Common use of Submission of Orders Clause in Contracts

Submission of Orders. Each person desiring to purchase Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for the purchase price of the Offered Shares, subject to any discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Shares (except as otherwise indicated in the Prospectus, in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus). Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint Capital, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment not conforming to the foregoing instructions shall be returned directly to such subscriber not later than the end of the next business day following receipt by the Dealer of such materials. Subscription Agreements and instruments of payment received by the Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (a) Where, pursuant to the internal supervisory procedures of the Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Dealer, the Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agent; and (b) Where, pursuant to the internal supervisory procedures of the Dealer, final internal supervisory review is conducted at a Final Review Office, Subscription Agreements and instruments of payment will be transmitted by the Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. (c) Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paid.

Submission of Orders. (a) Each person desiring to purchase Offered Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for the purchase price of the Offered Shares, subject to any discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Offered Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Offered Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account have been released (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint Capital, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital, Inc.” ” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agent; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow AgentAgent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. The Processing Broker-Dealer shall furnish to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid. (d) The Dealer Manager acknowledges and agrees that the Company reserves the unconditional right to reject any order for any reason.

Submission of Orders. (a) Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the initial amount of $15.00 per share, or such other per share purchase price as the Company’s Board of the Offered Shares, Directors may establish from time to time (subject to any discounted purchase price per Share that may apply available discounts based upon the available discounts volume of shares purchased and for certain categories of purchasers, as specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of 5,000 in Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 100 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons purchasers who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A.Financial Corporation, as escrow agent for NexPoint CapitalSteadfast Apartment REIT, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalSteadfast Apartment REIT, Inc.” ” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfiedobtained, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid. (d) No compensation in connection with the Offering may be paid to the Dealer Manager, Participating Dealers or their affiliates out of the proceeds of the Offering prior to the release of such proceeds from escrow. However, if any such payments are made from sources other than proceeds of the Offering, they shall be made only on the basis of bona fide transactions.

Submission of Orders. Each person desiring Dealer hereby agrees to solicit, as an independent contractor and not as the agent of the Dealer Manager or of the Company (or their affiliates), persons acceptable to the Company to purchase the Shares in pursuant to the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, and in accordance with the event terms of a Follow-On Offering, the applicable Follow-On Prospectus) and . Dealer hereby agrees to deliver to Dealer such completed Subscription diligently make inquiries as required by this Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for the purchase price of the Offered Shares, subject to any discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Shares (except as otherwise indicated in the Prospectus, and as required by all applicable laws of all prospective investors in any letter or memorandum from order to ascertain whether a purchase of the Company to the Dealer Manager, or in any Follow-On Prospectus)Shares is suitable for each such investor. Minimum subsequent purchases of Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus). Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those Those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint Capital▇▇▇▇▇▇ Validus Mission Critical REIT II, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable including, but not limited to “UMB UMB, Bank, N.A., as agent for NexPoint Capitalf/b/o CVREIT II”, or after the Company reaches its minimum offering, to “▇▇▇▇▇▇ Validus Mission Critical REIT II, Inc.” or “CVREIT II.” Checks received by the Dealer which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” ”, to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements Transmittal of received investor funds will be made in accordance with the following procedures: (a) If a Dealer conducts its internal supervisory procedures at the location where subscription documents and instruments checks are initially received, the Dealer shall conduct its suitability review of payment not conforming the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the foregoing instructions shall be returned Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to such subscriber not later than the Company. (b) If a Dealer’s internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must be transmitted to the Final Review Office by noon of the next business day following receipt by the Dealer of the subscription documents and check. The Final Review Office will, by the end of the next business day following receipt by the Dealer of such materials. Subscription Agreements and instruments of payment received by the Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (a) Where, pursuant to the internal supervisory procedures of the Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Dealer, the Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agent; and (b) Where, pursuant to the internal supervisory procedures of the Dealer, final internal supervisory review is conducted at a Final Review Office, Subscription Agreements and instruments of payment will be transmitted by the Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Dealer. The Final Review Office will in turn by noon subscription documents and check, conduct its suitability review of the next business day following receipt thereof by transaction and if the Final Review Office, transmit such Subscription Agreements transaction is suitable and instruments of payment the paperwork is in good order forward (i) the subscription documents to the Escrow Agent or, after Dealer Manager and (ii) the Minimum Offering has been satisfied, to the Company or its designated agent. (c) Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly checks to the Escrow Agent. Dealer shall furnish , prior to the Escrow Agent with each delivery of instruments of payment a list completion of the subscribers showing Minimum Offering. After completion of the nameMinimum Offering, address, tax identification number, state of residence, amount of Shares subscribed for, the Company may instruct the Dealer to forward paperwork in good order and the amount of money paidcheck directly to the Company.

Submission of Orders. The submission of orders for the purchase of Primary Shares shall proceed as follows: (a) Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the purchase price amount of the Offered Shares$10.00 per Share, subject to any discounted purchase price per Share that may apply discounts based upon the available discounts specified in the Prospectus (or, in the event volume of a Follow-On Offering, such amount per Share shares purchased and for certain categories of purchasers as set forth in the applicable Follow-On Prospectus)described above. There shall be a minimum initial purchase by any one purchaser of $2,500 4,000 of Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 100 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons purchasers who purchase Primary Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint Capital, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalNorthStar Real Estate Income II, Inc.” The or “UMB Bank, N.A., as agent for NorthStar Income II.” Thereafter, those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its their checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent “NorthStar Real Estate Income II, Inc.” or the Company, as the case may be, for the aggregate amount of the subscription proceeds. “NorthStar Income II.” (b) The Processing Broker-Dealer receiving a Subscription Agreements Agreement and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfiedobtained, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Submission of Orders. 14.1 Each person desiring to purchase Offered Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) Investor Application and to deliver to the Participating Broker-Dealer or Dealer Manager, as the case may be (the “Processing Broker-Dealer”), such completed Subscription AgreementInvestor Application, together with a check, draft, wire or money order (hereinafter referred to as an a “instrument of paymentSubscription Payment”) for the purchase price of the Offered Shares, subject except for Offered Shares purchased through the networking system of the National Securities Clearing Corporation (“NSCC”), to the extent applicable. To the extent applicable, Offered Shares purchased through the networking system of NSCC will be governed by applicable NSCC rules and procedures, and any discounted purchase price per Share agreement or other arrangement between the Fund, Dealer Manager and Participating Broker-Dealer relating to networking. The Dealer Manager shall ensure that may apply based upon any Participating Broker-Dealer shall only offer to sell and accept Investor Applications and Subscription Payments for Offered Shares in accordance with the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share offering terms and conditions as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company Fund to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent Additional purchases of Offered Shares shall be in increments of $500 per transaction (transaction, except for purchases made pursuant to the DRIP, as otherwise indicated described in any Follow-On the Prospectus). Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater Any minimum purchase amount as may be applicable waived in respect the sole discretion of any greater escrow in respect of subscribers from any state), those persons the Fund. Persons who purchase Offered Shares will be instructed by the Dealer to shall make their checks Subscription Payments payable to “UMB Bank, N.A., as escrow agent for NexPoint Capital, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalOxford Park Income Fund, Inc.” The Dealer Manager may authorize DealerFund will sell the Offered Shares on a continuous basis at prices and in accordance with the offering terms and conditions set forth in and subject to any adjustment described or otherwise provided in the Prospectus. Each person desiring to purchase Offered Shares in the Offering must submit subscriptions for a certain dollar amount, if Dealer is rather than a “$250,000 broker-dealer,” to instruct its customers to make its checks for number of Offered Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Companyand, as the case a result, may be, for the aggregate amount of the subscription proceedsreceive fractional Offered Shares. The Processing Broker-Dealer receiving an Investor Application and Subscription Agreements and instruments of payment Payment not conforming to the foregoing instructions instructions, or for a sale of Offered Shares not meeting the offering terms and conditions set forth in the Prospectus, shall be returned return such Investor Application and Subscription Payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Investor Applications and Subscription Agreements and instruments of payment Payments received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the methods described in this Section 14. Transmittal of received investor funds will be made in accordance with the following methods:procedures. (a) Where, pursuant to 14.2 If the internal supervisory procedures of the Dealer, Processing Broker-Dealer conducts its internal supervisory review is conducted at the same location at which Investor Applications and Subscription Agreements and instruments of payment Payments are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Investor Applications and Subscription Agreements and instruments of payment Payment for deposit to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company Fund or its designated agent; and. (b) Where, pursuant to 14.3 If the internal supervisory procedures of the Dealer, final Processing Broker-Dealer conducts its internal supervisory review is conducted at a different location (the “Final Review Office”), Investor Applications and Subscription Agreements and instruments of payment Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Investor Applications and Subscription Agreements and instruments of payment Payment for deposit to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company Fund or its designated agent. (c) . Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Investor Application and Subscription Agreement and instrument of payment Payment for such account directly for deposit to the Escrow AgentFund or its designated agent. The Processing Broker-Dealer shall furnish to the Escrow Agent Agent, the Fund or its designated agent, as applicable, with each delivery of instruments of payment Subscription Payments a list of the subscribers showing the name, U.S. address, tax identification number, state of residence, amount of Offered Shares subscribed for, for and the amount of money paid.

Submission of Orders. 13.1 Each person desiring to purchase Offered Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement substantially in the form attached as an appendix Appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to the Selected Dealer or Dealer Manager, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an a “instrument of paymentSubscription Payment”) for the purchase price of the Offered Shares, subject . The Dealer Manager shall ensure that any Selected Dealer shall only offer to sell and accept Subscription Agreements and Subscription Payments for classes of Offered Shares that it is authorized to sell pursuant to the Selected Dealer Agreement (including any discounted purchase price per Share that may apply based upon schedules or exhibits thereto) and in accordance with the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share offering terms and conditions as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of any combination of Class A, Class D, or Class T Offered Shares of $2,500 5,000, and a minimum initial purchase of Class I Offered Shares of $500,000 (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company Corporation to the Dealer Manager). Additional purchases of Class A, Class D or Class T Offered Shares shall be in increments of $500 per transaction, or in any Follow-On increments of $50,000 in Class I Offered Shares per transaction, except for purchases made pursuant to the DRP, as described in the Prospectus). Minimum subsequent purchases Any minimum purchase amount may be waived in the sole discretion of Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus)the Corporation. Until such time as Prior to the Company has satisfied Corporation meeting the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state)Offering, those persons who purchase Offered Shares will be instructed by the Dealer to shall make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalFS Investment Corporation IV.” Subsequent to the Corporation raising the Minimum Offering, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Offered Shares will be instructed by the Dealer to shall make their checks payable to “UMB BankFS Investment Corporation IV.” After meeting the Minimum Offering described throughout the Prospectus, N.A.the Corporation will sell the Offered Shares on a continuous basis at prices and in accordance with the offering terms and conditions set forth in and subject to any adjustment described or otherwise provided in the Prospectus. Each person desiring to purchase Offered Shares in the Offering must submit subscriptions for a certain dollar amount, rather than a number of Offered Shares and, as agent for NexPoint Capitala result, Inc.” may receive fractional Offered Shares. The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment Payment not conforming to the foregoing instructions instructions, or for a class of Offered Shares that such Processing Broker-Dealer is not authorized to sell, or for a sale of Offered Shares not meeting the offering terms and conditions set forth in the Prospectus, shall be returned return such Subscription Agreement and Subscription Payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment Subscription Payments received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the methods described in this Section 13. Transmittal of received investor funds will be made in accordance with the following methods:procedures. (a) Where, pursuant to 13.2 If the internal supervisory procedures of the Dealer, Processing Broker-Dealer conducts its internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment Subscription Payments are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment Subscription Payment for deposit to the Escrow Agent orAgent, or after the Minimum Offering has been obtainedachieved, to the Company Corporation or its designated agent; and. (b) Where, pursuant to 13.3 If the internal supervisory procedures of the Dealer, final Processing Broker-Dealer conducts its internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment Subscription Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment Subscription Payment for deposit to the Escrow Agent orAgent, or after the Minimum Offering has been satisfiedachieved, to the Company Corporation or its designated agent. (c) . Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment Subscription Payment for such account directly for deposit to the Escrow Agent, or after the Minimum Offering has been achieved, to the Corporation or its designated agent. The Processing Broker-Dealer shall furnish to the Escrow Agent Agent, the Corporation or its designated agent, as applicable, with each delivery of instruments of payment Subscription Payments a list of the subscribers showing the name, U.S. address, tax identification number, state of residence, amount of Offered Shares subscribed for, for and the amount of money paid.

