paragraph (11), if an Oklahoma resident you must also initial paragraph (12) and if an Oregon resident you must also initial paragraph (13). Except in the case of fiduciary accounts, you may not grant any person a power of attorney to make such representations on your behalf.
Please refer to the Prospectus under “Suitability Standards” to verify that you meet the minimum suitability standards imposed by the state of your primary residence.
C-6
By signing this Subscription Agreement, you agree to provide the information in 18 and/or 19 and/or 20 and/or 21 and/or 22 of the agreement and confirm the information is true and correct. If we are unable to verify your identity or that of another person authorized to act on your behalf or if we believe we have identified potential criminal activity, we reserve the right to take action as we deem appropriate, including, but not limited to, closing your account or refusing to establish your account.
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22. | | Subscriber Signatures for RPT |
Please separately initial each of the representations in paragraphs (1) through (5). If an Iowa resident you must also initial paragraph (6), if a Kansas resident you must also initial paragraph (7), if a New Mexico resident you must also initial paragraph (8) and if an Ohio resident you must also initial paragraph (9). Except in the case of fiduciary accounts, you may not grant any person a power of attorney to make such representations on your behalf.
Please refer to the Prospectus under “Suitability Standards” to verify that you meet the minimum suitability standards imposed by the state of your primary residence.
By signing this Subscription Agreement, you agree to provide the information in 18 and/or 19 and/or 20 and/or 21 and/or 22 of the agreement and confirm the information is true and correct. If we are unable to verify your identity or that of another person authorized to act on your behalf or if we believe we have identified potential criminal activity, we reserve the right to take action as we deem appropriate, including, but not limited to, closing your account or refusing to establish your account.
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| | MAILING/PAYMENT INSTRUCTIONS |
PLEASE NOTE: Only original, completed copies of the Subscription Agreement can be accepted. We cannot accept photocopied or otherwise duplicated Subscription Agreements. Faxes of original documents will also be accepted but the original documents must be retained and made available upon request by the fund sponsor.
PRODUCT 3 INVESTORS: The Subscription Agreement, together with a check made payable to “Product 3” for the full purchase price, should be delivered or mailed by your Broker-Dealer or Registered Investment Advisor, as applicable, to:
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Regular Mail Investment Processing Department c/o DST Systems, Inc. P.O. Box 219731 Kansas City, MO 64121-9731 Toll Free: 888.292.3178 | | Overnight Mail Investment Processing Department c/o DST Systems, Inc. 430 W. 7th Street Kansas City, MO 64105 Toll Free: 888.292.3178 | | Subscription Agreements may be faxed to: 855.223.2474 | | | | Payment may be wired to: UMB Bank, N.A. 1010 Grand Boulevard, 4th Floor Kansas City, MO 64106 ABA #: 101000695 Account #: XXXXXXXXX FAO: (Include Account Title) |
C-7
PRODUCT 3 INVESTORS IN PENNSYLVANIA: For Pennsylvania investors; until we have raised the minimum offering amount required in the state of Pennsylvania; the Subscription Agreement, together with a check made payable to “UMB Bank, N.A., as Escrow Agent for Product 3” for the full purchase price, should be delivered by your Broker-Dealer or Registered Investment Advisor, as applicable, to the UMB Bank address below. Please refer to the “Notice to Residents of Pennsylvania Only” section of the Prospectus for additional information regarding the Pennsylvania escrow requirements.
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Regular Mail UMB Bank, N.A. as Escrow Agent for Product 3 c/o DST Systems, Inc. P.O. Box 219731 Kansas City, MO 64121-9731 Toll Free: 888.292.3178 | | Overnight Mail UMB Bank, N.A. as Escrow Agent for Product 3 c/o DST Systems, Inc. 430 W. 7th Street Kansas City, MO 64105 Toll Free: 888.292.3178 | | Subscription Agreements may be faxed to: 855.223.2474 | | | | Payment may be wired to: UMB Bank, N.A. as Escrow Agent for “Product 3” 1010 Grand Boulevard, 4th Floor Kansas City, MO 64106 ABA #: 101000695 Account #: XXXXXXXXX FAO: (Include Account Title) |
PRODUCT 1 INVESTORS: The Subscription Agreement, together with a check made payable to “Product 1” for the full purchase price, should be delivered or mailed by your Broker-Dealer or Registered Investment Advisor, as applicable, to:
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Regular Mail Investment Processing Department c/o DST Systems, Inc. P.O. Box 219731 Kansas City, MO 64121-9731 Toll Free: 888.292.3178 | | Overnight Mail Investment Processing Department c/o DST Systems, Inc. 430 W. 7th Street Kansas City, MO 64105 Toll Free: 888.292.3178 | | Subscription Agreements may be faxed to: 855.223.2474 | | | | Payment may be wired to: UMB Bank, N.A. 1010 Grand Boulevard, 4th Floor Kansas City, MO 64106 ABA #: 101000695 Account #: XXXXXXXXX FAO: (Include Account Title) |
PRODUCT 2 INVESTORS: The Subscription Agreement, together with a check made payable to “Product 2” for the full purchase price, should be delivered or mailed by your Broker-Dealer or Registered Investment Advisor, as applicable, to:
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Regular Mail Investment Processing Department c/o DST Systems, Inc. P.O. Box 219731 Kansas City, MO 64121-9731 Toll Free: 888.292.3178 | | Overnight MailInvestment Processing Department c/o DST Systems, Inc. 430 W. 7th Street Kansas City, MO 64105 Toll Free: 888.292.3178 | | Subscription Agreements may be faxed to: 855.223.2474 | | | | Payment may be wired to: UMB Bank, N.A. 1010 Grand Boulevard, 4th Floor Kansas City, MO 64106 ABA #: 101000695 Account #: XXXXXXXXX FAO: (Include Account Title) |
PRODUCT 2 IN PENNSYLVANIA: Until we have raised the minimum offering amount required in the state of Pennsylvania, the Subscription Agreement, together with a check made payable to “UMB Bank, N.A., as Escrow Agent for Product 2” for the full purchase price, should be delivered by your Broker-Dealer or Registered Investment Advisor, as applicable, to the UMB Bank address below. Please refer to the “Notice to Residents of Pennsylvania Only” section of the Prospectus for additional information regarding the Pennsylvania escrow requirements.
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Regular MailUMB Bank, N.A. as Escrow Agent for Product 2 c/o DST Systems, Inc. P.O. Box 219731 Kansas City, MO 64121-9731 Toll Free: 888.292.3178 | | Overnight MailUMB Bank, N.A. as Escrow Agent for Product 2 c/o DST Systems, Inc. 430 W. 7th Street Kansas City, MO 64105 Toll Free: 888.292.3178 | | Subscription Agreements may be faxed to: 855.223.2474 | | | | Payment may be wired to: UMB Bank, N.A., as Escrow Agent for Product 2 1010 Grand Boulevard, 4th Floor Kansas City, MO 64106 ABA #: 101000695 Account #: XXXXXXXXX FAO: (Include Account Title) |
C-8
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| | MAILING/PAYMENT INSTRUCTIONS, continued |
PRODUCT 4 INVESTORS: Once the applicable minimum offering amount has been raised for Product 4, the Subscription Agreement, together with a check for the portion of your purchase that is for Product 4, can be included as a check made payable to Product 4 or wired to:
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Regular Mail Investment Processing Department c/o DST Systems, Inc. P.O. Box 219731 Kansas City, MO 64121-9731 Toll Free: 888.292.3178 | | Overnight Mail Investment Processing Department c/o DST Systems, Inc. 430 W. 7th Street Kansas City, MO 64105 Toll Free: 888.292.3178 | | Subscription Agreements may be faxed to: 855.223.2474 | | | | Payment may be wired to: UMB Bank, N.A. 1010 Grand Boulevard, 4th Floor Kansas City, MO 64106 ABA #: 101000695 Account #: XXXXXXXXX FAO: (Include Account Title) |
PRODUCT 4 INVESTORS IN PENNSYLVANIA AND WASHINGTON: Until we have raised the minimum offering amount required in the state of Pennsylvania or for Washington investors, the Subscription Agreement, together with a check made payable to “UMB Bank, N.A., as Escrow Agent for Product 4” for the full purchase price, should be delivered by your Broker-Dealer or Registered Investment Advisor, as applicable, to the UMB Bank address below. Please refer to the “Notice to Residents of Pennsylvania Only” section or the “Notice to Residents of Washington Only” of the Prospectus for additional information regarding the Pennsylvania and Washington escrow requirements.
