UNIT PURCHASE AGREEMENT
THIS UNIT PURCHASE AGREEMENT (this “Agreement”) is made and entered into effective as of June 27, 2024, by and among Generation Income Properties, L.P., a Delaware limited partnership (the “Operating Partnership”) and JCWC Funding, LLC (the “Purchaser”).
RECITALS
WHEREAS, the Operating Partnership desires to issue and sell to the Purchaser, and the Purchaser desires to purchase, an aggregate of Five Hundred Thousand (500,000) Series A Redeemable Preferred Units of the Operating Partnership (collectively, the “Purchased Units”) upon the terms and conditions set forth in this Agreement.
NOW, THEREFORE, in consideration of the foregoing and of the covenants and agreements set forth below, the parties hereto agree as follows:
ISSUANCE OF PURCHASED UNITS
4876-4493-1776.2
REPRESENTATIONS AND WARRANTIES OF THE PURCHASER
The Purchaser represents and warrants to the Operating Partnership that the following statements are true and correct with respect to the Purchaser.
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Representations and Warranties of the Operating Partnership.
The Operating Partnership hereby represents and warrants to the Purchaser as follows:
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COVENANTS AND AGREEMENTS
MISCELLANEOUS
If to the Operating Partnership:
c/o Generation Income Properties, Inc.
401 E. Jackson Street, Suite 3300
Tampa, FL 33602
Attn: David Sobelman
ds@gipreit.com
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with a copy to:
Foley & Lardner LLP
100 N. Tampa Street, Suite 2700
Tampa, FL 33602
Attn: Curt Creely
ccreely@foley.com
If to the Purchaser, the Purchaser’s address set forth on Purchaser’s signature page hereto; and/or to such other respective addresses and/or addressees as may be designated by notice given in accordance with the provisions of this Section 5.1.
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[Signature Page Follows]
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IN WITNESS WHEREOF, the undersigned has caused this Unit Purchase Agreement to be duly and validly executed as of the date first set forth above.
GENERATION INCOME PROPERTIES, L.P.
General Partner:
Generation Income Properties, Inc.
By: /s/ David Sobelman
Name: David Sobelman
Title: Chief Executive Officer
PURCHASER:
/s/ Jeff Cohen
JCWC Funding LLC
7342 Captain Kidd Ave
Sarasota, FL 34231
Jeff@Totalnetllc.com
[signature page to Unit Purchase Agreement]
Exhibit A
GENERATION INCOME PROPERTIES, L.P.
JOINDER AGREEMENT
This JOINDER AGREEMENT (this “Agreement”), dated as of June 27, 2024, is entered into by and between Generation Income Properties, L.P., a Delaware limited partnership (the “Operating Partnership”) (the “Operating Partnership”) and JCWC Funding, LLC (“Joining Party”). Capitalized terms used but not defined in this Joinder Agreement shall have the respective meanings ascribed to them in the Partnership Agreement (as defined below).
BACKGROUND
WHEREAS, the Operating Partnership and its other partners are parties to that certain Amended and Restated Limited Partnership Agreement, dated March 23, 2018, of the Operating Partnership, as amended by that certain First Amendment to the Amended and Restated Limited Partnership Agreement, dated May 21, 2019, that certain Second Amendment to the Amended and Restated Limited Partnership Agreement, dated October 12, 2020, that certain Third Amendment to the Amended and Restated Limited Partnership Agreement, dated August 10, 2023, and that certain Fourth Amendment to the Amended and Restated Limited Partnership Agreement, dated June 27, 2024, by and among the Operating Partnership and the other partners of the Operating Partnership named therein (the “Partnership Agreement”);
WHEREAS, Joining Party desires to be bound by and enjoy the benefits of the Partnership Agreement upon Joining Party’s purchase of Partnership Units.
NOW, THEREFORE, for good and valuable consideration, receipt and adequacy of which are hereby acknowledged, the parties hereto, intending to be legally bound hereby, agree as follows:
IN WITNESS WHEREOF, the parties hereto have caused this Joinder Agreement to be duly executed by their respective authorized officers as of the day and year first above written.
GENERATION INCOME PROPERTIES, L.P.
General Partner:
Generation Income Properties, Inc.
By: /s/ David Sobelman
Name: David Sobelman
Title: Chief Executive Officer
JOINING PARTY
By: __________________________________
Name: JCWC Funding, LLC
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