Submission of Orders. 6.1 Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus and provided by the Company to the Dealer Manager and each Participating Broker-Dealer for use in connection with the Offering (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Participating Broker-Dealer such completed and executed Subscription Agreement, Agreement together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for the purchase price of the Offered Shares, subject to any discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (oramount of such person’s purchase, in which must be at least the event of a Follow-On Offering, such minimum purchase amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Shares (except as otherwise indicated in the Prospectus, in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus). Until such time as the Company has satisfied received and accepted subscriptions for the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state)Account, those persons who purchase Primary Shares will be instructed by the Participating Broker-Dealer to make their checks instruments of payment payable to or for the benefit of “UMB Bank, N.A., as escrow agent Escrow Agent for NexPoint CapitalRREEF Property Trust, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Primary Shares will be instructed by the Participating Broker-Dealer to make their checks instruments of payment payable to or for the benefit of “RREEF Property Trust, Inc.”; provided, however, that investors residing in jurisdictions requiring higher minimum offering amounts will continue to be instructed to make their instruments of payment payable to or for the benefit of “UMB Bank, N.A., as agent Escrow Agent for NexPoint CapitalRREEF Property Trust, Inc.” The Dealer Manager may authorize Dealeruntil the Company has received subscriptions for the applicable minimum offering amount, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly as described in the Prospectus. Purchase orders received by the Company prior to the Dealer, in which case the Dealer will collect the proceeds close of the subscriber’s checks and issue a check made payable to New York Stock Exchange (generally, 4:00 p.m. Eastern time; the order “close of business”) on any business day will be executed at the price per Share of the Escrow Agent class of Shares being purchased calculated at the end of such business day in accordance with the procedures described in the Prospectus. Purchase orders placed after the close of business on any business day, or on a day that is not a business day, will be executed at the Company, as the case may be, for the aggregate amount price per Share of the subscription proceedsclass of Shares being purchased calculated at the end of the next business day in accordance with the procedures described in the Prospectus. No sale of Primary Shares shall be completed until at least five (5) business days after the date on which the subscriber receives a copy of the final Prospectus. 6.2 If the Participating Broker-Dealer receives a Subscription Agreements and instruments Agreement or instrument of payment not conforming to the foregoing instructions instructions, the Participating Broker-Dealer shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Participating Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Participating Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (a) Wherewhere, pursuant to the internal supervisory procedures of the Participating Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Participating Broker-Dealer, the Participating Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtainedreceived, to the Company or its designated agentto such other account or agent as directed by the Company; and (b) Wherewhere, pursuant to the internal supervisory procedures of the Participating Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Participating Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Participating Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Company has received and accepted Subscriptions for the Minimum Offering has been satisfiedand released the proceeds from such subscriptions from the Escrow Account, to the Company or its designated agentto such other account or agent as directed by the Company. (c) 6.3 Notwithstanding the foregoing, with respect to any Primary Shares to be purchased by a custodial account, the Participating Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow AgentAgent or, after the Company has received and accepted Subscriptions for the Minimum Offering and released the proceeds from such Subscriptions from the Escrow Account, to the Company. The Participating Broker-Dealer shall furnish to the Escrow Agent or Company, as applicable, with each delivery of Subscription Agreements and instruments of payment a list of the subscribers purchasers showing the name, address, date of birth, tax identification number, state of residence, residence and dollar amount of Primary Shares subscribed for, and the amount of money paidpurchased.

Submission of Orders. (a) Each person desiring to purchase Offered Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the initial amount of $10.00 per Class A Share, $9.68 per Class T Share, $9.39 per Class D Share and $9.20 per Class I Share until the Fund has achieved the Minimum Offering Requirement, and thereafter at a public offering price equal to the Fund’s NAV plus the applicable selling commissions and/or Dealer Manager Fees, or such other per share purchase price as the Fund’s Board of the Offered Shares, Directors may establish from time to time (subject to any discounted purchase price per Share that may apply available discounts based upon the available discounts volume of shares purchased and for certain categories of purchasers, as specified in the Prospectus (orProspectus). In no event shall the aggregate selling commissions, Dealer Manager Fees and Distribution Fees exceed 8.0% of the gross offering proceeds received in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 4,000 in Class A Shares, Class T Shares and Class D Shares and a $10,000 minimum initial purchase by any one purchaser of Class I Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company Fund to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Offered Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company Fund has satisfied received and accepted subscriptions for at least $3,000,000 in Offered Shares (the “Minimum Offering Requirement”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state)Account, those persons purchasers who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint Capital, Inc.Steadfast Alcentra Global Credit Fund.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital, Inc.” Steadfast Alcentra Global Credit Fund.” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which that conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering Requirement has been obtainedachieved (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), to the Company Fund or its designated agentto such other account or agent as directed by the Fund; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering Requirement has been satisfiedachieved (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), to the Company Fund or its designated agentto such other account or agent as directed by the Fund. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid. (d) No compensation in connection with the Offering may be paid to the Dealer Manager, Participating Dealers or their affiliates out of the proceeds of the Offering prior to the release of such proceeds from the Escrow Account. However, if any such payments are made from sources other than proceeds of the Offering, they shall be made only on the basis of bona fide transactions.

Submission of Orders. Each person desiring 2.1. Subject to purchase Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (andSection 2.2, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for the purchase price of the Offered Shares, subject to any discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Shares (except as otherwise indicated in the Prospectus, in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus). Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A. as escrow agent for Resource Innovation Office REIT, Inc.” or, after the Company raises $2,000,000 in the Offering, including subscriptions received from the Company’s directors, officers and advisor (the “Minimum Offering”), to “Resource Innovation Office REIT, Inc.,” except with respect to investors that reside in any state that has imposed a minimum offering amount higher than the Minimum Offering (each a “State-Required Minimum Offering”). Checks from investors that reside in states that have imposed a State-Required Minimum Offering must be made payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalResource Innovation Office REIT, Inc.” or a reasonable contractor or abbreviation thereofuntil the applicable State-Required Minimum Offering has been achieved. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue Any Counterparty receiving a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment not conforming to the foregoing instructions shall be returned will return such check directly to such subscriber not later than the end of the next business day following receipt by the Dealer of such materialsits receipt. Subscription Agreements and instruments of payment received by the Dealer which conform Each Counterparty receiving a subscriber’s check that conforms to the foregoing instructions shall be transmitted for deposit pursuant will deliver such check to one the escrow agent, the Company or the Dealer Manager, or as otherwise directed by the Company or the Dealer Manager, as applicable, no later than the close of business of the following methods: (a) Where, pursuant to the internal supervisory procedures first business day after receipt of the Dealer, internal supervisory review subscription documents by the Counterparty. 2.2. Counterparty may utilize the custodial or administrative services of a third party that is conducted at not acting as an underwriter or participating broker-dealer in the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon offering of the next business day following receipt by Class A Shares (a “Third Party Administrator”). In such cases, instead of the DealerCounterparty forwarding a subscription document and check from the subscriber, the Dealer will Third Party Administrator may aggregate funds collected from subscribers and transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, such funds to the Company or its designated agent; and (b) WhereDealer Manager and forward the related subscription documentation. Counterparty’s utilization of any such Third Party Administrator is conditioned on the Company and such Third Party Administrator entering into a prior written agreement, pursuant satisfactory to the internal supervisory Company in its sole discretion, addressing the procedures of the Dealer, final internal supervisory review is conducted at a Final Review Office, Subscription Agreements by which such funds and instruments of payment will be subscription documentation are transmitted by the Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. (c) Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow AgentManager. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list Utilization of the subscribers showing services of a Third Party Administrator will not relieve the name, address, tax identification number, state Counterparty of residence, amount any of Shares subscribed for, and the amount of money paidits obligations set forth in this Agreement.

Submission of Orders. Each person desiring to purchase Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for the purchase price of the Offered Shares, subject to any discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Shares (except as otherwise indicated in the Prospectus, in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus). Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those 14.1 Those persons who purchase Shares will be instructed by the Dealer Manager or the Dealer to make their checks payable to “UMB Bank, N.A."Trust Company of America, as escrow agent for NexPoint Capital, Inc.” or a reasonable contractor or abbreviation thereofNNN H/O REIT" unless and until the Minimum Offering is obtained. Thereafter, those persons who purchase Shares will be instructed by the Dealer Manager or the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital"NNN Healthcare/Office REIT, Inc.” " The Dealer Manager may authorize Dealercertain Dealers who have "net capital," as defined in the applicable federal securities regulations, if Dealer is a “of $250,000 broker-dealer,” or more to instruct its their customers to make its their checks for Shares subscribed for payable directly to the Dealer. In such case, in which case the Dealer will collect the proceeds of the subscriber’s subscribers' checks and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, Company for the aggregate amount of the subscription proceedsproceeds or wire such funds to the Escrow Agent. Subscription Agreements The Dealer Manager and instruments of payment any Dealer receiving a check prior to the time that the Minimum Offering is obtained that does not conforming conform to the foregoing instructions shall be returned promptly return such check directly to such subscriber not later than the end of the next business day following receipt subscriber. Checks received by the Dealer of such materials. Subscription Agreements and instruments of payment received by the Manager or Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods:methods described in this Section 14. (a) Where, pursuant to the internal supervisory procedures of the Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Dealer, 14.2 If the Dealer will transmit the Subscription Agreements and instruments of payment Manager or any Dealer receives a check that is made payable to the Escrow Agent or, after the Minimum Offering has been is obtained, to the Dealer Manager or Dealer shall deposit such check with the Escrow Agent. 14.3 It is understood and agreed that the Company or reserves the right in its designated agent; and (b) Where, pursuant sole discretion to the internal supervisory procedures refuse to sell any of the DealerShares to any person. A sale of a Share shall be deemed to be completed if and only if (i) the Company has received a properly completed and executed subscription documents, final internal supervisory review is conducted at a Final Review Officetogether with payment of the full purchase price of each purchased Share, Subscription Agreements from or on behalf of an investor who satisfies the applicable suitability standards and instruments of payment will be transmitted minimum purchase requirements set forth in the Registration Statement as determined by the Dealer to Manager in accordance with the Final Review Office by the end provisions of the next business day following receipt thereof by the Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements this Agreement and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to (ii) the Company or its designated agenthas accepted such subscription. (c) Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paid.

Submission of Orders. Each person desiring to purchase Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the purchase price amount of the Offered Shares$10.00 per Share subscribed for, subject to any or such discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 2,000 of Shares (except as otherwise indicated in the Prospectus, in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus). Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint Capital, Inc.Sierra Income Corporation” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital, Inc.Sierra Income Corporation” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment not conforming to the foregoing instructions shall be returned directly to such subscriber not later than the end of the next second business day following receipt by the Dealer of such materials. Subscription Agreements and instruments of payment received by the Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (a) Where, pursuant to the internal supervisory procedures of the Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Dealer, the Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agent; and (b) Where, pursuant to the internal supervisory procedures of the Dealer, final internal supervisory review is conducted at a Final Review Office, Subscription Agreements and instruments of payment will be transmitted by the Dealer to the Final Review Office by the end of business of the next business day following receipt thereof by the Dealer. The Final Review Office will in turn by noon end of business of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. (c) Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paid.