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Regular Mail UMB Bank, N.A. as Escrow Agent for Product 4 c/o DST Systems, Inc. P.O. Box 219731 Kansas City, MO 64121-9731 Toll Free: 888.292.3178 | | Overnight Mail UMB Bank, N.A. as Escrow Agent for Product 4 c/o DST Systems, Inc. 430 W. 7th Street Kansas City, MO 64105 Toll Free: 888.292.3178 | | Subscription Agreements may be faxed to: 855.223.2474 | | | | Payment may be wired to: UMB Bank, N.A., as Escrow Agent for Product 4 1010 Grand Boulevard, 4th Floor Kansas City, MO 64106 ABA #: 101000695 Account #: XXXXXXXXX FAO: (Include Account Title) |
RPT INVESTORS: Once the applicable minimum offering amount has been raised for RPT, the Subscription Agreement, together with a check for the portion of your purchase that is for RPT, can be included as a check made payable to RPT or wired to:
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Regular Mail Investment Processing Department c/o DST Systems, Inc. P.O. Box 219731 Kansas City, MO 64121-9731 Toll Free: 888.292.3178 | | Overnight MailInvestment Processing Department c/o DST Systems, Inc. 430 W. 7th Street Kansas City, MO 64105 Toll Free: 888.292.3178 | | Subscription Agreements may be faxed to: 855.223.2474 | | | | Payment may be wired to: UMB Bank, N.A. 1010 Grand Boulevard, 4th Floor Kansas City, MO 64106 ABA #: 101000695 Account #: 9872012755 FAO: (Include Account Title) |
C-9
RPT INVESTORS IN PENNSYLVANIA: Until we have raised the minimum offering amount required in the state of Pennsylvania for investors, the Subscription Agreement, together with a check made payable to “UMB Bank, N.A., as Escrow Agent for RREEF Property Trust” for the full purchase price, should be delivered by your Broker-Dealer or Registered Investment Advisor, as applicable, to the UMB Bank address below. Please refer to the “Notice to Residents of Pennsylvania Only” section of the Prospectus for additional information regarding the Pennsylvania escrow requirements.
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Regular Mail UMB Bank, N.A. as Escrow Agent for RREEF Property Trust c/o DST Systems, Inc. P.O. Box 219731 Kansas City, MO 64121-9731 Toll Free: 888.292.3178 | | Overnight Mail UMB Bank, N.A. as Escrow Agent for RREEF Property Trust c/o DST Systems, Inc. 430 W. 7th Street Kansas City, MO 64105 Toll Free: 888.292.3178 | | Subscription Agreements may be faxed to: 855.223.2474 | | | | Payment may be wired to: UMB Bank, N.A., as Escrow Agent for RREEF Property Trust 1010 Grand Boulevard, 4th Floor Kansas City, MO 64106 ABA #: 101000695 Account #: 9871976025 FAO: (Include Account Title) |
C-10
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 | | | Product 1 Logo | | | | Product 2 Logo | | | | Product 3 Logo | | | | Product 4 Logo | |
Subscription Agreement
This subscription agreement is not valid for use in AL, AR, KY, MA, MD, NC, NE, NJ and TN.
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Amount of Subscription: | | State of Sale: | | |
| | | | Investment Amount |
Minimum Initial Investment for Product 4, Product 1, Product 2 & Product 3 Only is $2,000 ($2,500 – New York for Product 3 Only) | | | | |
Minimum Initial Investment for RPT Only is $2,500 | | RREEF Property Trust (RPT) | | ................ |
Money Orders, Traveler’s Checks, Starter Checks, Foreign Checks, Counter Checks, Third-Party Checks or Cash cannot be accepted. | | |
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Payment will be made with: | | Product 1 (Product 1) | | ................ |
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¨ Enclosed Checks | | Product 2 (Product 2) | | ................ |
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¨ Funds Wired | | Product 3 (Product 3) | | ................ |
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¨ Funds to Follow | | Product 4 (Product 4) | | ................ |
Investor hereby (1) acknowledges and agrees that, in the event that Investor subscribes for shares and/or units of RPT and/or Product 1 and/or Product 2 and/or Product 3 and/or Product 4 (each an “Issuer”) pursuant to this subscription agreement, this subscription agreement and the information set forth herein will be provided to each Issuer whose shares and/or units Investor subscribes for and, as necessary, the advisors, agents and affiliates of each such Issuer, and (2) consents to this subscription agreement and the information set forth herein being so provided to each Issuer whose shares and/or units Investor subscribes for.
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2. | | Share Class (Product 3 Only) |
Please consult with your financial representative and check one of the following options pertaining to the class of shares you intend to purchase. The Prospectus contains additional information regarding the share classes, including the different fees which are payable with respect to each class.
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¨ Class A Shares | | ¨ Class T Shares | | |
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3. | | Unit Class (Product 2 Only) |
Please consult with your financial representative and check one of the following options pertaining to the class of units you intend to purchase. The Prospectus contains additional information regarding the unit classes, including the different fees which are payable with respect to each class.
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¨ Class A Units | | ¨ Class C Units | | ¨ Class I Units |
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4. | | Share Class (Product 4 Only) |
Please consult with your financial representative and check one of the following options pertaining to the class of shares you intend to purchase. The Prospectus contains additional information regarding the share classes, including the different fees which are payable with respect to each class.
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¨ Class A Shares | | ¨ Class C Shares | | ¨ Class I Shares |
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5. | | Share Class (RPT Only) |
Please consult with your financial representative and check one of the following options pertaining to the class of shares you intend to purchase. The Prospectus contains additional information regarding the share classes, including the different fees which are payable with respect to each class.
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¨ Class A Shares | | ¨ Class B Shares | | |
C-11
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6. | | Account Type – check one box only |
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Account Type | | | | Additional Required Documentation |
¨ Individual | | | | If TOD, Transfer on Death form |
¨ Joint Tenants (WROS)* | | ¨ Tenants in Common* | | If JTWROS TOD, Transfer on Death form |
¨ Community Property* | | *All parties must sign | | |
¨ Trust | | | | Trustee Certification form or trust documents |
¨ Estate | | | | Documents evidencing individuals authorized to act on behalf of estate |
¨ Custodial ¨ UGMA: State of: | | ¨ UTMA: State of: | | None |
¨ Corporation ¨ C Corp | | ¨ S Corp | | Articles of Incorporation or Corporate Resolution |
¨ LLC | | | | LLC Operating Agreement or LLC Resolution |
¨ Partnership | | | | Partnership Certification of Powers or Certificate of Limited Partnership |
¨ Non-Profit Organization | | | | Formation document or other document evidencing authorized signers |
¨ Profit Sharing Plan | | ¨ Defined Benefit Plan | | Pages of plan document that list plan name, date, trustee name(s) and signatures |
¨ KEOGH Plan | | | | |
¨ Traditional IRA ¨ SEP IRA | | ¨ ROTH IRA | | For Inherited IRA indicate Decedent’s name: |
¨ Simple IRA ¨ Inherited IRA | | | | |
¨ Other (Specify) | | | | |
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| | For Non-Qualified Custodial Accounts and All Qualified Accounts, please complete Section 13 |
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7. | | Investor Information (Product 4, Product 1, Product 2 & Product 3 Only) |
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Investor #1 Name | | SSN/Tax ID | | DOB | | |
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Investor #2 Name | | SSN/Tax ID | | DOB | | |
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Street Address | | | | | | |
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City | | State | | Zip Code | | |
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Mailing Address (optional) | | | | | | |
City | | State | | Zip Code | | |
Phone (day) | | Phone (evening) | | | | |
E-mail | | | | | | |
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¨ US Citizen ¨ US Citizen residing outside the US |
¨ Foreign citizen, country: ¨ Check here if you are subject to backup withholding |
C-12
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8. | | Investment Title – SSN or TIN Required (Product 4, Product 1, Product 2 & Product 3 Only) |
Please print names in which shares of common stock and/or units are to be registered. Include trust name if applicable. If IRA or qualified plan, include both custodian and investor names and Tax ID Numbers. If same as above, write “Same.”(This is the name that will appear on your statement.)
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Title Line 1 | | | | |
Title Line 2 | | | | |
SSN/TIN | | | | |
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9. | | Individual or Joint Account (RPT Only) |
For joint accounts, the Social Security number of the primary account owner will be used for IRS reporting.