Submission of Orders. Each person desiring to purchase Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to the Selected Dealer such completed and executed Subscription Agreement, Agreement together with a check, draft, check or wire or money order transfer (hereinafter referred to as an “instrument of payment”) in the amount of such person’s purchase, which must be at least the minimum purchase amount set forth in the Prospectus. Those persons who purchase Shares will be instructed by the Selected Dealer to make their instruments of payment payable to or for the purchase price benefit of “UMB Bank, N.A., as Escrow Agent for Apollo Realty Income Solutions, Inc.” as described in the Offered SharesProspectus and Subscription Agreement for any Offering in which there is a minimum offering contingency described in the Prospectus, subject to including any discounted purchase price per Share that may apply based upon the available discounts specified continuing escrow obligations imposed by certain states as described in the Prospectus (or, the “Minimum Offering”) that has not yet been satisfied. If no such Minimum Offering is applicable or has already been satisfied in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Shares (except as otherwise indicated in accordance with the Prospectus, in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus). Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), then those persons who purchase Shares will be instructed by the Selected Dealer to make their checks instruments of payment payable to or for the benefit of “UMB Bank, N.A., as escrow agent for NexPoint CapitalApollo Realty Income Solutions, Inc.” or after the escrow period. Purchase orders that include (a) instruments of payment received by the Company at least two (2) business days prior to the first calendar day of the month and (b) a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed completed and executed Subscription Agreement in good order received by the Company at least five (5) business days prior to the first calendar day of the month (unless waived by the Dealer to make their checks payable to “UMB Bank, N.A., Manager) will be executed as agent for NexPoint Capital, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriberfirst calendar day of each month (based on the prior month’s checks and issue transaction price). Subscribers may not submit an initial purchase order until at least five (5) business days after the date on which the subscriber receives a check made payable to the order copy of the Escrow Agent or Prospectus. Any repurchase requests must be made in accordance with the applicable procedures described in the Company’s offering document, the Company’s Share Repurchase Plan (as defined below), and applicable law, rules, and regulations. The parties acknowledge and agree that a repurchase request is not received in good order unless the case may be, for repurchase request and all required documentation is complete and received by the aggregate amount of Company’s transfer agent by the subscription proceedsapplicable repurchase request deadline described in the Company’s offering document or otherwise specified by the Company in writing. If the Selected Dealer receives a Subscription Agreements and instruments Agreement or instrument of payment not conforming to the foregoing instructions instructions, as further described in the Prospectus the Selected Dealer shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next business day following receipt by the Dealer of such materialsits receipt. Subscription Agreements and instruments of payment received by the Selected Dealer which that conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (a) methods described in this Section II. Transmittal of received investor funds will be made in accordance with the procedures set forth below. Where, pursuant to the Selected Dealer’s internal supervisory procedures of the Dealerprocedures, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, Subscription Agreements and instruments of payment will be transmitted by noon the end of the next business day following receipt by the DealerSelected Dealer for deposit to the escrow agent described in the Prospectus and Subscription Agreement for any Offering in which a Minimum Offering is applicable and has not yet been satisfied. If no such Minimum Offering is applicable or has been satisfied in accordance with the Prospectus, the Dealer will transmit the Subscription Agreements Agreement and instruments of payment to will be transmitted by the Escrow Agent or, after end of the Minimum Offering has been obtained, next business day following receipt by the Selected Dealer to the Company or its designated agent; and (b) agent as set forth in the Subscription Agreement or as otherwise directed by the Company. Where, pursuant to the Selected Dealer’s internal supervisory procedures of the Dealerprocedures, final internal supervisory review is conducted at a Final Review Officedifferent location, Subscription Agreements and instruments of payment will be transmitted by the end of the next business day following receipt by the Selected Dealer to the office of the Selected Dealer conducting such final internal supervisory review (the “Final Review Office”). The Final Review Office will in turn, by the end of the next business day following receipt thereof by the Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment for deposit to the Escrow Agent or, after escrow agent described in the Prospectus and Subscription Agreement for any Offering in which a Minimum Offering is applicable and has not yet been satisfied. If no such Minimum Offering is applicable or has been satisfiedsatisfied in accordance with the Prospectus, then the Final Review Office will, by the end of the next business day following receipt by the Final Review Office, transmit such Subscription Agreement and instruments of payment to the Company or its designated agent. (c) Notwithstanding agent as set forth in the foregoing, with respect to any Shares to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to or as otherwise directed by the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paidCompany.

Submission of Orders. (a) Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the initial amount of $25.00 per Class A Share, $22.50 per Class R Share and $23.81 per Class T Share, or such other per share purchase price as the Company’s Board of the Offered Shares, Directors may establish from time to time (subject to any discounted purchase price per Share that may apply available discounts based upon the available discounts volume of shares purchased and for certain categories of purchasers, as specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of 5,000 in Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 100 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons purchasers who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalSteadfast Apartment REIT III, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalSteadfast Apartment REIT III, Inc.” ” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which that conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon the end of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtainedobtained (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon the end of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfiedobtained (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid. (d) No compensation in connection with the Offering may be paid to the Dealer Manager, Participating Dealers or their affiliates out of the proceeds of the Offering prior to the release of such proceeds from the Escrow Account. However, if any such payments are made from sources other than proceeds of the Offering, they shall be made only on the basis of bona fide transactions.

Submission of Orders. Each person desiring to purchase Shares in the Offering (and/or in any the Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (and, in the event of a the Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for the purchase price of the Offered Shares, subject to any discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a the Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Shares (except as otherwise indicated in the Prospectus, in any letter or memorandum from the Company to the Dealer Manager, or in any the Follow-On Prospectus). Minimum subsequent purchases of Shares shall be $500 per transaction (except as otherwise indicated in any the Follow-On Prospectus). Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalMultifamily Realty Trust, Inc.” or a reasonable contractor contraction or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalMultifamily Realty Trust, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment not conforming to the foregoing instructions shall be returned directly to such subscriber not later than the end of the next business day following receipt by the Dealer of such materials. Subscription Agreements and instruments of payment received by the Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (a) Where, pursuant to the internal supervisory procedures of the Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Dealer, the Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agent; and (b) Where, pursuant to the internal supervisory procedures of the Dealer, final internal supervisory review is conducted at a Final Review Office, Subscription Agreements and instruments of payment will be transmitted by the Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. (c) Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow AgentAgent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. Dealer shall furnish to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent, with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paid.

Submission of Orders. (a) Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the purchase price amount of the Offered Shares$10.00 per Share, subject to any or such discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 1,000 of Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 100 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB ▇▇▇▇▇ Fargo Bank, N.A.NA, as escrow agent Escrow Agent for NexPoint CapitalTNP Strategic Retail Trust, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalTNP Strategic Retail Trust, Inc.” ” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfiedobtained, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Submission of Orders. (a) Each person desiring to purchase Shares Offered Units in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, check in U.S. dollars or by wire or money order transfer of immediately available funds (hereinafter referred to as an “instrument of payment”) for initially in the purchase price amount of the Offered Shares$10.00 per Class A Unit, subject to any $9.576 per Class C Unit and $9.186 per Class I Unit subscribed for, or such discounted purchase price per Share Unit that may apply based upon the available discounts specified in the Prospectus (orProspectus; provided that if the Company adjusts the price per Primary Unit and the price per DRIP Unit, as described in the event initial paragraph of a Follow-On Offeringthis Agreement, such amount per Share as set forth in the applicable Follow-On Prospectus)purchase price of each class of Offered Units will be adjusted accordingly. There shall be a minimum initial purchase by any one purchaser of $2,500 2,000 of Shares Offered Units (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares Offered Units shall be $500 per transaction (transaction, except as otherwise indicated in any Follow-On Prospectus)for purchases made pursuant to the Company’s distribution reinvestment plan. Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares Offered Units will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalTriLinc Global Impact Fund, Inc.” or LLC”. (b) The Processing Broker-Dealer receiving a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end ten business days of the next business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end of business of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon end of business of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Shares Offered Units to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow AgentAgent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. The Processing Broker-Dealer shall furnish to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares Offered Units subscribed for, and the amount of money paid. (d) The Dealer Manager acknowledges and agrees that the Company reserves the unconditional right to reject any order for any reason.

Submission of Orders. Each person desiring 2.1. Subject to purchase Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (andSection 2.2, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for the purchase price of the Offered Shares, subject to any discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Shares (except as otherwise indicated in the Prospectus, in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus). Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., N.A. as escrow agent Escrow Agent for NexPoint CapitalResource Real Estate Opportunity REIT II, Inc.” or, after the Company raises $2,000,000.00 in the Offering from persons not affiliated with the Company or a reasonable contractor or abbreviation thereofits advisor (the “Minimum Offering”), to “Resource Real Estate Opportunity REIT II, Inc.,” except with respect to Pennsylvania investors. Thereafter, those persons who purchase Shares will Checks from Pennsylvania investors must be instructed by the Dealer to make their checks made payable to “UMB Bank, N.A., N.A. as agent Escrow Agent for NexPoint CapitalResource Real Estate Opportunity REIT II, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “until $250,000 broker-dealer,” to instruct 50,000,000.00 (or such other amount as set forth in the Prospectus) has been raised in the Offering from persons not affiliated with the Company or its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check advisor. Checks from Ohio investors must be made payable to the order of the “UMB Bank, N.A. as Escrow Agent for Resource Real Estate Opportunity REIT II, Inc.” until $20,000,000.00 (or such other amount as set forth in the CompanyProspectus) has been raised in the Offering from persons not affiliated with the Company or its advisor. Checks from New York investors must be made payable to “UMB Bank, N.A. as Escrow Agent for Resource Real Estate Opportunity REIT II, Inc.” until $2,500,000.00 (or such other amount as set forth in the case may be, for Prospectus) has been raised in the aggregate amount of Offering from persons not affiliated with the subscription proceedsCompany or its advisor. Subscription Agreements and instruments of payment Any Counterparty receiving a check not conforming to the foregoing instructions shall be returned will return such check directly to such subscriber not later than the end of the next business day following receipt by the Dealer of such materialsits receipt. Subscription Agreements and instruments of payment received by the Dealer which conform Each Counterparty receiving a subscriber’s check that conforms to the foregoing instructions shall be transmitted for deposit pursuant will deliver such check to one the escrow agent, the Company or the Dealer Manager, or as otherwise directed by the Company or the Dealer Manager, as applicable, no later than the close of business of the following methods: (a) Where, pursuant to the internal supervisory procedures first business day after receipt of the Dealer, internal supervisory review subscription documents by the Counterparty. 2.2. Counterparty may utilize the custodial or administrative services of a third party that is conducted at not acting as an underwriter or participating broker-dealer in the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon offering of the next business day following receipt by Shares (a “Third Party Administrator”). In such cases, instead of the DealerCounterparty forwarding a subscription document and check from the subscriber, the Dealer will Third Party Administrator may aggregate funds collected from subscribers and transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, such funds to the Company or its designated agent; and (b) WhereDealer Manager and forward the related subscription documentation. Counterparty’s utilization of any such Third Party Administrator is conditioned on the Company and such Third Party Administrator entering into a prior written agreement, pursuant satisfactory to the internal supervisory Company in its sole discretion, addressing the procedures of the Dealer, final internal supervisory review is conducted at a Final Review Office, Subscription Agreements by which such funds and instruments of payment will be subscription documentation are transmitted by the Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. (c) Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow AgentManager. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list Utilization of the subscribers showing services of a Third Party Administrator will not relieve the name, address, tax identification number, state Counterparty of residence, amount any of Shares subscribed for, and the amount of money paidits obligations set forth in this Agreement.

Submission of Orders. (a) Each person desiring to purchase Offered Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for the purchase price of the Offered Shares, subject to any discounted purchase price per Offered Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Offered Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Offered Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account have been released (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalMultifamily Realty Trust, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalMultifamily Realty Trust, Inc.” ” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agent; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow AgentAgent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. The Processing Broker-Dealer shall furnish to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid. (d) The Dealer Manager acknowledges and agrees that the Company reserves the unconditional right to reject any order for any reason.

Submission of Orders. (a) Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the initial amount of $25.00 per share, or such other per share purchase price as the Company’s Board of the Offered Shares, Directors may establish from time to time (subject to any discounted purchase price per Share that may apply available discounts based upon the available discounts volume of shares purchased and for certain categories of purchasers, as specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of in Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons purchasers who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalM▇▇▇▇ National REIT II, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalM▇▇▇▇ National REIT II, Inc.” ” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfiedobtained, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow AgentAgent or, after the Minimum Offering has been obtained, to the Company or to such other account agent as directed by the Company. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid. (d) No compensation in connection with the Offering may be paid to the Dealer Manager, Participating Dealers or their affiliates out of the proceeds of the Offering prior to the release of such proceeds from escrow. However, if any such payments are made from sources other than proceeds of the Offering, they shall be made only on the basis of bona fide transactions.

Submission of Orders. 13.1 Each person desiring to purchase Offered Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix Appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to the Selected Dealer or Dealer Manager, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an a “instrument of paymentSubscription Payment”) for the purchase price of the Offered Shares, subject to any discounted purchase price per Share discount that may apply based upon the available volume of Offered Shares purchased pursuant to the schedule of discounts and procedures specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of 5,000 in Offered Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company Fund to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Offered Shares shall be $500 per transaction (transaction, except for purchases made pursuant to the distribution reinvestment plan, as otherwise indicated described in any Follow-On the Prospectus). Until such time as Prior to the Company has satisfied Fund meeting the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state)Offering, those persons who purchase Offered Shares will be instructed by the Dealer to shall make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalFS Energy and Power Fund.” Subsequent to the Fund raising the Minimum Offering, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Offered Shares will be instructed by the Dealer to shall make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalFS Energy and Power Fund.” After meeting the Minimum Offering described throughout the Prospectus, Inc.the Fund will sell the Offered Shares on a continuous basis at a price of $10.00 per Offered Share, subject to any adjustment described or otherwise provided in the “Plan of Distribution” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds section of the subscriber’s checks and issue Prospectus. Each person desiring to purchase Offered Shares in the Offering must submit subscriptions for a check made payable to the order certain dollar amount, rather than a number of the Escrow Agent or the CompanyOffered Shares and, as the case a result, may be, for the aggregate amount of the subscription proceedsreceive fractional Offered Shares. The Processing Broker-Dealer receiving a Subscription Agreements Agreement and instruments of payment Subscription Payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and Subscription Payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment Subscription Payments received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the methods described in this Section 13. Transmittal of received investor funds will be made in accordance with the following methods: (a) Where, pursuant procedures. The Dealer Manager may authorize certain Selected Dealers that are “$250,000 broker-dealers” to instruct their customers to make their checks for Offered Shares subscribed for payable directly to the internal supervisory procedures Selected Dealer. In such case, the Selected Dealer will collect the proceeds of the Dealersubscribers’ checks and issue a check or wire transfer for the aggregate amount of the subscription proceeds made payable (1) prior to the Fund raising the Minimum Offering, to “UMB Bank, N.A., as escrow agent for FS Energy and Power Fund” and (2) subsequent to the Fund raising the Minimum Offering, to “UMB Bank, N.A., as agent for FS Energy and Power Fund.” 13.2 If the Processing Broker-Dealer conducts its internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment Subscription Payments are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment Subscription Payment for deposit to the Escrow Agent orAgent, or after the Minimum Offering has been obtainedachieved, to the Company Fund or its designated agent; and. (b) Where, pursuant to 13.3 If the internal supervisory procedures of the Dealer, final Processing Broker-Dealer conducts its internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment Subscription Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment Subscription Payment for deposit to the Escrow Agent orAgent, or after the Minimum Offering has been satisfiedachieved, to the Company Fund or its designated agent. (c) . Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment Subscription Payment for such account directly for deposit to the Escrow Agent, or after the Minimum Offering has been achieved, to the Fund or its designated agent. The Processing Broker-Dealer shall furnish to the Escrow Agent Agent, the Fund or its designated agent, as applicable, with each delivery of instruments of payment Subscription Payments a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Submission of Orders. Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the amount of $10.00 per Share. The Company shall submit an electronic copy of each Subscription Agreement it receives to the Processing Broker-Dealer within twenty-four (24) hours of receipt thereof. Thereafter, Primary Shares will be offered and sold at a purchase price of the Offered Shares$10.00 per Share, subject to any or such discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 2,500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied received and accepted subscriptions for at least 250,000 Primary Shares (the “Minimum Offering Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent Escrow Agent for NexPoint CapitalBluerock Enhanced Multifamily Trust, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalBluerock Enhanced Multifamily Trust, Inc.” The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (a) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (b) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfiedobtained, to the Company or its designated agent. (c) to such other account or agent as directed by the Company. Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Submission of Orders. Each person desiring to purchase Offered Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix Appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Selected Dealer or Dealer Manager, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, draft or wire or money order (hereinafter referred to as an a “instrument of paymentSubscription Payment”) for the purchase price of the Offered Shares, subject . Selected Dealer shall only offer to any discounted purchase price per Share sell and accept completed Subscription Agreements and Subscription Payments for classes of Offered Shares that may apply based upon it is authorized to sell on Schedule 1 to this Agreement and in accordance with the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share offering terms and conditions as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 5,000 in Class D, Class M, Class T and Class T-C Offered Shares and of $1,000,000 for Class I Offered Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent Additional purchases of Offered Shares shall be in increments of $500 per transaction transaction, except for purchases made pursuant to the Company’s distribution reinvestment plan (except “DRP”), as otherwise indicated described in any Follow-On the Prospectus). Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater Any minimum purchase amount as may be applicable waived in respect the discretion of any greater escrow in respect of subscribers from any state), those persons the Company’s board or the Adviser. Persons who purchase Offered Shares will be instructed by the Dealer to shall make their checks payable to “UMB BankFS Credit Real Estate Income Trust.” Each person desiring to purchase Offered Shares in the Offering must submit subscriptions for a certain dollar amount, N.A.rather than a number of Offered Shares and, as escrow agent for NexPoint Capitala result, Inc.” or may receive fractional Offered Shares. Subscribers may not submit an initial purchase order until at least five (5) business days after the date on which the subscriber receives a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds copy of the subscriber’s checks Prospectus. The Processing Broker-Dealer receiving a Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment Payment not conforming to the foregoing instructions or for a class of Offered Shares that such Processing Broker-Dealer is not authorized to sell on Schedule 1 of this Agreement, or for a sale of Offered Shares not meeting the offering terms and conditions of the Prospectus, shall be returned return such Subscription Agreement and Subscription Payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment Subscription Payments received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods:methods described in this Section II. If Selected Dealer instructs its customers to make its check for Offered Shares subscribed for payable directly to Selected Dealer, in which case Selected Dealer will collect the proceeds of the subscriber’s check and issue a check for the aggregate amount of the subscription proceeds made payable to the order of “FS Credit Real Estate Income Trust,” Selected Dealer represents that it is a “$250,000” broker dealer. (a) Where, pursuant to If the internal supervisory procedures of the Dealer, Processing Broker-Dealer conducts its internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment Subscription Payments are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment Subscription Payment for deposit to the Escrow Agent orAgent, or after the Minimum Offering has been obtainedachieved, to the Company or its designated agent; and. (b) Where, pursuant to If the internal supervisory procedures of the Dealer, final Processing Broker-Dealer conducts its internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment Subscription Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment Subscription Payment for deposit to the Escrow Agent orAgent, or after the Minimum Offering has been satisfiedachieved, to the Company or its designated agent. (c) . Selected Dealer understands that the Company reserves the unconditional right to reject any order, in whole or in part, for any or no reason. Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment Subscription Payment for such account directly to the Escrow Transfer Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment Subscription Payments a list of the subscribers showing the name, U.S. address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Submission of Orders. (a) Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the purchase price amount of the Offered Shares$10.00 per Share, subject to any discounted purchase price per Share that may apply discounts based upon the available discounts specified in the Prospectus (or, in the event volume of a Follow-On Offering, such amount per Share shares purchased and for certain categories of purchasers as set forth in the applicable Follow-On Prospectus)described above. There shall be a minimum initial purchase by any one purchaser of $2,500 4,000 of Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 100 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons purchasers who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB ▇▇▇▇▇ Fargo Bank, N.A.National Association, as escrow agent for NexPoint CapitalNorthStar Real Estate Income Trust, Inc.” or a reasonable contractor or abbreviation thereof. “▇▇▇▇▇ Fargo Bank, National Association, as agent for NSREIT.” Thereafter, those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalNorthStar Real Estate Income Trust, Inc.” or “NSREIT.” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfiedobtained, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paid.to

Submission of Orders. (a) Each person desiring to purchase Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to the Participating Broker-Dealer or Dealer Manager, as the case may be (the “Processing Broker‑Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an a “instrument of paymentSubscription Payment”) for the purchase price of the Offered Shares, subject . The Dealer Manager shall ensure that any Participating Broker-Dealer shall only offer to sell and accept Subscription Agreements and Subscription Payments for classes of Shares that it is authorized to sell pursuant to the Participating Broker-Dealer Agreement (including any discounted purchase price per Share schedules or exhibits thereto) and for classes of Shares that may apply based upon are being issued and sold by the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, Company at such amount per Share as set forth in the applicable Follow-On Prospectus)time. There shall be a minimum initial purchase by any one purchaser for each class of Shares of $2,500 of Shares 25,000 (except as otherwise indicated in the ProspectusMemorandum, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of any such class of Shares shall be $500 per transaction transaction. The minimum subsequent investment amount does not apply to purchases made under the distribution reinvestment plan. (except b) The Company will initially offer the Shares on a continuous basis at a price equal to the most recently determined NAV per Share for the Class E common shares issued to Fortress in connection with the Company’s Initial Capitalization (as otherwise indicated described in any Follow-On Prospectusthe Memorandum) (which is deemed to be $20.00 until the last calendar day of the month during which the Company makes its first investment). Until such time as Thereafter, the Company has satisfied purchase price for the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares will be instructed by sold at the Dealer then-current transaction price, which will generally be equal to make their checks payable the Company’s prior month’s net asset value per share applicable to “UMB Bankthe class of Shares being purchased (as calculated in accordance with the procedures described in the Memorandum), N.A.or at a different offering price made available to investors in cases where the Company believes there has been a material change to the NAV per Share since the end of the prior month, plus in either case any applicable selling commissions and dealer manager fees, subject in certain circumstances to reductions thereof as described in the Memorandum. The offering price for each class of Shares is subject to adjustment as described in the Memorandum. Each person desiring to purchase Shares in the Offering must submit subscriptions for a certain dollar amount, rather than a number of Shares, and, as escrow agent for NexPoint Capitala result, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceedsreceive fractional Shares. Subscription Agreements and instruments of payment not conforming will be transmitted by the Dealer Manager to the foregoing instructions shall be returned directly to such subscriber Company or its designated agent as set forth in the Subscription Agreement, as soon as practicable, but in any event not later than the end of the next business day following receipt by the Dealer Manager. (c) The Processing Broker-Dealer receiving a Subscription Agreement and Subscription Payment not conforming to the foregoing instructions shall return such Subscription Agreement and Subscription Payment directly to such subscriber not later than the end of the second business day following rejection by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment Subscription Payments received by the Processing Broker-Dealer which that conform to the foregoing instructions shall be transmitted for deposit to the Company or its designated agent as set forth in the Subscription Agreement, pursuant to one of the methods described in this Section 15. Transmittal of Subscription Payments will be made in accordance with the following methods:procedures. (ad) Where, pursuant to If the internal supervisory procedures of the Dealer, Processing Broker-Dealer conducts its internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment Subscription Payments are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, Subscription Payments to the Company or its designated agent; andagent as set forth in the Subscription Agreement. (be) Where, pursuant to If the internal supervisory procedures of the Dealer, final Processing Broker-Dealer conducts its internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment Subscription Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will, in turn, by noon of the next business day following receipt by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, Subscription Payments to the Company or its designated agent. (c) agent as set forth in the Subscription Agreement. Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment Subscription Payment for such account directly to the Escrow AgentCompany or its designated agent as set forth in the Subscription Agreement. Dealer The Processing Broker‑Dealer shall furnish to the Escrow Agent Company and the Adviser, with each delivery of instruments of payment Subscription Payments, a list of the subscribers showing the name, U.S. address, tax identification number, state of residence, amount of Shares subscribed for, for and the amount of money paidthe Subscription Payment, together with copy of each completed Subscription Agreement.

Submission of Orders. (a) Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the initial amount of $25.00 per Class A Share and $23.81 per Class T Share, or such other per share purchase price as the Company’s Board of the Offered Shares, Directors may establish from time to time (subject to any discounted purchase price per Share that may apply available discounts based upon the available discounts volume of shares purchased and for certain categories of purchasers, as specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of 5,000 in Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 100 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons purchasers who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalSteadfast Apartment REIT III, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalSteadfast Apartment REIT III, Inc.” ” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which that conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon the end of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtainedobtained (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon the end of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfiedobtained (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid. (d) No compensation in connection with the Offering may be paid to the Dealer Manager, Participating Dealers or their affiliates out of the proceeds of the Offering prior to the release of such proceeds from the Escrow Account. However, if any such payments are made from sources other than proceeds of the Offering, they shall be made only on the basis of bona fide transactions.

Submission of Orders. (a) Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the purchase price amount of the Offered Shares$10.00 per Share subscribed for, subject to any or such discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 2,000 of Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint Capital▇’▇▇▇▇▇▇▇ Strategic Gateway REIT, Inc.” or a reasonable contractor or abbreviation thereof. “UMB Bank, N.A., E.A. for ▇’▇▇▇▇▇▇▇ Strategic Gateway REIT, Inc.” Thereafter, those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital▇’▇▇▇▇▇▇▇ Strategic Gateway REIT, Inc.” ” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end of business of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon end of business of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid. (d) The Dealer Manager acknowledges and agrees that the Company reserves the unconditional right to reject any order for any reason.

Submission of Orders. (a) Each person desiring to purchase Offered Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the purchase price amount of the Offered Shares$10.00 per Share subscribed for, subject to any or such discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (orProspectus, in or such price disclosed by the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus)Company. There shall be a minimum initial purchase by any one purchaser of $2,500 2,000 of Offered Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Offered Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account have been released (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint Capital, Inc.Sierra Income Corporation.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital, Inc.” “Sierra Income Corporation.” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon the end of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agent; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end of business of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon end of business of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow AgentAgent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. The Processing Broker-Dealer shall furnish to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid. (d) The Dealer Manager acknowledges and agrees that the Company reserves the unconditional right to reject any order for any reason.