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Name of primary account owner | | Social Security number | | Date of birth – MM/DD/YYYY |
US residential address (P.O. Box not acceptable) | | City | | State | | ZIP |
Mailing address (if different) | | City | | State | | ZIP |
Daytime phone number Extension E-mail address | | | | |
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¨ US Citizen | | ¨ Resident alien If resident alien, please provide country of citizenship: | | | | |
Select one: ¨ Employed ¨ Not-employed ¨ Retired
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Occupation | | Name of employer | | |
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Address of employer | | City | | State | | ZIP |
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If you checked not-employed or retired, please provide source of income: | | |
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Name of second joint owner (if any) | | Social Security number | | Date of birth – MM/DD/YYYY |
US residential address (P.O. Box not acceptable) | | City | | State | | ZIP |
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¨ US Citizen | | ¨ Resident alien If resident alien, please provide country of citizenship: | | | | |
Select one: ¨ Employed ¨ Not-employed ¨ Retired
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Occupation | | Name of employer | | |
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Address of employer | | City | | State | | ZIP |
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If you checked not-employed or retired, please provide source of income: | | |
Please attach a separate sheet with the above information for each additional owner.
C-13
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10. | | Entity Account (RPT Only) |
Legal documentation proving the existence of the entity must be presented when establishing one of these account types. (Articles of Incorporation Trust or Plan document.)
For a trust or business account, is the entity engaged in internet gambling or support companies engaged in internet gambling?
* Select one: ¨ Yes ¨ No
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Name of legal entity | | Social Security number | | OR | | Tax ID number |
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Street address of legal entity (P.O. Box not acceptable) | | City | | State | | ZIP |
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Mailing address (if different) | | City | | State | | ZIP |
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Daytime phone number | | Extension | | E-mail address | | |
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Date of trust agreement (for trusts only) – MM/DD/YYYY |
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Name of trustee/authorized signer | | Social Security number of trustee/authorized signer | | Date of birth – MM/DD/YYYY | | |
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US residential address (P.O. Box not acceptable) | | City | | State | | ZIP |
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Mailing address (if different) | | City | | State | | ZIP |
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Daytime phone number | | Extension | | E-mail address | | |
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¨ US Citizen | | ¨ Resident alien If resident alien, please provide country of citizenship: | | | | |
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Name of co-trustee/authorized signer | | Social Security number of co-trustee/authorized signer | | Date of birth – MM/DD/YYYY |
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US residential address (P.O. Box not acceptable) | | City | | State | | ZIP |
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Mailing address (if different) | | City | | State | | ZIP |
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Daytime phone number | | Extension | | E-mail address | | |
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¨ US Citizen | | ¨ Resident alien If resident alien, please provide country of citizenship: | | | | |
C-14
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10. | | Entity Account (RPT Only), continued |
¨ Check here if the grantor/settlor is the same as the trustee
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For trust accounts, name of grantor/settlor (if different from trustee) | | Social Security number of grantor/settlor | | Date of birth – MM/DD/YYYY |
US residential address (P.O. Box not acceptable) | | City | | State | | ZIP |
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¨ US Citizen ¨ Resident alien | | If resident alien, please provide country of citizenship: | | | | |
Please attach a separate sheet with the above information for each additional trustee, grantor/settlor, or authorized signer.
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FOR A BUSINESS ACCOUNT (EX: CORPORATION, PARTNERSHIP, ETC.) |
Please provide the industry in which the legal entity operates:
For business accounts, please provide a listing of all ultimate beneficial owners or controlling parties which have an interest equal to or greater than 25% (If there are none, write “none” above name or leave blank)
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Name | | Social Security number | | Date of birth – MM/DD/YYYY |
Street address of legal entity (P.O. Box not acceptable) | | City | | State | | ZIP |
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¨ US Citizen ¨ Resident alien | | If resident alien, please provide country of citizenship: | | | | |
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Name | | Social Security number | | Date of birth – MM/DD/YYYY |
Street address of legal entity (P.O. Box not acceptable) | | City | | State | | ZIP |
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¨ US Citizen ¨ Resident alien | | If resident alien, please provide country of citizenship: | | | | |
Please attach a separate sheet with the above information for each additional ultimate beneficial owner.
C-15
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11. | | UGMA/UTMA Account (RPT Only) |
If the minor’s Social Security number has been applied for, but not yet received, please include a copy of the Social Security card application (Form-SS5). Unless you indicate otherwise, the account will follow the UGMA/UTMA rules for the minor’s state.
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Name of minor | | Social Security number | | Date of birth of minor – MM/DD/YYYY |
Street address (P.O. Box not acceptable) | | City | | State | | ZIP |
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¨ US Citizen ¨ Resident alien | | If resident alien, please provide country of citizenship: | | | | |
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Name of custodian | | Social Security number of custodian | | Date of birth of custodian – MM/DD/YYYY |
US residential address (P.O. Box not acceptable) | | City | | State | | ZIP |
Mailing address (if different) | | City | | State | | ZIP |
Daytime phone number Extension | | E-mail address | | | | |
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¨ US Citizen ¨ Resident alien | | If resident alien, please provide country of citizenship: | | | | |
Select one: ¨ Employed ¨ Not-employed ¨ Retired
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Occupation | | Name of employer |
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Address of employer | | City | | State | | ZIP |
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If you checked not-employed or retired, please provide source of income: | | |
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12. | | Retirement/Savings Plan (RPT Only) |
CUSTODIAN/TRUSTEE
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Name of custodian/trustee | | Tax ID number | | |
US business address | | City | | State | | ZIP |
Mailing address (if different) | | City | | State | | ZIP |
Daytime phone number Extension | | E-mail address | | | | |
PARTICIPANT/EMPLOYEE
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Name of participant/employee | | Social Security number | | Date of birth – MM/DD/YYYY |
US residential address (P.O. Box not acceptable) | | City | | State | | ZIP |
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¨ US Citizen ¨ Resident alien | | | If resident alien, please provide country of citizenship: | | | |
Select one: ¨ Employed ¨ Not-employed ¨ Retired
| | | | | | |
Occupation | | Name of employer | | |
| | | | | | | | |
Address of employer | | City | | State | | ZIP |
| | | | | | |
If you checked not-employed or retired, please provide source of income: | | |
C-16
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13. | | Third Party Custodian Information |
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| | Make checks payable to the custodian and send ALL paperwork directly to the custodian. |
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Custodian Name | | | | |
Custodian Address 1 | | | | |
Custodian Address 2 | | | | |
Custodian City | | State Zip Code |
Custodian Telephone Number | | Trustee Tax Identification Number |
Investor’s Account Number with Custodian | | | | |
Important Note About Proxy Voting:By signing this subscription agreement, Trustee authorizes the investor to vote the number of shares of common stock of RPT and/or Product 1 and/or Product 3 and/or Product 4 and/or units of Product 2 that are beneficially owned by the investor as reflected on the records of RPT and/or Product 1 and/or Product 2 and/or Product 3 and/or Product 4 as of the applicable record date at any meeting of the stockholders of RPT and/or Product 1 and/or Product 3 and/or Product 4 and/or unitholders of Product 2. This authorization shall remain in place until revoked in writing by Trustee. RPT and/or Product 1 and/or Product 2 and/or Product 3 and/or Product 4 is hereby authorized to notify the investor of his or her right to vote consistent with this authorization.
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14. | | Distribution Information (Choose one or more of the following options) |
If you select more than one option you must indicate the percentage of your distribution to be applied to each option and the sum of the allocations must equal 100%.If you do not complete this section, distributions will be paid to the registered owner at the address in Section 7 and/or 9. IRA accounts may not direct distributions without the custodian’s approval.
If you elect to participate in the Distribution Reinvestment Plan, you agree that, if at any time you fail to meet the applicable suitability standards set forth in the then current Prospectus for RPT and/or Product 1 and/or Product 2 and/or Product 3 and/or Product 4, as applicable, you will promptly provide written notification to: RPT and/or Product 1 and/or Product 2 and/or Product 3 and/or Product 4 (as applicable) , c/o DST Systems, Inc, 430 W. 7th Street, Kansas City, MO 64105. This request in no way shifts the responsibility of RPT and/or Product 1 and/or Product 2 and/or Product 3 and/or Product 4’s sponsor, and participating Broker-Dealers and Registered Investment Advisors recommending the purchase of shares and/or units in this offering, to make every reasonable effort to determine that the purchase of shares and/or units in this offering is a suitable and appropriate investment based on information provided by you.