Submission of Orders. (a) Each person desiring to purchase Offered Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for the purchase price of the Offered Shares, subject to any discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Offered Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Offered Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account have been released (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalHospitality Trust, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalHospitality Trust, Inc.” ” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agent; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow AgentAgent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. The Processing Broker-Dealer shall furnish to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid. (d) The Dealer Manager acknowledges and agrees that the Company reserves the unconditional right to reject any order for any reason.

Submission of Orders. (a) Each person desiring to purchase Offered Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for the purchase price of the Offered Shares, subject to any discounted purchase price per Offered Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Offered Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Offered Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account have been released (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalHospitality Trust, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalHospitality Trust, Inc.” ” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agent; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow AgentAgent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. The Processing Broker-Dealer shall furnish to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid. (d) The Dealer Manager acknowledges and agrees that the Company reserves the unconditional right to reject any order for any reason.

Submission of Orders. (a) Each person desiring to purchase Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix Appendix B to the Prospectus Memorandum (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to Dealer Participating Broker-Dealer, such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an a “instrument of paymentSubscription Payment”) for the purchase price of the Offered Shares, subject . Participating Broker-Dealer shall only offer to any discounted purchase price per Share sell and accept completed Subscription Agreements and Subscription Payments for such classes of Shares that may apply based upon it is authorized to sell on Schedule 1 to this Agreement and in accordance with the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share offering terms and conditions as set forth in the applicable Follow-On Prospectus)Memorandum. There shall be a minimum initial purchase by any one purchaser of a combination of Class B common shares, Class S common shares, Class D common shares and Class I common shares of $2,500 of Shares 25,000 (in each case, except as otherwise indicated in the ProspectusMemorandum, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares Class B common shares, Class S common shares, Class D common shares and Class I common shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (Any minimum initial or such greater subsequent purchase amount as may be applicable waived in respect the sole discretion of any greater escrow in respect of subscribers from any state), those the Dealer Manager. Those persons who purchase Shares will be instructed by the Participating Broker-Dealer to make their checks Subscription Payments payable to or for the benefit of “UMB Bank, N.A.DST Systems Inc., as escrow agent Agent for NexPoint CapitalFortress Credit Realty Income Trust” as described in the Memorandum and Subscription Agreement for the Offering. Any repurchase requests must be made in accordance with the applicable procedures described in the Company’s offering document and repurchase plan, Inc.as well as applicable laws, rules, and regulations. The parties acknowledge and agree that a repurchase request is not received in “good order” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed unless the repurchase request and all required documentation is completed and received by the Dealer to make their checks payable to “UMB Bank, N.A., as Company’s transfer agent by the applicable repurchase request deadline set for NexPoint Capital, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Company, as ’s offering document or otherwise specified by the case may be, for Company in writing. (b) If the aggregate amount of the subscription proceeds. Participating Broker-Dealer receives a Subscription Agreements Agreement and instruments of payment Subscription Payment not conforming to the foregoing instructions or for a class of Shares that the Participating Broker-Dealer is not authorized to sell as set forth on Schedule 1 of this Agreement, or for a sale of Shares not meeting the offering terms and conditions of the Memorandum, it shall be returned return such Subscription Agreement and Subscription Payment directly to such subscriber not later than the end of the next second (2nd) business day following receipt by the Participating Broker-Dealer of such materials. Subscription Agreements and instruments of payment Subscription Payments received by the Participating Broker-Dealer which that conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the methods described in this Section 2. Transmittal of received investor funds will be made in accordance with one of the following methodsprocedures, as applicable: (ai) Where, pursuant to the Participating Broker-Dealer’s internal supervisory procedures of the Dealerprocedures, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment Subscription Payments are received from subscribers, then, by noon of the next business day following receipt by the Dealer, the Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agent; and (b) Where, pursuant to the internal supervisory procedures of the Dealer, final internal supervisory review is conducted at a Final Review Office, Subscription Agreements and instruments of payment Payments will be transmitted by the Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Participating Broker-Dealer to the Company or its designated agent as set forth in the Subscription Agreement or as otherwise directed by the Company. (ii) Where, pursuant to the Participating Broker-Dealer’s internal supervisory procedures, final internal supervisory review is conducted at a different location, Subscription Agreements and Subscription Payments will be transmitted by the end of the next business day following receipt by the Participating Broker-Dealer to the office of the Participating Broker-Dealer conducting such final internal supervisory review (the “Final Review Office”). The Final Review Office will in turn turn, by noon the end of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, Subscription Payments to the Company or its designated agent. (c) Notwithstanding agent as set forth in the foregoing, with respect to any Shares to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to or as otherwise directed by the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paidCompany.

Submission of Orders. Each person desiring to purchase Shares in the Offering (and/or in any the Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (and, in the event of a the Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for the purchase price of the Offered Shares, subject to any discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a the Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Shares (except as otherwise indicated in the Prospectus, in any letter or memorandum from the Company to the Dealer Manager, or in any the Follow-On Prospectus). Minimum subsequent purchases of Shares shall be $500 per transaction (except as otherwise indicated in any the Follow-On Prospectus). Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalHospitality Trust, Inc.” or a reasonable contractor contraction or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalHospitality Trust, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment not conforming to the foregoing instructions shall be returned directly to such subscriber not later than the end of the next business day following receipt by the Dealer of such materials. Subscription Agreements and instruments of payment received by the Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (a) Where, pursuant to the internal supervisory procedures of the Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Dealer, the Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agent; and (b) Where, pursuant to the internal supervisory procedures of the Dealer, final internal supervisory review is conducted at a Final Review Office, Subscription Agreements and instruments of payment will be transmitted by the Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. (c) Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paid.

Submission of Orders. Each person desiring to purchase Shares in 12.1 Until the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for the purchase price of the Offered Shares, subject to any discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Shares (except as otherwise indicated in the Prospectus, in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus). Until such time as the Company Required Capital has satisfied the Minimum Offering been obtained and released the proceeds from such subscriptions from the Escrow Account escrow (or such greater amount as may be applicable in the New York Required Capital or the Pennsylvania Required Capital with respect of any greater escrow in respect of to subscribers from any stateNew York and Pennsylvania, as applicable), those persons who purchase Shares will be instructed by the Dealer Manager or the Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint Capital, Inc.” or a reasonable contractor or abbreviation thereofprovided in the Escrow Agreement. Thereafter, those persons who purchase Shares will be instructed by the Dealer Manager or the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalAdaptive Real Estate Income Trust, Inc.” The Dealer Manager and any Dealer receiving a check not conforming to the instructions set forth in the Escrow Agreement or as set forth above, as applicable, shall return such check directly to such subscriber not later than noon Eastern Time of the next business day following its receipt. Checks received by the Dealer Manager or any Dealer which conform to the instructions set forth in the Escrow Agreement or as set forth above, as applicable, shall be transmitted for deposit pursuant to one of the methods described in this Section 12. The Dealer Manager may authorize Dealer, if Dealer is a certain Dealers which are “$250,000 broker-dealer,dealers” to instruct its their customers to make its their checks for Shares subscribed for payable directly to the Dealer. In such case, in which case the Dealer will collect the proceeds of the subscriber’s subscribers’ checks and issue a check for the aggregate amount of the subscription proceeds made payable to the order of the Escrow Agent escrow agent, or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment not conforming to the foregoing instructions shall be returned directly to such subscriber not later than the end of the next business day following receipt if instructed by the Dealer Manager as provided above, made payable to “Adaptive Real Estate Income Trust, Inc.” Checks of rejected subscribers will be promptly returned to such materialssubscribers. Subscription Agreements and instruments Transmittal of payment received by the Dealer which conform to the foregoing instructions shall investor funds will be transmitted for deposit pursuant to one of made in accordance with the following methods: (a) Where, pursuant to the internal supervisory procedures of the Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Dealer, the Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agent; and (b) Where, pursuant to the internal supervisory procedures of the Dealer, final internal supervisory review is conducted at a Final Review Office, Subscription Agreements and instruments of payment will be transmitted by the Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agentprocedures. (c) Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paid.

Submission of Orders. (a) Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the initial amount of $25.00 per Class A Share and $23.81 per Class T Share, or such other per share purchase price as the Company’s Board of the Offered Shares, Directors may establish from time to time (subject to any discounted purchase price per Share that may apply available discounts based upon the available discounts volume of shares purchased and for certain categories of purchasers, as specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of 5,000 in Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 100 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons purchasers who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalSteadfast Apartment REIT III, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalSteadfast Apartment REIT III, Inc.” ” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which that conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfiedobtained, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid. (d) No compensation in connection with the Offering may be paid to the Dealer Manager, Participating Dealers or their affiliates out of the proceeds of the Offering prior to the release of such proceeds from the Escrow Account. However, if any such payments are made from sources other than proceeds of the Offering, they shall be made only on the basis of bona fide transactions.

Submission of Orders. The submission of orders for the purchase of Primary Shares, in any combination of Class A Shares and Class C Shares, shall proceed as follows: (a) Each person desiring to purchase Primary Shares in the Offering (and/or Offering, in any Follow-On Offering) combination of Class A Shares and Class C Shares, will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the purchase price amount of the Offered Shares$10.00 per Class A Share, subject to any discounted purchase price per Share that may apply discounts based upon the available discounts specified in the Prospectus (orvolume of shares purchased and for certain categories of purchasers as described above, in the event of a Follow-On Offering, such amount and $9.37 per Share as set forth in the applicable Follow-On Prospectus)Class C Share. There shall be a minimum initial purchase by any one purchaser of $2,500 4,000 of Primary Shares, which may be in any combination of Class A Shares and Class C Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 100 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons purchasers who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalNorthStar/RXR New York Metro Income, Inc.” or a reasonable contractor or abbreviation thereof. “UMB Bank, N.A., as escrow agent for NorthStar/RXR New York Metro.” Thereafter, those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital, Inc.” NorthStar/RXR New York Metro.” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfiedobtained, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paid.

Submission of Orders. Each person desiring to purchase Shares Units in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Dealer such completed Subscription Agreement, together with a check, draft, check in U.S. dollars or by wire or money order transfer of immediately available funds (hereinafter referred to as an “instrument of payment”) initially in the amount of $10.00 per Class A Unit, $9.576 per Class C Unit and $9.186 per Class I Unit subscribed for in the purchase price of the Offered Sharesprimary Offering, subject to any or such discounted purchase price per Share Unit that may apply based upon the available discounts specified in the Prospectus (oror at any other price as may be set by the Company following a quarterly valuation of its assets. Each class of DRIP Units will be initially sold at $9.025 per unit until such time as the Company commences valuations of its assets during the first full quarter following the satisfaction of the Minimum Offering and, thereafter, at the price equal to the then current offering price per Unit, less the sales fees associated with that class of Units in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus)Company’s primary offering. There shall be a minimum initial purchase in the primary Offering by any one purchaser of $2,500 2,000 of Shares Units (except as otherwise indicated in the Prospectus, in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares Units shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares Units will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalTriLinc Global Impact Fund, Inc.” or a reasonable contractor or abbreviation thereofLLC”. Thereafter, those persons who purchase Shares Units will be instructed by the Dealer to make their checks payable to “UMB BankTriLinc Global Impact Fund, N.A., as agent for NexPoint Capital, Inc.” LLC”. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares Units subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment not conforming to the foregoing instructions shall be returned directly to such subscriber not later than the end ten business days of the next business day following receipt by the Dealer of such materials. Subscription Agreements and instruments of payment received by the Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end of business of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon end of business of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. (c) to such other account or agent as directed by the Company. Notwithstanding the foregoing, with respect to any Shares Units to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount and class of Shares Units subscribed for, and the amount of money paid.