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| | % of Distribution |
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¨ I prefer to participate in the Distribution Reinvestment Plan, as described in the applicable Prospectus for RPT and/or Product 1 and/or Product 2 and/or Product 3 and/or Product 4 | | |
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¨ Send distributions via check to investor’s home address (or for Qualified Plans to the address listed in Section 13) | | |
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¨ Send distributions via check to the alternate payee listed here (not available for Qualified Plans without custodial approval) | | |
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Name | | | | |
Address | | | | |
City | | State Zip Code |
Account Number | | | | |
C-17
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14. | | Distribution Information (Choose one or more of the following options), continued |
¨ Direct Deposit (Attach Voided Check) I authorize RPT and/or Product 1 and/or Product 2 and/or Product 3 and/or Product 4 or its agent to deposit my distributions in the checking or savings account identified below. This authority will remain in force until I notify RPT and/or Product 1 and/or Product 2 and/or Product 3 and/or Product 4 in writing to cancel it. In the event that RPT and/or Product 1 and/or Product 2 and/or Product 3 and/or Product 4 deposits funds erroneously into my account, RPT and/or Product 1 and/or Product 2 and/or Product 3 and/or Product 4 is authorized to debit my account for an amount not to exceed the amount of the erroneous deposit.
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| | | | | | ¨ Checking |
Financial Institution Name | | % of Distribution | | | | ¨ Savings |
ABA/ Routing Number | | Account Number | | | | |
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15. | | Broker – Dealer, Registered Investment Advisor and Financial Representative Information |
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Broker-Dealer Name | | | | |
Representative Name | | | | Rep Number |
Representative’s Firm Name | | | | Branch ID |
Representative’s Address | | | | |
Representative’s City | | State | | Zip Code |
Representative’s Phone | | Representative’s Fax Number | | |
Representative’s E-mail Address | | | | |
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This Subscription was made as follows: | | | | |
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¨ Through a participating Broker-Dealer ¨ Through a participating RIA* unaffiliated with a participating Broker-Dealer | | | | ¨ Shares and/or units are being purchased net of up front commissions (Class A and Class C units only for Product 2 and/or Class A shares only for RPT and/or Product 3 and/ or Product 4) |
* | RIAs must first execute a firm level RIA Placement Agreement with SC Distributors (the Dealer Manager for RPT and/or Product 1 and/or Product 2 and/or Product 3 and/or Product 4) before conducting business. To obtain an RIA Placement Agreement or for additional questions please contact SC Distributors at: 877-907-1148. |
¨ | Volume Discount**: The subscriber is a qualifying purchaser and may combine this purchase for the purpose of qualifying for a volume discount. |
Account to be combined with:
Investor Name:
Account Number:
SSN/TIN:
** | Any combination request will be subject to our verification that the subscriptions to be combined are made by a single qualifying purchaser. Please see “Volume Discounts” section of the prospectus for further information on volume discount qualifications. |
Based on the information I obtained from the subscriber regarding the subscriber’s financial situation and investment objectives, I hereby certify to Product 3 and/or Product 1 and/or Product 2 and/or RPT and/or Product 4 that I have reasonable grounds for believing that the purchase of the shares by the Subscriber is a suitable and appropriate investment for this Subscriber.
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Financial Representative Signature | | Date |
(If required by Broker-Dealer) Branch Manager Signature | | Date |
C-18
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16. | | Limited Liability Company Agreement (Product 2 & Product 4 Only) |
By executing the Subscription Agreement, the undersigned hereby agrees to be bound by the terms of the limited liability operating agreement and any amendments or supplements thereto or cancellations thereof and authorizes Product 2 and/or Product 4 to make all filings of any and all certificates, instruments, agreements or other documents, whether related to the limited liability agreement or otherwise, as may be required or advisable under the laws of the State of Delaware.
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17. | | Electronic Delivery (Optional) |
Instead of receiving paper copies of the Prospectus for Product 3 and/or Product 1 and/or RPT, and Prospectus supplements, annual reports, proxy statements, and other stockbroker communications and reports, you may elect to receive electronic delivery of stockholder communications from Product 3 and/or Product 1 and/or RPT. If you would like to consent to electronic delivery, including pursuant to CD-ROM or electronic mail, please sign and return this election with your Subscription Agreement.
By signing below, I acknowledge and agree that I will not receive paper copies of any stockholder communications unless (i) I notify Product 3 and/or Product 1 and/or RPT that I am revoking this election with respect to all stockholder communications or (ii) I specifically request that Product 3 and/or Product 1 and/or RPT send a paper copy of a particular stockholder communications to me. Product 3 and/or Product 1 and/or RPT has advised me that I have the right to revoke this election at any time and receive all stockholder communications as paper copies through the mail. I also understand that I have the right to request a paper copy of any stockholder communication.
By electing electronic delivery, I understand that I may incur certain costs associated with spending time online and downloading and printing stockholder communications and I may be required to download software to read documents delivered in electronic format. Electronic delivery also involves risks related to system or network outages that could impair my timely receipt of or access to stockholder communications.
For Product 2 and/or Product 4 only, instead of receiving paper copies of the Prospectus, Prospectus supplements, annual reports, proxy statements, and other unitholder communications and reports, you may elect to receive electronic delivery of unitholder communications from Product 2 and/or Product 4. If you would like to consent to electronic delivery please visit our website at www.Product2.com and/or www.Product4.com.
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 | | | | Signature of Investor: | | Date: |
| | | Signature of Joint Investor: | | Date: |
| | | E-mail: (If blank – email from Section 7 and/or 9 will be used) | | |
C-19
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18. | | Subscriber Signatures for Product 3 |
Please separately initial each of the representations below. Except in the case of fiduciary, you may not grant any person or power of attorney to make such representations on your behalf. I hereby acknowledge and/or represent the following:
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Owner | | Co-Owner | | 1. | | I (we) have received the final Prospectus of Product 3 at least five business days before signing the Subscription Agreement. |
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Owner | | Co-Owner | | 2. | | I (we) have (i) a minimum net worth (exclusive of home, home furnishings and personal automobiles) of at least $250,000 or (ii) a minimum net worth (as previously described) of at least $70,000 and a minimum annual gross income of at least $70,000, and, if applicable, I meet the higher net worth and gross income requirements imposed by my (our) state of primary residence as set forth in the Prospectus under “Suitability Standards.” I (we) will not purchase additional shares unless I (we) meet the applicable suitability requirements set forth in the Prospectus at the time of purchase. |
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Owner | | Co-Owner | | 3. | | I (we) acknowledge that there is no public market for the shares and, thus, my investment in shares is not liquid. |
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Owner | | Co-Owner | | 4. | | I (we) am/are purchasing the shares for the account referenced above. |
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Owner | | Co-Owner | | 5. | | I (we) acknowledge that I (we) will not be admitted as a stockholder until my (our) investment has been accepted. The acceptance process includes, but is not limited to, reviewing the Subscription Agreement for completeness and signatures, conducting an Anti-Money Laundering check as required by the USA Patriot Act and payment of the full purchase price of the shares. |
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Owner | | Co-Owner | | 6. | | Iowa: In addition to the general suitability standards listed above, an Iowa investor must have either (a) a minimum net worth of $300,000 (exclusive of home, auto and furnishings) or (b) a minimum annual income of $70,000 and a net worth of $100,000 (exclusive of home, auto and furnishings). In addition, Iowa recommends that an investor’s total investment in this offering or any of its affiliates and any other non exchange traded REIT, not exceed 10% of the Iowa resident’s liquid net worth. “Liquid net worth” for purposes of this investment shall consist of cash, cash equivalents and readily marketable securities. |
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Owner | | Co-Owner | | 7. | | Kansas: It is recommended by the Office of the Securities Commissioner of Kansas that investors limit their aggregate investment in our securities and the securities of other non-traded real estate investment trusts to not more than 10% of their liquid net worth. For these purposes, liquid net worth shall be defined as that portion of total net worth (total assets minus liabilities) that is comprised of cash, cash equivalents, and readily marketable securities, as determined in conformity with Generally Acceptable Accounting Principles. |
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Owner | | Co-Owner | | 8. | | Maine: In addition to the suitability standards noted above, the Maine Office of Securities recommends that an investor’s aggregate investment in this offering and similar direct participation investments not exceed 10% of the investor’s liquid net worth. For this purpose, “liquid net worth” is defined as that portion of net worth that consists of cash, cash equivalents, and readily marketable securities. |
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Owner | | Co-Owner | | 9. | | Missouri: In addition to the general suitability requirements listed above, no more than ten percent (10%) of any investor’s liquid net worth shall be invested in the securities registered by the Issuer for this offering with the Securities Division. |
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Owner | | Co-Owner | | 10. | | New Mexico: In addition to the general suitability standards listed above, a New Mexico investor may not invest more than 10% of their liquid net worth in us, our affiliates and other non-traded real estate investment programs. |
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Owner | | Co-Owner | | 11. | | North Dakota: North Dakota investors must represent that, in addition to the stated net income and net worth standards, they have a net worth of at least ten times their investment in us. |
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Owner | | Co-Owner | | 12. | | Ohio: It shall be unsuitable for an Ohio investor’s aggregate investment in shares of the issuer, affiliates of the issuer, and in other non-traded real estate investment trusts to exceed ten percent (10%) of his or her liquid net worth. “Liquid net worth” shall be defined as that portion of net worth (total assets exclusive of primary residence, home furnishings, and automobiles minus total liabilities) that is comprised of cash, cash equivalents, and readily marketable securities. |
C-20
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18. | | Subscriber Signatures for Product 3, continued |
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Owner | | Co-Owner | | 13. | | Oregon: In addition to the minimum suitability standards described above, an Oregon resident may not exceed ten percent (10%) of the Oregon resident’s liquid net worth in us and our affiliates. |
I ACKNOWLEDGE RECEIPT OF THE PROSPECTUS, WHETHER OVER THE INTERNET, ON A CD-ROM, A PAPER COPY OR ANY OTHER DELIVERY METHOD. IF A SUBSCRIBER’S SUBSCRIPTION IS ACCEPTED, PRODUCT 3 REIT II WILL SEND THE SUBSCRIBER CONFIRMATION OF HIS OR HER PURCHASE AFTER HE OR SHE HAS BEEN ADMITTED AS A STOCKHOLDER.
Substitute W-9: I HEREBY CERTIFY under penalty of perjury (i) that the taxpayer identification number shown on the Subscription is true, correct and complete, (ii) that I am not subject to backup withholding either (a) I am exempt from backup withholding, (b) because I have not been notified that I am subject to backup withholding as a result of a failure to report all interest or distributions, or (c) the Internal Revenue Service has notified me that I am no longer subject to backup withholdings and (iii) I am a U.S. citizen or a U.S. person.
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Signature of Investor: | | Date: |
Signature of Joint Investor or for Qualified Plans, of Trustee/Custodian: | | Date: |
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19. | | Subscriber Signatures for Product 1 |
Please separately initial each of the representations below. Except in the case of fiduciary, you may not grant any person or power of attorney to make such representations on your behalf. I hereby acknowledge and/or represent the following:
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Owner | | Co-Owner | | 1. | | I have received the final Prospectus of Product 1 at least five business days before signing the Subscription Agreement. |
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Owner | | Co-Owner | | 2. | | I have (i) a minimum net worth (exclusive of home, home furnishings and personal automobiles) of at least $250,000 or (ii) a minimum net worth (as previously described) of at least $70,000 and a minimum annual gross income of at least $70,000, and, if applicable, I meet the higher net worth and gross income requirements imposed by my state of primary residence as set forth in the Prospectus under “Suitability Standards.” I will not purchase additional shares unless I meet the applicable suitability requirements set forth in the Prospectus at the time of purchase. |
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Owner | | Co-Owner | | 3. | | I acknowledge that there is no public market for the shares and, thus, my investment in shares is not liquid. |
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Owner | | Co-Owner | | 4. | | I am purchasing the shares for the account referenced above. |
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Owner | | Co-Owner | | 5. | | I acknowledge that I will not be admitted as a stockholder until my investment has been accepted. The acceptance process includes, but is not limited to, reviewing the Subscription Agreement for completeness and signatures, conducting an Anti-Money Laundering check as required by the USA Patriot Act and payment of the full purchase price of the shares. |
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Owner | | Co-Owner | | 6. | | California: In addition to the suitability standards noted above, a California investor’s total investment in us shall not exceed 10% of his or her net worth. |
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Owner | | Co-Owner | | 7. | | Iowa: In addition to the suitability standards noted above, an Iowa investor’s total investment in us shall not exceed 10% of his or her liquid net worth. Liquid net worth is that portion of an investor’s net worth that consists of cash, cash equivalents and readily marketable securities. |
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Owner | | Co-Owner | | 8. | | Kansas: In addition to the suitability standards noted above, it is recommended by the Office of the Kansas Securities Commissioner that Kansas investors not invest, in the aggregate, more than 10% of their liquid net worth in this and other non-traded business development companies. Liquid net worth is defined as that portion of net worth which consists of cash, cash equivalents and readily marketable securities. |
C-21
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19. | | Subscriber Signatures for Product 1, continued |
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Owner | | Co-Owner | | 9. | | Maine: In addition to the suitability standards noted above, the Maine Office of Securities recommends that an investor’s aggregate investment in this offering and similar direct participation investments not exceed 10% of the investor’s liquid net worth. For this purpose, “liquid net worth” is defined as that portion of net worth that consists of cash, cash equivalents, and readily marketable securities. |
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Owner | | Co-Owner | | 10. | | New Mexico: In addition to the suitability standards noted above, a New Mexico resident’s investment should not exceed 10% of his or her liquid net worth in this and other non-traded business development companies. Liquid net worth is defined as that portion of net worth which consists of cash, cash equivalents and readily marketable securities. |
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Owner | | Co-Owner | | 11. | | North Dakota: In addition to the suitability standards noted above, North Dakota requires that shares may only be sold to residents of North Dakota that represent they have a net worth of at least ten times their investment in the issuer and its affiliates and that they meet one of the established suitability standards. |
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Owner | | Co-Owner | | 12. | | Oklahoma: In addition to the suitability standards noted above, an Oklahoma investor must limit his or her investment in Product 1 to 10% of his or her net worth (excluding home, furnishings, and automobiles.) |
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Owner | | Co-Owner | | 13. | | Ohio: In addition to the suitability standards noted above, it shall be unsuitable for an Ohio investor’s aggregate investment in shares of the issuer, affiliates of the issuer, and in other non-traded business development programs to exceed ten percent (10%) of his or her liquid net worth. “Liquid net worth” shall be defined as that portion of net worth (total assets exclusive of home, home furnishings, and automobiles minus total liabilities) that is comprised of cash, cash equivalents, and readily marketable securities. |
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Owner | | Co-Owner | | 14. | | Oregon: In addition to the suitability standards noted above, an Oregon investor must limit his or her investment in Product 1 to 10% of his or her net worth (excluding home, furnishings, and automobiles). |
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Owner | | Co-Owner | | 15. | | Texas: In addition to the suitability standards noted above, Texas residents purchasing shares (i) must have either (a) an annual gross income of at least $100,000 and a net worth of at least $100,000, or (b) a net worth of at least $250,000; and (ii) may not invest more than 10% of their net worth in us. For Texas residents, “net worth” does not include the value of one’s home, home furnishings or automobiles. |
I ACKNOWLEDGE RECEIPT OF THE PROSPECTUS, WHETHER OVER THE INTERNET, ON A CD-ROM, A PAPER COPY OR ANY OTHER DELIVERY METHOD. IF A SUBSCRIBER’S SUBSCRIPTION IS ACCEPTED, PRODUCT 1 WILL SEND THE SUBSCRIBER CONFIRMATION OF HIS OR HER PURCHASE AFTER HE OR SHE HAS BEEN ADMITTED AS A STOCKHOLDER.
By signing below, you also acknowledge that:
• | | You do not expect to be able to sell your shares regardless of how we perform. |
• | | If you are able to sell your shares, you will likely receive less than your purchase price. |
• | | We do not intend to list our shares on any securities exchange during or for what may be a significant time after the offering period, and we do not expect a secondary market in the shares to develop. |
• | | Beginning the second quarter of 2013, we intend to implement a share repurchase program, but only a limited number of shares are eligible for repurchase by us. In addition, any such repurchases will be at a price equal to our most recently disclosed net asset value per share immediately prior to the date of repurchase. |
• | | You may not have access to the money you invest for an indefinite period of time. |
• | | An investment in our shares is not suitable for you if you need access to the money you invest. |
• | | Because you will be unable to sell your shares, you will be unable to reduce your exposure in any market downturn. |
• | | Distributions may be funded from offering proceeds or borrowings, which may constitute a return of capital and reduce the amount of capital available to us for investment. Any capital returned to stockholders through distributions will be distributed after payment of fees and expenses. |
C-22
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19. | | Subscriber Signatures for Product 1, continued |
• | | Previous distributions to stockholders were funded from temporary fee reductions that are subject to repayment to our Adviser. These distributions were not based on our investment performance and may not continue in the future. If our Adviser had not agreed to make expense support payments, these distributions would have come from your paid in capital. The reimbursement of these payments owed to our Adviser will reduce the future distributions to which you would otherwise be entitled. |
Substitute W-9: I HEREBY CERTIFY under penalty of perjury (i) that the taxpayer identification number shown on the Subscription is true, correct and complete, (ii) that I am not subject to backup withholding either (a) I am exempt from backup withholding, (b) because I have not been notified that I am subject to backup withholding as a result of a failure to report all interest or distributions, or (c) the Internal Revenue Service has notified me that I am no longer subject to backup withholdings and (iii) I am a U.S. citizen or a U.S. person.