Submission of Orders. (a) Each person desiring to purchase Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix Appendix B to the Prospectus Memorandum (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to Dealer Participating Broker-Dealer, such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an a “instrument of paymentSubscription Payment”) for the purchase price of the Offered Shares, subject . Participating Broker-Dealer shall only offer to any discounted purchase price per Share sell and accept completed Subscription Agreements and Subscription Payments for such classes of Shares that may apply based upon it is authorized to sell on Schedule 1 to this Agreement and in accordance with the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share offering terms and conditions as set forth in the applicable Follow-On Prospectus)Memorandum. There shall be a minimum initial purchase by any one purchaser of a combination of Class B common shares, Class S common shares, Class D common shares and Class I common shares of $2,500 of Shares 25,000 (in each case, except as otherwise indicated in the ProspectusMemorandum, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares Class B common shares, Class S common shares, Class D common shares and Class I common shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (Any minimum initial or such greater subsequent purchase amount as may be applicable waived in respect the sole discretion of any greater escrow in respect of subscribers from any state), those the Dealer Manager. Those persons who purchase Shares will be instructed by the Participating Broker-Dealer to make their checks Subscription Payments payable to or for the benefit of “UMB BankDST Systems, N.A.Inc., as escrow agent Agent for NexPoint CapitalFortress Credit Realty Income Trust” as described in the Memorandum and Subscription Agreement for the Offering. Any repurchase requests must be made in accordance with the applicable procedures described in the Company’s offering document and repurchase plan, Inc.as well as applicable laws, rules, and regulations. The parties acknowledge and agree that a repurchase request is not received in “good order” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed unless the repurchase request and all required documentation is completed and received by the Dealer to make their checks payable to “UMB Bank, N.A., as Company’s transfer agent by the applicable repurchase request deadline set for NexPoint Capital, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Company, as ’s offering document or otherwise specified by the case may be, for Company in writing. (b) If the aggregate amount of the subscription proceeds. Participating Broker-Dealer receives a Subscription Agreements Agreement and instruments of payment Subscription Payment not conforming to the foregoing instructions or for a class of Shares that the Participating Broker-Dealer is not authorized to sell as set forth on Schedule 1 to this Agreement, or for a sale of Shares not meeting the offering terms and conditions of the Memorandum, it shall be returned return such Subscription Agreement and Subscription Payment directly to such subscriber not later than the end of the next second (2nd) business day following receipt by the Participating Broker-Dealer of such materials. Subscription Agreements and instruments of payment Subscription Payments received by the Participating Broker-Dealer which that conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the methods described in this Section 2. Transmittal of received investor funds will be made in accordance with one of the following methodsprocedures, as applicable: (ai) Where, pursuant to the Participating Broker-Dealer’s internal supervisory procedures of the Dealerprocedures, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment Subscription Payments are received from subscribers, then, by noon of the next business day following receipt by the Dealer, the Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agent; and (b) Where, pursuant to the internal supervisory procedures of the Dealer, final internal supervisory review is conducted at a Final Review Office, Subscription Agreements and instruments of payment Payments will be transmitted by the Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Participating Broker-Dealer to the Company or its designated agent as set forth in the Subscription Agreement or as otherwise directed by the Company. (ii) Where, pursuant to the Participating Broker-Dealer’s internal supervisory procedures, final internal supervisory review is conducted at a different location, Subscription Agreements and Subscription Payments will be transmitted by the end of the next business day following receipt by the Participating Broker-Dealer to the office of the Participating Broker-Dealer conducting such final internal supervisory review (the “Final Review Office”). The Final Review Office will in turn turn, by noon the end of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, Subscription Payments to the Company or its designated agent. (c) Notwithstanding agent as set forth in the foregoing, with respect to any Shares to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to or as otherwise directed by the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paidCompany.

Submission of Orders. (a) Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the initial amount of $10.00 per Share, or such other per Share purchase price as the Company’s Board of the Offered Shares, Directors may establish from time to time (subject to any discounted purchase price per Share that may apply available discounts based upon the available discounts volume of Shares purchased and for certain categories of purchasers, as specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 4,000 of Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 100 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “ , N.A., as Escrow Agent for Steadfast Secure Income REIT, Inc.” or “ , E.A. for Steadfast REIT.” Thereafter, those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalSteadfast Secure Income REIT, Inc.” or ” (b) The Processing Broker-Dealer receiving a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfiedobtained, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Submission of Orders. Each person desiring to purchase Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Dealer such completed Subscription Agreement, together with a check, draft, check in U.S. dollars or by wire or money order transfer of immediately available funds (hereinafter referred to as an “instrument of payment”) initially in the amount of $10.00 per Class A Share, $9.576 per Class C Share and $9.186 per Class I Share subscribed for in the purchase price of the Offered Sharesprimary Offering, subject to any or such discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (oror at any other price as may be set by the Company following a quarterly valuation of its assets. Each class of DRIP Shares will be initially sold at $9.025 per share until such time as the Company commences valuations of its assets during the first full quarter following the satisfaction of the Minimum Offering and, thereafter, at the price equal to the current offering price per Share, less the sales fees associated with that class of shares in the event of a Follow-On Company’s primary Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase in the primary Offering by any one purchaser of $2,500 2,000 of Shares (except as otherwise indicated in the Prospectus, in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint Capital, Inc.Greenbacker Renewable Energy Company LLC.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital, Inc.Greenbacker Renewable Energy Company LLC” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment not conforming to the foregoing instructions shall be returned directly to such subscriber not later than the end ten business days of the next business day following receipt by the Dealer of such materials. Subscription Agreements and instruments of payment received by the Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end of business of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon end of business of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. (c) to such other account or agent as directed by the Company. Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paid.

Submission of Orders. (a) Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the purchase price amount of the Offered Shares$10.00 per Share, subject to any discounted purchase price per Share that may apply discounts based upon the available discounts specified in the Prospectus (or, in the event volume of a Follow-On Offering, such amount per Share shares purchased and for certain categories of purchasers as set forth in the applicable Follow-On Prospectus)described above. There shall be a minimum initial purchase by any one purchaser of $2,500 4,000 of Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 100 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons purchasers who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB ▇▇▇▇▇ Fargo Bank, N.A., as escrow agent for NexPoint CapitalNorthStar Senior Care Trust, Inc.” or a reasonable contractor or abbreviation thereof. “▇▇▇▇▇ Fargo Bank, N.A., as agent for NS Senior Care.” Thereafter, those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalNorthStar Senior Care Trust, Inc.” or “NS Senior Care.” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfiedobtained, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paid.to

Submission of Orders. (a) Each person desiring to purchase Shares Offered Units in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, check in U.S. dollars or by wire or money order transfer of immediately available funds (hereinafter referred to as an “instrument of payment”) for initially in the purchase price amount of the Offered Shares$10.00 per Class A Unit, subject to any $9.60 per Class C Unit and $9.20 per Class I Unit subscribed for, or such discounted purchase price per Share Unit that may apply based upon the available discounts specified in the Prospectus (orProspectus; provided that if the Company adjusts the price per Primary Unit and the price per DRIP Unit, as described in the event initial paragraph of a Follow-On Offeringthis Agreement, such amount per Share as set forth in the applicable Follow-On Prospectus)purchase price of each class of Offered Units will be adjusted accordingly. There shall be a minimum initial purchase by any one purchaser of $2,500 2,000 of Shares Offered Units (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares Offered Units shall be $500 per transaction (transaction, except as otherwise indicated in any Follow-On Prospectus)for purchases made pursuant to the Company’s distribution reinvestment plan. Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares Offered Units will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalTriLinc Global Impact Fund, Inc.” or LLC”. (b) The Processing Broker-Dealer receiving a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end ten business days of the next business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end of business of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon end of business of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Shares Offered Units to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow AgentAgent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. The Processing Broker-Dealer shall furnish to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares Offered Units subscribed for, and the amount of money paid. (d) The Dealer Manager acknowledges and agrees that the Company reserves the unconditional right to reject any order for any reason.

Submission of Orders. The submission of orders for the purchase of Primary Shares: (a) Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the purchase price amount of the Offered Shares$10.00 per Share, subject to any discounted purchase price per Share that may apply discounts based upon the available discounts specified in the Prospectus (or, in the event volume of a Follow-On Offering, such amount per Share shares purchased and for certain categories of purchasers as set forth in the applicable Follow-On Prospectus)described above. There shall be a minimum initial purchase by any one purchaser of $2,500 4,000 of Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 100 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons purchasers who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalNorthStar/RXR New York Metro Income, Inc.” or a reasonable contractor or abbreviation thereof. “UMB Bank, N.A., as escrow agent for NorthStar/RXR New York Metro.” Thereafter, those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalNorthStar/RXR New York Metro Income, Inc.” ” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfiedobtained, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Submission of Orders. Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the amount of $9.50 per Share until $50,000,000 in Primary Shares are sold. The Company shall submit an electronic copy of each Subscription Agreement it receives to the Processing Broker-Dealer within twenty-four (24) hours of receipt thereof. Thereafter, Primary Shares will be offered and sold at a purchase price of the Offered Shares$10.00 per Share, subject to any or such discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 2,500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied received and accepted subscriptions for at least 250,000 Primary Shares (the “Minimum Offering Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB ▇▇▇▇▇ Fargo Bank, N.A., as escrow agent Escrow Agent for NexPoint CapitalBluerock Enhanced Multifamily Trust, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalBluerock Enhanced Multifamily Trust, Inc.” The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (a) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (b) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfiedobtained, to the Company or its designated agent. (c) to such other account or agent as directed by the Company. Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Submission of Orders. (a) Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the purchase price amount of the Offered Shares$10.00 per Share subscribed for, subject to any or such discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 2,000 of Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint Capital▇’▇▇▇▇▇▇▇ Strategic Industrial REIT, Inc.” or a reasonable contractor or abbreviation thereof. “UMB Bank, N.A., E.A. for ▇’▇▇▇▇▇▇▇ Strategic Industrial REIT, Inc.” Thereafter, those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital▇’▇▇▇▇▇▇▇ Strategic Industrial REIT, Inc.” ” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end of business of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon end of business of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid. (d) The Dealer Manager acknowledges and agrees that the Company reserves the unconditional right to reject any order for any reason.

Submission of Orders. Each person desiring to purchase Shares Units in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Dealer such completed Subscription Agreement, together with a check, draft, check in U.S. dollars or by wire or money order transfer of immediately available funds (hereinafter referred to as an “instrument of payment”) initially in the amount of $10.00 per Class A Unit, $9.60 per Class C Unit and $9.20 per Class I Unit subscribed for in the purchase price of the Offered Sharesprimary Offering, subject to any or such discounted purchase price per Share Unit that may apply based upon the available discounts specified in the Prospectus (oror at any other price as may be set by the Company following a quarterly valuation of its assets. Each class of DRIP Units will be initially sold at $9.025 per unit until such time as the Company commences valuations of its assets at the end of the first full quarter following the satisfaction of the Minimum Offering and, in thereafter, at the event price equal to the most recent net asset value per unit of a Follow-On Offering, such amount per Share as set forth in class determined prior to the applicable Follow-On Prospectus)distribution date. There shall be a minimum initial purchase in the primary Offering by any one purchaser of $2,500 2,000 of Shares Units (except as otherwise indicated in the Prospectus, in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares Units shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares Units will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalTriLinc Global Impact Fund, Inc.” or a reasonable contractor or abbreviation thereofLLC”. Thereafter, those persons who purchase Shares Units will be instructed by the Dealer to make their checks payable to “UMB BankTriLinc Global Impact Fund, N.A., as agent for NexPoint Capital, Inc.” LLC”. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares Units subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment not conforming to the foregoing instructions shall be returned directly to such subscriber not later than the end ten business days of the next business day following receipt by the Dealer of such materials. Subscription Agreements and instruments of payment received by the Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end of business of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon end of business of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. (c) to such other account or agent as directed by the Company. Notwithstanding the foregoing, with respect to any Shares Units to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount and class of Shares Units subscribed for, and the amount of money paid.

Submission of Orders. (a) Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the purchase price amount of the Offered Shares$10.00 per Share, subject to any or such discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 1,000 of Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 100 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB CommerceWest Bank, N.A.NA, as escrow agent Escrow Agent for NexPoint CapitalTNP Strategic Retail Trust, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalTNP Strategic Retail Trust, Inc.” ” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfiedobtained, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Submission of Orders. Each person desiring to purchase Shares Units in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Dealer such completed Subscription Agreement, together with a check, draft, check in U.S. dollars or by wire or money order transfer of immediately available funds (hereinafter referred to as an “instrument of payment”) initially in the amount of $10.00 per Class A Unit, $9.576 per Class C Unit and $9.186 per Class I Unit subscribed for in the purchase price of the Offered Sharesprimary Offering, subject to any or such discounted purchase price per Share Unit that may apply based upon the available discounts specified in the Prospectus (oror at any other price as may be set by the Company following a quarterly valuation of its assets. Each class of DRIP Units will be initially sold at $9.025 per unit until such time as the Company commences valuations of its assets at the end of the first full quarter following the satisfaction of the Minimum Offering and, in thereafter, at the event price equal to the most recent net asset value per unit of a Follow-On Offering, such amount per Share as set forth in class determined prior to the applicable Follow-On Prospectus)distribution date. There shall be a minimum initial purchase in the primary Offering by any one purchaser of $2,500 2,000 of Shares Units (except as otherwise indicated in the Prospectus, in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares Units shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares Units will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalTriLinc Global Impact Fund, Inc.” or a reasonable contractor or abbreviation thereofLLC”. Thereafter, those persons who purchase Shares Units will be instructed by the Dealer to make their checks payable to “UMB BankTriLinc Global Impact Fund, N.A., as agent for NexPoint Capital, Inc.” LLC”. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares Units subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment not conforming to the foregoing instructions shall be returned directly to such subscriber not later than the end ten business days of the next business day following receipt by the Dealer of such materials. Subscription Agreements and instruments of payment received by the Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end of business of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon end of business of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. (c) to such other account or agent as directed by the Company. Notwithstanding the foregoing, with respect to any Shares Units to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount and class of Shares Units subscribed for, and the amount of money paid.