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Signature of Investor: | | Date: |
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Signature of Joint Investor or for Qualified Plans, of Trustee/Custodian: | | Date: |
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20. | | Subscriber Signatures for Product 2 |
Please separately initial each of the representations below. Except in the case of fiduciary accounts, you may not grant any person or power of attorney to make such representations on your behalf. I hereby acknowledge and/or represent the following:
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Owner | | Co-Owner | | 1. | | A copy of the prospectus of Product 2 has been delivered or made available to me. In addition, I acknowledge that from time to time following the escrow period, the purchase price per unit may change and I can access this information through Product 2’s website. |
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Owner | | Co-Owner | | 2. | | I have (i) a minimum net worth (exclusive of home, home furnishings and personal automobiles) of at least $250,000 or (ii) a minimum net worth (as previously described) of at least $70,000 and a minimum annual gross income of at least $70,000, and, if applicable, I meet the higher net worth and gross income requirements imposed by my state of primary residence as set forth in the Prospectus under “Suitability Standards.” |
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Owner | | Co-Owner | | 3. | | I acknowledge that there is no public market for the units and, thus, my investment in units is not liquid. |
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Owner | | Co-Owner | | 4. | | I am purchasing the units for the account referenced above. |
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Owner | | Co-Owner | | 5. | | I acknowledge that I will not be admitted as a unitholder until my investment has been accepted. The acceptance process includes, but is not limited to, reviewing the Subscription Agreement for completeness and signatures, conducting an Anti-Money Laundering check as required by the USA Patriot Act and payment of the full purchase price of the units. |
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Owner | | Co-Owner | | 6. | | California: In addition to the minimum suitability standards described above, a California investor must have either: (i) a minimum net worth of $350,000 (exclusive of home, auto and furnishings); or (ii) a minimum annual gross income of $85,000 and a net worth of $150,000 (exclusive of home, auto and furnishings). In addition, a California investor’s maximum investment in the issuer may not exceed 10% of such investor’s net worth. |
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Owner | | Co-Owner | | 7. | | Iowa: In addition to the minimum suitability standards described above, the state of Iowa requires that each Iowa investor limit his or her investment in the issuer to a maximum of 10% of his or her liquid net worth, which is defined as cash and/or cash equivalents. |
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Owner | | Co-Owner | | 8. | | Kansas: In addition to the minimum suitability standards described above, it is recommended by the Office of the Kansas Securities Commissioner that Kansas investors not invest, in the aggregate, more than 10% of their liquid net worth in the issuer and other non-traded business development companies. Liquid net worth is defined as that portion of total net worth (total assets minus total liabilities) that is comprised of cash, cash equivalents and readily marketable securities, as determined in conformity with GAAP. |
C-23
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20. | | Subscriber Signatures for Product 2, continued |
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Owner | | Co-Owner | | 9. | | Maine: In addition to the minimum suitability requirements, it is recommended that Maine investors limit their investment in the issuer and in the securities of similar programs to not more than 10% of their liquid net worth. For this purpose, “liquid net worth” is defined as that portion of net worth that consists of cash, cash equivalents and readily marketable securities. |
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Owner | | Co-Owner | | 10. | | New Mexico: In addition to the minimum suitability standards described above, a New Mexico investor’s maximum investment in the issuer may not exceed 10% of such investor’s liquid net worth. |
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Owner | | Co-Owner | | 11. | | North Dakota: In addition to the minimum suitability standards described above, North Dakota investors must represent that, in addition to the standards listed above, they have a net worth of at least ten times their investment in the issuer. |
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Owner | | Co-Owner | | 12. | | Ohio: In addition to the minimum suitability standards described above, an Ohio investor must have a liquid net worth of at least ten times such Ohio resident’s investment in the issuer, the issuer’s affiliates and in other non-traded business development companies. Liquid net worth is defined as that portion of net worth (total assets exclusive of home, home furnishings, and automobiles minus total liabilities) that is comprised of cash, cash equivalents, and readily marketable securities. |
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Owner | | Co-Owner | | 13. | | Oklahoma: In addition to the minimum suitability standards described above, an Oklahoma resident’s investment in the issuer must not exceed ten percent (10%) of their liquid net worth. |
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Owner | | Co-Owner | | 14. | | Oregon: In addition to the minimum suitability standards described above, Oregon investors must have a net worth of at least ten times their investment in the issuer. |
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Owner | | Co-Owner | | 15. | | Texas: Texas residents purchasing units (i) must have either (a) an annual gross income of at least $100,000 and a net worth of at least $100,000, or (b) a net worth of at least $250,000; and (ii) may not invest more than 10% of their net worth in the issuer, the issuer’s affiliates and in other non-traded business development companies. For Texas residents, “net worth” does not include the value of one’s home, home furnishings or automobiles. |
I ACKNOWLEDGE RECEIPT OF THE PROSPECTUS, WHETHER OVER THE INTERNET, ON A CD-ROM, A PAPER COPY OR ANY OTHER DELIVERY METHOD. IF MY SUBSCRIPTION IS ACCEPTED, PRODUCT 2 WILL SEND ME CONFIRMATION OF MY PURCHASE AFTER I HAVE BEEN ADMITTED AS A UNITHOLDER. NO SALE OF UNITS OF PRODUCT 2 MAY BE COMPLETED UNTIL AT LEAST FIVE BUSINESS DAYS AFTER I RECEIVE THE FINAL PROSPECTUS.
The undersigned hereby applies to purchase units in PRODUCT 2 in accordance with the terms and conditions of the limited liability company operating agreement attached as Exhibit A to the Prospectus.
Substitute W-9: I HEREBY CERTIFY under penalty of perjury (i) that the taxpayer identification number shown on the Subscription is true, correct and complete, (ii) that I am not subject to backup withholding either (a) I am exempt from backup withholding, (b) because I have not been notified that I am subject to backup withholding as a result of a failure to report all interest or distributions, or (c) the Internal Revenue Service has notified me that I am no longer subject to backup withholdings, and (iii) I am a U.S. citizen or a U.S. person.
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Signature of Investor: | | Date: |
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Signature of Joint Investor or for Qualified Plans, of Trustee/Custodian: | | Date: |
C-24
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21. | | Subscriber Signatures for Product 4 |
Please separately initial each of the representations below. Except in the case of fiduciary accounts, you may not grant any person or power of attorney to make such representations on your behalf. I hereby acknowledge and/or represent the following:
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Owner | | Co-Owner | | 1. | | A copy of the prospectus of Product 4 has been delivered or made available to me. In addition, I acknowledge that from time to time following the escrow period, the purchase price per share may change and I can access this information through Product 4’s website. |
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Owner | | Co-Owner | | 2. | | I have (i) a minimum net worth (exclusive of home, home furnishings and personal automobiles) of at least $250,000 or (ii) a minimum net worth (as previously described) of at least $70,000 and a minimum annual gross income of at least $70,000, and, if applicable, I meet the higher net worth and gross income requirements imposed by my state of primary residence as set forth in the Prospectus under “Suitability Standards.” |
Owner | | Co-Owner | | 3. | | I acknowledge that there is no public market for the shares and, thus, my investment in shares is not liquid. |
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Owner | | Co-Owner | | 4. | | I am purchasing the shares for the account referenced above. |
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Owner | | Co-Owner | | 5. | | I acknowledge that I will not be admitted as a shareholder until my investment has been accepted. The acceptance process includes, but is not limited to, reviewing the Subscription Agreement for completeness and signatures, conducting an Anti-Money Laundering check as required by the USA Patriot Act and payment of the full purchase price of the shares. |
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Owner | | Co-Owner | | 6. | | California: In addition to the minimum suitability standards listed above, a California investor’s maximum investment in the Issuer may not exceed 10% of such investor’s net worth. |
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Owner | | Co-Owner | | 7. | | Iowa: In addition to the minimum suitability standards described above, the state of Iowa requires that each Iowa investor limit his or her investment in the Issuer to a maximum of 10% of his or her liquid net worth, which is defined as cash or cash equivalents. An Iowa investor must have either (i) a net worth (not including home, furnishings and personal automobiles) of $100,000 and an annual gross income of at least $100,000 or (ii) a net worth of at least $350,000 (not including home, furnishings and personal automobiles). |
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Owner | | Co-Owner | | 8. | | Kansas: In addition to the minimum suitability standards described above, it is recommended by the Office of the Securities Commissioner that Kansas investors limit their aggregate investment in our securities and other non-traded business development companies to no more than 10% of their liquid net worth. For these purposes, liquid net worth shall be defined as that portion of total net worth (total assets minus liabilities) that is comprised of cash, cash equivalents and readily marketable securities, as determined in conformity with generally accepted accounting principles. |
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Owner | | Co-Owner | | 9. | | Maine: In addition to the minimum suitability standards described above, it is recommended that Maine investors limit their investment in us and in the securities of similar programs to not more than 10% of their liquid net worth. For this purpose, “liquid net worth” is defined as that portion of net worth that consists of cash, cash equivalents and readily marketable securities. |
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Owner | | Co-Owner | | 10. | | New Mexico: In addition to the minimum suitability standards described above, an investment by a New Mexico resident may not exceed ten percent (10%) of the New Mexico resident’s liquid net worth in us, our affiliates and other similar non-traded direct participation programs. |
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Owner | | Co-Owner | | 11. | | North Dakota: In addition to the minimum suitability standards described above, North Dakota investors must represent that they have a net worth of at least ten times their investment in us. |
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Owner | | Co-Owner | | 12. | | Oklahoma: In addition to the minimum suitability standards described above, an investment by Oklahoma investors should not exceed 10% of their net worth (not including home, home furnishings and automobiles). |
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21. | | Subscriber Signatures for Product 4, continued |
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Owner | | Co-Owner | | 13. | | Oregon: In addition to the minimum suitability standards described above, an investment by an Oregon resident may not exceed 10 percent (10%) of the Oregon resident’s liquid net worth. |
I ACKNOWLEDGE RECEIPT OF THE PROSPECTUS, WHETHER OVER THE INTERNET, ON A CD-ROM, A PAPER COPY OR ANY OTHER DELIVERY METHOD. IF MY SUBSCRIPTION IS ACCEPTED, PRODUCT 4 WILL SEND ME CONFIRMATION OF MY PURCHASE AFTER I HAVE BEEN ADMITTED AS A SHAREHOLDER. NO SALE OF SHARES OF PRODUCT 4 MAY BE COMPLETED UNTIL AT LEAST FIVE BUSINESS DAYS AFTER YOU RECEIVE THE PROSPECTUS.
The undersigned hereby applies to purchase shares in Product 4 in accordance with the terms and conditions of the limited liability company operating agreement attached as Exhibit A to the Prospectus.
Substitute W-9: I HEREBY CERTIFY under penalty of perjury (i) that the taxpayer identification number shown on the Subscription is true, correct and complete, (ii) that I am not subject to backup withholding either (a) I am exempt from backup withholding, (b) because I have not been notified that I am subject to backup withholding as a result of a failure to report all interest or distributions, or (c) the Internal Revenue Service has notified me that I am no longer subject to backup withholdings, and (iii) I am a U.S. citizen or a U.S. person.
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Signature of Investor: | | Date: |
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Signature of Joint Investor or for Qualified Plans, of Trustee/Custodian: | | Date: |
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22. | | Subscriber Signatures for RPT |
Please separately initial each of the representations below. Except in the case of fiduciary accounts, you may not grant any person or power of attorney to make such representations on your behalf. I hereby acknowledge and/or represent the following:
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Owner | | Co-Owner | | 1. | | I have received the final Prospectus of RPT at least five business days before signing the Subscription Agreement. In addition, I acknowledge that after the end of each business day following the escrow period, I can access the NAV per share for each class of shares through RPT’s website and toll-free automated telephone line. |
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Owner | | Co-Owner | | 2. | | I have (i) a minimum net worth (exclusive of home, home furnishings and personal automobiles) of at least $250,000 or (ii) a minimum net worth (as previously described) of at least $70,000 and a minimum annual gross income of at least $70,000, and, if applicable, I meet the higher net worth and gross income requirements imposed by my state of primary residence as set forth in the Prospectus under “Suitability Standards.” In addition, not more than 10% of my net worth will be invested in shares of RPT, with net worth being defined as that portion of net worth that consists of cash, cash equivalents and readily marketable securities. |
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Owner | | Co-Owner | | 3. | | I acknowledge that there is no public market for the shares and, thus, my investment in shares is not liquid. |
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Owner | | Co-Owner | | 4. | | I am purchasing the shares for the account referenced above. |
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Owner | | Co-Owner | | 5. | | I acknowledge that I will not be admitted as a stockholder until my investment has been accepted. The acceptance process includes, but is not limited to, reviewing the Subscription Agreement for completeness and signatures, conducting an Anti-Money Laundering check as required by the USA Patriot Act and payment of the full purchase price of the shares. |
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Owner | | Co-Owner | | 6. | | Iowa: In addition to the suitability standards noted above, it is recommended by the Iowa Securities Bureau that Iowa investors limit their aggregate investment in us and other non-traded real estate investment trusts to not more than 10% of their liquid net worth, with liquid net worth being defined as that portion of total net worth that consists of cash, cash equivalents and readily marketable securities. |
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22. | | Subscriber Signatures for RPT, continued |
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Owner | | Co-Owner | | 7. | | Kansas:In addition to the suitability standards noted above, it is recommended by the Office of the Kansas Securities Commissioner that purchasers residing in Kansas limit their aggregate investment in the securities of RPT and other non-traded real estate investment trusts to not more than 10% of their liquid net worth, with liquid net worth being defined as that portion of total net worth that consists of cash, cash equivalents and readily marketable securities. |
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Owner | | Co-Owner | | 8. | | New Mexico: In addition to the suitability standards noted above, purchasers residing in New Mexico may not invest more than 10% of their liquid net worth in RPT’s shares, shares of RPT’s affiliates and other non-traded real estate programs, with liquid net worth being defined as that portion of net worth that is comprised of cash, cash equivalents and readily marketable securities. |
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Owner | | Co-Owner | | 9. | | Ohio: In addition to the suitability standards noted above, purchasers residing in Ohio may not invest more than 10% of their liquid net worth in RPT’s shares, shares of RPT’s affiliates and other non-traded real estate investment programs, with liquid net worth being defined as that portion of net worth that is comprised of cash, cash equivalents and readily marketable securities (less liabilities). |
I ACKNOWLEDGE RECEIPT OF THE PROSPECTUS, WHETHER OVER THE INTERNET, ON A CD-ROM, A PAPER COPY OR ANY OTHER DELIVERY METHOD. IF MY SUBSCRIPTION IS ACCEPTED, RPT WILL SEND ME CONFIRMATION OF MY PURCHASE AFTER I HAVE BEEN ADMITTED AS A STOCKHOLDER.
Substitute IRS Form W-9 (required for U.S. investors only): I HEREBY CERTIFY under penalty of perjury (i) that the taxpayer identification number shown on this Subscription Agreement is my correct tax payer identification number, (ii) unless the box below is checked, I am not subject to backup withholding because a) I am exempt from backup withholding; or b) the Internal Revenue Service (IRS) has not notified me that I am subject to backup withholding as a result of failure to report all interest or dividends; or c) the IRS has notified me that I am no longer subject to backup withholding; and (iii) I am a U.S. citizen or other U.S. person.
¨ | Please check this box only if you are subject to backup withholding. Please include a copy of the notification letter you received from the IRS. |
The Internal Revenue Service does not require your consent to any provision of this document other than the certifications to avoid backup withholding.
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Signature of Investor | | Date |
Signature of Joint Investor or for Qualified Plans, of Trustee/Custodian | | Date |
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| | MAILING/PAYMENT INSTRUCTIONS |
PLEASE NOTE: Only original, completed copies of the Subscription Agreement can be accepted. We cannot accept photocopied or otherwise duplicated Subscription Agreements. Faxes of original documents will also be accepted but the original documents must be retained and made available upon request by the fund sponsor.
PRODUCT 3 INVESTORS: The Subscription Agreement, together with a check made payable to “Product 3” for the full purchase price, should be delivered or mailed by your Broker-Dealer or Registered Investment Advisor, as applicable, to:
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Regular Mail Investment Processing Department c/o DST Systems, Inc. P.O. Box 219731 Kansas City, MO 64121-9731 Toll Free: 888.292.3178 | | Overnight Mail Investment Processing Department c/o DST Systems, Inc. 430 W. 7th Street Kansas City, MO 64105 Toll Free: 888.292.3178 | | Subscription Agreements may be faxed to: 855.223.2474 | | | | Payment may be wired to: UMB Bank, N.A. 1010 Grand Boulevard, 4th Floor Kansas City, MO 64106 ABA #: 101000695 Account #: XXXXXXXXX FAO: (Include Account Title) |
PRODUCT 3 INVESTORS IN PENNSYLVANIA: For Pennsylvania investors; until we have raised the minimum offering amount required in the state of Pennsylvania; the Subscription Agreement, together with a check made payable to “UMB Bank, N.A., as Escrow Agent for Product 3” for the full purchase price, should be delivered by your Broker-Dealer or Registered Investment Advisor, as applicable, to the UMB Bank address below. Please refer to the “Notice to Residents of Pennsylvania Only” section of the Prospectus for additional information regarding the Pennsylvania escrow requirements.