Submission of Orders. (a) Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the purchase price amount of the Offered Shares$10.00 per Share, subject to any discounted purchase price per Share that may apply discounts based upon the available discounts specified in the Prospectus (or, in the event volume of a Follow-On Offering, such amount per Share shares purchased and for certain categories of purchasers as set forth in the applicable Follow-On Prospectus)described above. There shall be a minimum initial purchase by any one purchaser of $2,500 4,000 of Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 100 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons purchasers who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “ , as agent for NorthStar Real Estate Income Trust, Inc.” or “ , as agent for NSREIT.” Thereafter, those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalNorthStar Real Estate Income Trust, Inc.” or “NSREIT.” (b) The Processing Broker-Dealer receiving a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfiedobtained, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paid.to

Submission of Orders. Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the amount of $9.50 per Share until $50,000,000 in Primary Shares are sold. The Company shall submit an electronic copy of each Subscription Agreement it receives to the Processing Broker-Dealer within twenty-four (24) hours of receipt thereof. Thereafter, Primary Shares will be offered and sold at a purchase price of the Offered Shares$10.00 per Share, subject to any or such discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 2,500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied received and accepted subscriptions for at least 250,000 Primary Shares (the “Minimum Offering Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB ▇▇▇▇▇ Fargo Bank, N.A., as escrow agent Escrow Agent for NexPoint CapitalBluerock Enhanced Multifamily REIT, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalBluerock Enhanced Multifamily REIT, Inc.” The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (a) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (b) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfiedobtained, to the Company or its designated agent. (c) to such other account or agent as directed by the Company. Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Submission of Orders. (a) Each person desiring to purchase Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix Appendix B to the Prospectus Memorandum (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to Dealer Participating Broker-Dealer, such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an a “instrument of paymentSubscription Payment”) for the purchase price of the Offered Shares, subject . Participating Broker-Dealer shall only offer to any discounted purchase price per Share sell and accept completed Subscription Agreements and Subscription Payments for such classes of Shares that may apply based upon it is authorized to sell on Schedule 1 to this Agreement and in accordance with the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share offering terms and conditions as set forth in the applicable Follow-On Prospectus)Memorandum. There shall be a minimum initial purchase by any one purchaser of a combination of Class F-S common shares, Class F-D common shares and Class F-I common shares of $2,500 of Shares 25,000 (in each case, except as otherwise indicated in the ProspectusMemorandum, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares Class F-S common shares, Class F-D common shares and Class F-I common shares shall be $500 per transaction transaction. Any minimum initial or subsequent purchase amount may be waived in the sole discretion of the Dealer Manager. Those persons who purchase Shares will be instructed by the Participating Broker-Dealer to make their Subscription Payments payable to or for the benefit of UMB Bank, N.A. (except the “Escrow Agent”) as otherwise indicated described in any Follow-On Prospectus). Until such time as the Company has satisfied Memorandum and Subscription Agreement for the Offering if the minimum offering requirement described in the Memorandum (the “Minimum Offering and released Requirement”) has not yet been satisfied. If such Minimum Offering Requirement has already been satisfied in accordance with the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state)Memorandum, then those persons who purchase Shares will be instructed by the Participating Broker-Dealer to make their checks Subscription Payments payable to or for the benefit of “UMB Bank, N.A.Fortress Net Lease REIT.” Any repurchase requests must be made in accordance with the applicable procedures described in the Company’s offering document and repurchase plan, as escrow agent for NexPoint Capitalwell as applicable laws, Inc.rules, and regulations. The parties acknowledge and agree that a repurchase request is not received in “good order” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed unless the repurchase request and all required documentation is completed and received by the Dealer to make their checks payable to “UMB Bank, N.A., as Company’s transfer agent by the applicable repurchase request deadline set for NexPoint Capital, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Company, as ’s offering document or otherwise specified by the case may be, for Company in writing. (b) If the aggregate amount of the subscription proceeds. Participating Broker-Dealer receives a Subscription Agreements Agreement and instruments of payment Subscription Payment not conforming to the foregoing instructions or for a class of Shares that the Participating Broker-Dealer is not authorized to sell as set forth on Schedule 1 of this Agreement, or for a sale of Shares not meeting the offering terms and conditions of the Memorandum, it shall be returned return such Subscription Agreement and Subscription Payment directly to such subscriber not later than the end of the next second (2nd) business day following receipt by the Participating Broker-Dealer of such materials. Subscription Agreements and instruments of payment Subscription Payments received by the Participating Broker-Dealer which that conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the methods described in this Section 2. Transmittal of received investor funds will be made in accordance with one of the following methodsprocedures, as applicable: (ai) Where, pursuant to the Participating Broker-Dealer’s internal supervisory procedures of the Dealerprocedures, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment Subscription Payments are received from subscribers, then, by noon of the next business day following receipt by the Dealer, the Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agent; and (b) Where, pursuant to the internal supervisory procedures of the Dealer, final internal supervisory review is conducted at a Final Review Office, Subscription Agreements and instruments of payment Payments will be transmitted by the Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Participating Broker-Dealer’s for deposit to the Escrow Agent described in the Memorandum and Subscription Agreement for the Offering, if the Minimum Offering Requirement has not yet been satisfied. If such Minimum Offering Requirement has been satisfied in accordance with the Memorandum, then Subscription Agreements and Subscription Payments will be transmitted by the end of the next business day following receipt by the Participating Broker-Dealer to the Company or its designated agent as set forth in the Subscription Agreement or as otherwise directed by the Company. (ii) Where, pursuant to the Participating Broker-Dealer’s internal supervisory procedures, final internal supervisory review is conducted at a different location, Subscription Agreements and Subscription Payments will be transmitted by the end of the next business day following receipt by the Participating Broker-Dealer to the office of the Participating Broker-Dealer conducting such final internal supervisory review (the “Final Review Office”). The Final Review Office will in turn turn, by noon the end of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment Subscription Payments for deposit to the Escrow Agent ordescribed in the Memorandum and Subscription Agreement for the Offering, after if the Minimum Offering Requirement has not yet been satisfied. If such Minimum Offering Requirement has been satisfiedsatisfied in accordance with the Memorandum, then the Final Review Office will, by the end of the next business day following receipt by the Final Review Office, transmit such Subscription Agreements and Subscription Payments to the Company or its designated agent. (c) Notwithstanding agent as set forth in the foregoing, with respect to any Shares to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to or as otherwise directed by the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paidCompany.

Submission of Orders. Each person desiring to purchase Offered Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix Appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Selected Dealer or Dealer Manager, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, draft or wire or money order (hereinafter referred to as an a “instrument of paymentSubscription Payment”) for the purchase price of the Offered Shares, subject . Selected Dealer shall only offer to any discounted purchase price per Share sell and accept completed Subscription Agreements and Subscription Payments for classes of Offered Shares that may apply based upon it is authorized to sell on Schedule 1 to this Agreement and in accordance with the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share offering terms and conditions as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of 5,000 in Class A, Class D, or Class T Offered Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company Corporation to the Dealer Manager), and a minimum initial purchase by any one purchaser of $500,000 for Class I Offered Shares. Additional purchases of Class A, Class D, or in any Follow-On Prospectus). Minimum subsequent purchases of Class T Offered Shares shall be in increments of $500 per transaction transaction, and additional purchases of Class I Offered Shares shall be in increments of $50,000 per transaction, except for purchases made pursuant to the Corporation’s distribution reinvestment plan (except “DRP”), as otherwise indicated described in any Follow-On the Prospectus). Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater Any minimum purchase amount as may be applicable waived in respect the sole discretion of any greater escrow in respect the Corporation. Prior to the Corporation raising gross offering proceeds of subscribers $1,000,000 from any statepersons not affiliated with the Corporation or the Adviser (the “Minimum Offering”), those persons who purchase Offered Shares will be instructed by the Dealer to shall make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalFS Investment Corporation IV.” Subsequent to the Corporation raising the Minimum Offering, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Offered Shares will be instructed by the Dealer to shall make their checks payable to “UMB BankFS Investment Corporation IV.” Each person desiring to purchase Offered Shares in the Offering must submit subscriptions for a certain dollar amount, N.A.rather than a number of Offered Shares and, as agent for NexPoint Capitala result, Inc.” may receive fractional Offered Shares. The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment Payment not conforming to the foregoing instructions or for a class of Offered Shares that such Processing Broker-Dealer is not authorized to sell on Schedule 1 of this Agreement, or for a sale of Offered Shares not meeting the offering terms and conditions of the Prospectus, shall be returned return such Subscription Agreement and Subscription Payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment Subscription Payments received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods:methods described in this Section II. If Selected Dealer instructs its customers to make its check for Offered Shares subscribed for payable directly to Selected Dealer, in which case Selected Dealer will collect the proceeds of the subscriber’s check and issue a check for the aggregate amount of the subscription proceeds made payable to the order of “FS Investment Corporation IV,” Selected Dealer represents that it is a “$250,000” broker dealer. Selected Dealer hereby agrees to be bound by the terms of the Escrow Agreement, dated September 21, 2015 (the “Escrow Agreement”), by and among UMB Bank, N.A. (the “Escrow Agent”), the Dealer Manager and the Corporation. (a) Where, pursuant to If the internal supervisory procedures of the Dealer, Processing Broker-Dealer conducts its internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment Subscription Payments are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment Subscription Payment for deposit to the Escrow Agent orAgent, or after the Minimum Offering has been obtainedachieved, to the Company Corporation or its designated agent; and. (b) Where, pursuant to If the internal supervisory procedures of the Dealer, final Processing Broker-Dealer conducts its internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment Subscription Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment Subscription Payment for deposit to the Escrow Agent orAgent, or after the Minimum Offering has been satisfiedachieved, to the Company Corporation or its designated agent. (c) . Selected Dealer understands that the Corporation reserves the unconditional right to reject any order, in whole or in part, for any or no reason. Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment Subscription Payment for such account directly to the Escrow Transfer Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment Subscription Payments a list of the subscribers showing the name, U.S. address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Submission of Orders. Each person desiring to purchase Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the purchase price amount of the Offered Shares$10.00 per Share subscribed for, subject to any or such discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 2,000 of Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint Capital, Inc.[ ],” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital, Inc.[ ].” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment not conforming to the foregoing instructions shall be returned directly to such subscriber not later than the end of the next second business day following receipt by the Dealer of such materials. Subscription Agreements and instruments of payment received by the Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (a) Where, pursuant to the internal supervisory procedures of the Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Dealer, the Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (b) Where, pursuant to the internal supervisory procedures of the Dealer, final internal supervisory review is conducted at a Final Review Office, Subscription Agreements and instruments of payment will be transmitted by the Dealer to the Final Review Office by the end of business of the next business day following receipt thereof by the Dealer. The Final Review Office will in turn by noon end of business of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paid.

Submission of Orders. The submission of orders for the purchase of Primary Shares, in any combination of Class A Shares, Class T Shares and Class I Shares, shall proceed as follows: (a) Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the purchase price amount of the applicable purchase price. Except as may be otherwise provided for in the “Plan of Distribution” section of the Prospectus, Offered Shares shall be offered to the public in any combination of Class A Shares, subject to any discounted purchase Class T Shares and Class I Shares, at the per share offering price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event for such class of a Follow-On Offering, such amount per Share as shares set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 4,000 of Primary Shares, which may be in any combination of Class A Shares, Class T Shares and Class I Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 100 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons purchasers who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalNorthStar/RXR New York Metro Real Estate, Inc.” or ” (b) The Processing Broker-Dealer receiving a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfiedobtained, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow AgentCompany. The Processing Broker-Dealer shall furnish to the Escrow Agent Company with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Submission of Orders. Each person desiring to purchase Shares in the Offering (and/or in any the Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (and, in the event of a the Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for the purchase price of the Offered Shares, subject to any discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a the Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Shares (except as otherwise indicated in the Prospectus, in any letter or memorandum from the Company to the Dealer Manager, or in any the Follow-On Prospectus). Minimum subsequent purchases of Shares shall be $500 per transaction (except as otherwise indicated in any the Follow-On Prospectus). Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalMultifamily Realty Trust, Inc.” or a reasonable contractor contraction or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalMultifamily Realty Trust, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment not conforming to the foregoing instructions shall be returned directly to such subscriber not later than the end of the next business day following receipt by the Dealer of such materials. Subscription Agreements and instruments of payment received by the Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (a) Where, pursuant to the internal supervisory procedures of the Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Dealer, the Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agent; and (b) Where, pursuant to the internal supervisory procedures of the Dealer, final internal supervisory review is conducted at a Final Review Office, Subscription Agreements and instruments of payment will be transmitted by the Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. (c) Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paid.