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Regular Mail UMB Bank, N.A. as Escrow Agent for Product 3 c/o DST Systems, Inc. P.O. Box 219731 Kansas City, MO 64121-9731 Toll Free: 888.292.3178 | | Overnight Mail UMB Bank, N.A. as Escrow Agent for Product 3 c/o DST Systems, Inc. 430 W. 7th Street Kansas City, MO 64105 Toll Free: 888.292.3178 | | Subscription Agreements may be faxed to: 855.223.2474 | | | | Payment may be wired to: UMB Bank, N.A. as Escrow Agent for “Product 3” 1010 Grand Boulevard, 4th Floor Kansas City, MO 64106 ABA #: 101000695 Account #: XXXXXXXXX FAO: (Include Account Title) |
PRODUCT 1 INVESTORS: The Subscription Agreement, together with a check made payable to “Product 1” for the full purchase price, should be delivered or mailed by your Broker-Dealer or Registered Investment Advisor, as applicable, to:
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Regular Mail Investment Processing Department c/o DST Systems, Inc. P.O. Box 219731 Kansas City, MO 64121-9731 Toll Free: 888.292.3178 | | Overnight Mail Investment Processing Department c/o DST Systems, Inc. 430 W. 7th Street Kansas City, MO 64105 Toll Free: 888.292.3178 | | Subscription Agreements may be faxed to: 855.223.2474 | | | | Payment may be wired to: UMB Bank, N.A. 1010 Grand Boulevard, 4th Floor Kansas City, MO 64106 ABA #: 101000695 Account #: XXXXXXXXX FAO: (Include Account Title) |
PRODUCT 2 INVESTORS: The Subscription Agreement, together with a check made payable to “Product 2” for the full purchase price, should be delivered or mailed by your Broker-Dealer or Registered Investment Advisor, as applicable, to:
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Regular Mail Investment Processing Department c/o DST Systems, Inc. P.O. Box 219731 Kansas City, MO 64121-9731 Toll Free: 888.292.3178 | | Overnight Mail Investment Processing Department c/o DST Systems, Inc. 430 W. 7th Street Kansas City, MO 64105 Toll Free: 888.292.3178 | | Subscription Agreements may be faxed to: 855.223.2474 | | | | Payment may be wired to: UMB Bank, N.A. 1010 Grand Boulevard, 4th Floor Kansas City, MO 64106 ABA #: 101000695 Account #: XXXXXXXXX FAO: (Include Account Title) |
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| | MAILING/PAYMENT INSTRUCTIONS, continued |
PRODUCT 2 IN PENNSYLVANIA: Until we have raised the minimum offering amount required in the state of Pennsylvania, the Subscription Agreement, together with a check made payable to “UMB Bank, N.A., as Escrow Agent for Product 2” for the full purchase price, should be delivered by your Broker-Dealer or Registered Investment Advisor, as applicable, to the UMB Bank address below. Please refer to the “Notice to Residents of Pennsylvania Only” section of the Prospectus for additional information regarding the Pennsylvania escrow requirements.
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Regular Mail UMB Bank, N.A. as Escrow Agent for Product 2 c/o DST Systems, Inc. P.O. Box 219731 Kansas City, MO 64121-9731 Toll Free: 888.292.3178 | | Overnight Mail UMB Bank, N.A. as Escrow Agent for Product 2 c/o DST Systems, Inc. 430 W. 7th Street Kansas City, MO 64105 Toll Free: 888.292.3178 | | Subscription Agreements may be faxed to: 855.223.2474 | | | | Payment may be wired to: UMB Bank, N.A., as Escrow Agent for Product 2 1010 Grand Boulevard, 4th Floor Kansas City, MO 64106 ABA #: 101000695 Account #: XXXXXXXXX FAO: (Include Account Title) |
PRODUCT 4 INVESTORS: Once the applicable minimum offering amount has been raised for Product 4, the Subscription Agreement, together with a check for the portion of your purchase that is for Product 4, can be included as a check made payable to Product 4 or wired to:
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Regular Mail Investment Processing Department c/o DST Systems, Inc. P.O. Box 219731 Kansas City, MO 64121-9731 Toll Free:888.292.3178 | | Overnight Mail Investment Processing Department c/o DST Systems, Inc. 430 W. 7th Street Kansas City, MO 64105 Toll Free:888.292.3178 | | Subscription Agreements may be faxed to: 855.223.2474 | | | | Payment may be wired to: UMB Bank, N.A. 1010 Grand Boulevard, 4th Floor Kansas City, MO 64106 ABA #: 101000695 Account #: XXXXXXXXX FAO: (Include Account Title) |
PRODUCT 4 INVESTORS IN PENNSYLVANIA AND WASHINGTON: Until we have raised the minimum offering amount required in the state of Pennsylvania or for Washington investors, the Subscription Agreement, together with a check made payable to “UMB Bank, N.A., as Escrow Agent for Product 4” for the full purchase price, should be delivered by your Broker-Dealer or Registered Investment Advisor, as applicable, to the UMB Bank address below. Please refer to the “Notice to Residents of Pennsylvania Only” section or the “Notice to Residents of Washington Only” of the Prospectus for additional information regarding the Pennsylvania and Washington escrow requirements.
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Regular Mail UMB Bank, N.A. as Escrow Agent for Product 4 c/o DST Systems, Inc. P.O. Box 219731 Kansas City, MO 64121-9731 Toll Free: 888.292.3178 | | Overnight Mail UMB Bank, N.A. as Escrow Agent for Product 4 c/o DST Systems, Inc. 430 W. 7th Street Kansas City, MO 64105 Toll Free: 888.292.3178 | | Subscription Agreements may be faxed to: 855.223.2474 | | | | Payment may be wired to: UMB Bank, N.A., as Escrow Agent for Product 4 1010 Grand Boulevard, 4th Floor Kansas City, MO 64106 ABA #: 101000695 Account #: XXXXXXXXX FAO: (Include Account Title) |
RPT INVESTORS: Once the applicable minimum offering amount has been raised for RPT, the Subscription Agreement, together with a check for the portion of your purchase that is for RPT, can be included as a check made payable to RPT or wired to:
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Regular Mail Investment Processing Department c/o DST Systems, Inc. P.O. Box 219731 Kansas City, MO 64121-9731 Toll Free: 888.292.3178 | | Overnight Mail Investment Processing Department c/o DST Systems, Inc. 430 W. 7th Street Kansas City, MO 64105 Toll Free: 888.292.3178 | | Subscription Agreements may be faxed to: 855.223.2474 | | | | Payment may be wired to: UMB Bank, N.A. 1010 Grand Boulevard, 4th Floor Kansas City, MO 64106 ABA #: 101000695 Account #: 9872012755 FAO: (Include Account Title) |
C-29
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| | MAILING/PAYMENT INSTRUCTIONS, continued |
RPT INVESTORS IN PENNSYLVANIA: Until we have raised the minimum offering amount required in the state of Pennsylvania for investors, the Subscription Agreement, together with a check made payable to “UMB Bank, N.A., as Escrow Agent for RREEF Property Trust” for the full purchase price, should be delivered by your Broker-Dealer or Registered Investment Advisor, as applicable, to the UMB Bank address below. Please refer to the “Notice to Residents of Pennsylvania Only” section of the Prospectus for additional information regarding the Pennsylvania escrow requirements.
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Regular Mail UMB Bank, N.A. as Escrow Agent for RREEF Property Trust c/o DST Systems, Inc. P.O. Box 219731 Kansas City, MO 64121-9731 Toll Free: 888.292.3178 | | Overnight Mail UMB Bank, N.A. as Escrow Agent for RREEF Property Trust c/o DST Systems, Inc. 430 W. 7th Street Kansas City, MO 64105 Toll Free: 888.292.3178 | | Subscription Agreements may befaxed to: 855.223.2474 | | | | Payment may be wired to: UMB Bank, N.A., as Escrow Agent for RREEF Property Trust 1010 Grand Boulevard, 4th Floor Kansas City, MO 64106 ABA #: 101000695 Account #: 9871976025 FAO: (Include Account Title) |
C-30