Submission of Orders. The submission of orders for the purchase of Primary Shares, in any combination of Class A Shares and Class T Shares, shall proceed as follows: (a) Each person desiring to purchase Primary Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the purchase price amount of the applicable purchase price. Except as may be otherwise provided for in the “Plan of Distribution” section of the Prospectus, Offered Shares shall be offered to the public in any combination of Class A Shares and Class T Shares, subject to any discounted purchase at the per share offering price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event for such class of a Follow-On Offering, such amount per Share as shares set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 4,000 of Primary Shares, which may be in any combination of Class A Shares and Class T Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Primary Shares shall be $500 100 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons purchasers who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalNorthStar/RXR New York Metro Real Estate, Inc.” or a reasonable contractor or abbreviation thereof. “UMB Bank, N.A., as escrow agent for NorthStar/RXR New York Metro.” Thereafter, those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalNorthStar/RXR New York Metro Real Estate, Inc.” ” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfiedobtained, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Submission of Orders. Each person desiring to purchase Shares in the Offering (and/or in any the Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (and, in the event of a the Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for the purchase price of the Offered Shares, subject to any discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a the Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Shares (except as otherwise indicated in the Prospectus, in any letter or memorandum from the Company to the Dealer Manager, or in any the Follow-On Prospectus). Minimum subsequent purchases of Shares shall be $500 per transaction (except as otherwise indicated in any the Follow-On Prospectus). Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalHospitality Trust, Inc.” or a reasonable contractor contraction or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalHospitality Trust, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment not conforming to the foregoing instructions shall be returned directly to such subscriber not later than the end of the next business day following receipt by the Dealer of such materials. Subscription Agreements and instruments of payment received by the Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (a) Where, pursuant to the internal supervisory procedures of the Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Dealer, the Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agent; and (b) Where, pursuant to the internal supervisory procedures of the Dealer, final internal supervisory review is conducted at a Final Review Office, Subscription Agreements and instruments of payment will be transmitted by the Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. (c) Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow AgentAgent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. Dealer shall furnish to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent, with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paid.

Submission of Orders. Each person desiring to purchase Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the purchase price amount of the Offered Shares$10.00 per Share subscribed for, subject to any or such discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 2,000 of Shares (except as otherwise indicated in the Prospectus, in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus). Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint Capital▇’▇▇▇▇▇▇▇ Strategic Industrial REIT, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital▇’▇▇▇▇▇▇▇ Strategic Industrial REIT, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment not conforming to the foregoing instructions shall be returned directly to such subscriber not later than the end of the next second business day following receipt by the Dealer of such materials. Subscription Agreements and instruments of payment received by the Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (a) Where, pursuant to the internal supervisory procedures of the Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Dealer, the Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (b) Where, pursuant to the internal supervisory procedures of the Dealer, final internal supervisory review is conducted at a Final Review Office, Subscription Agreements and instruments of payment will be transmitted by the Dealer to the Final Review Office by the end of business of the next business day following receipt thereof by the Dealer. The Final Review Office will in turn by noon end of business of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paid.

Submission of Orders. (a) Each person desiring to purchase Offered Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the initial amount of $10.00 per Class A Share, $9.68 per Class T Share, $9.39 per Class D Share and $9.20 per Class I Share until the Fund has achieved the Minimum Offering Requirement, and thereafter at a public offering price equal to the Fund’s NAV plus the applicable selling commissions and/or Dealer Manager Fees, or such other per share purchase price as the Fund’s Board of the Offered Shares, Directors may establish from time to time (subject to any discounted purchase price per Share that may apply available discounts based upon the available discounts volume of shares purchased and for certain categories of purchasers, as specified in the Prospectus (orProspectus). In no event shall the aggregate selling commissions, Dealer Manager Fees and Distribution Fees exceed 8.0% of the gross offering proceeds received in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $5,000 in Offered Shares; however, for qualified accounts the minimum initial purchase is $2,500 of in Offered Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company Fund to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Offered Shares shall be $500 100 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company Fund has satisfied received and accepted the Minimum Offering Requirement and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state)Account, those persons purchasers who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint Capital, Inc.Steadfast Alcentra Global Credit Fund.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment not conforming to the foregoing instructions shall be returned directly to such subscriber not later than the end of the next business day following receipt by the Dealer of such materials. Subscription Agreements and instruments of payment received by the Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (a) Where, pursuant to the internal supervisory procedures of the Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Dealer, the Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agent; and (b) Where, pursuant to the internal supervisory procedures of the Dealer, final internal supervisory review is conducted at a Final Review Office, Subscription Agreements and instruments of payment will be transmitted by the Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agentSteadfast Alcentra Global Credit Fund. (c) Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paid.”

Submission of Orders. Each person desiring to purchase Shares Units in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Dealer such completed Subscription Agreement, together with a check, draft, check in U.S. dollars or by wire or money order transfer of immediately available funds (hereinafter referred to as an “instrument of payment”) initially in the amount of $10.00 per Class A Unit, $9.576 per Class C Unit and $9.186 per Class I Unit subscribed for in the purchase price of the Offered Sharesprimary Offering, subject to any or such discounted purchase price per Share Unit that may apply based upon the available discounts specified in the Prospectus (oror at any other price as may be set by the Company following a quarterly valuation of its assets. Each class of DRIP Units will be initially sold at $9.025 per unit until such time as the Company commences valuations of its assets during the first full quarter following the satisfaction of the Minimum Offering and, thereafter, at the price equal to the current offering price per Unit, less the sales fees associated with that class of units in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus)Company’s primary offering. There shall be a minimum initial purchase in the primary Offering by any one purchaser of $2,500 2,000 of Shares Units (except as otherwise indicated in the Prospectus, in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares Units shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares Units will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalTriLinc Global Impact Fund, Inc.” or a reasonable contractor or abbreviation thereofLLC”. Thereafter, those persons who purchase Shares Units will be instructed by the Dealer to make their checks payable to “UMB BankTriLinc Global Impact Fund, N.A., as agent for NexPoint Capital, Inc.” LLC”. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares Units subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment not conforming to the foregoing instructions shall be returned directly to such subscriber not later than the end ten business days of the next business day following receipt by the Dealer of such materials. Subscription Agreements and instruments of payment received by the Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end of business of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon end of business of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. (c) to such other account or agent as directed by the Company. Notwithstanding the foregoing, with respect to any Shares Units to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount and class of Shares Units subscribed for, and the amount of money paid.

Submission of Orders. (a) Each person desiring to purchase Offered Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement subscription agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus“Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for the purchase price of the Offered Shares, subject to any discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Offered Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Offered Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus)transaction. Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account have been released (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalMultifamily Realty Trust, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalMultifamily Realty Trust, Inc.” ” (b) The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments instrument of payment not conforming to the foregoing instructions shall be returned return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (ai) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agent; and (bii) Wherewhere, pursuant to the internal supervisory procedures of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow AgentAgent or, after the Minimum Offering has been satisfied, to the Company or its designated agent. The Processing Broker-Dealer shall furnish to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid. (d) The Dealer Manager acknowledges and agrees that the Company reserves the unconditional right to reject any order for any reason.

Submission of Orders. Each person desiring to purchase Offered Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix Appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Selected Dealer or Dealer Manager, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, draft or wire or money order (hereinafter referred to as an a “instrument of paymentSubscription Payment”) for the purchase price of the Offered Shares, subject . Selected Dealer shall only offer to any discounted purchase price per Share sell and accept completed Subscription Agreements and Subscription Payments for classes of Offered Shares that may apply based upon it is authorized to sell on Schedule 1 to this Agreement and in accordance with the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share offering terms and conditions as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of 5,000 in Class A, Class D, or Class T Offered Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company Corporation to the Dealer Manager), and a minimum initial purchase by any one purchaser of $500,000 for Class I Offered Shares. Additional purchases of Class A, Class D, or in any Follow-On Prospectus). Minimum subsequent purchases of Class T Offered Shares shall be in increments of $500 per transaction transaction, and additional purchases of Class I Offered Shares shall be in increments of $50,000 per transaction, except for purchases made pursuant to the Corporation’s distribution reinvestment plan (except “DRP”), as otherwise indicated described in any Follow-On the Prospectus). Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater Any minimum purchase amount as may be applicable waived in respect the sole discretion of any greater escrow in respect the Corporation. Prior to the Corporation raising gross offering proceeds of subscribers $1,000,000 from any statepersons not affiliated with the Corporation or the Adviser (the “Minimum Offering”), those persons who purchase Offered Shares will be instructed by the Dealer to shall make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint CapitalFS Investment Corporation IV.” Subsequent to the Corporation raising the Minimum Offering, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Offered Shares will be instructed by the Dealer to shall make their checks payable to “UMB BankFS Investment Corporation IV.” Each person desiring to purchase Offered Shares in the Offering must submit subscriptions for a certain dollar amount, N.A.rather than a number of Offered Shares and, as agent for NexPoint Capitala result, Inc.” may receive fractional Offered Shares. The Processing Broker-Dealer Manager may authorize Dealer, if Dealer is receiving a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks Subscription Agreement and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment Payment not conforming to the foregoing instructions or for a class of Offered Shares that such Processing Broker-Dealer is not authorized to sell on Schedule 1 of this Agreement, or for a sale of Offered Shares not meeting the offering terms and conditions of the Prospectus, shall be returned return such Subscription Agreement and Subscription Payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and instruments of payment Subscription Payments received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods:methods described in this Section II. If Selected Dealer instructs its customers to make its check for Offered Shares subscribed for payable directly to Selected Dealer, in which case Selected Dealer will collect the proceeds of the subscriber’s check and issue a check for the aggregate amount of the subscription proceeds made payable to the order of “FS Investment Corporation IV,” Selected Dealer represents that it is a “$250,000” broker dealer. Selected Dealer hereby agrees to be bound by the terms of the Escrow Agreement, dated [●], 2015 (the “Escrow Agreement”), by and among UMB Bank, N.A. (the “Escrow Agent”), the Dealer Manager and the Corporation. (a) Where, pursuant to If the internal supervisory procedures of the Dealer, Processing Broker-Dealer conducts its internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment Subscription Payments are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment Subscription Payment for deposit to the Escrow Agent orAgent, or after the Minimum Offering has been obtainedachieved, to the Company Corporation or its designated agent; and. (b) Where, pursuant to If the internal supervisory procedures of the Dealer, final Processing Broker-Dealer conducts its internal supervisory review is conducted at a different location (the “Final Review Office”), Subscription Agreements and instruments of payment Subscription Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment Subscription Payment for deposit to the Escrow Agent orAgent, or after the Minimum Offering has been satisfiedachieved, to the Company Corporation or its designated agent. (c) . Selected Dealer understands that the Corporation reserves the unconditional right to reject any order, in whole or in part, for any or no reason. Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment Subscription Payment for such account directly to the Escrow Transfer Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment Subscription Payments a list of the subscribers showing the name, U.S. address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Submission of Orders. 14.1 Each person desiring to purchase Offered Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) Investor Application and to deliver to the Participating Broker-Dealer or Dealer Manager, as the case may be (the “Processing Broker-Dealer”), such completed Subscription AgreementInvestor Application, together with a check, draft, wire or money order (hereinafter referred to as an a “instrument of paymentSubscription Payment”) for the purchase price of the Offered Shares, subject except for Offered Shares purchased through the networking system of the National Securities Clearing Corporation (“NSCC”), to the extent applicable. To the extent applicable, Offered Shares purchased through the networking system of NSCC will be governed by applicable NSCC rules and procedures, and any discounted purchase price per Share agreement or other arrangement between the Fund, Dealer Manager and Participating Broker-Dealer relating to networking. The Dealer Manager shall ensure that may apply based upon any Participating Broker-Dealer shall only offer to sell and accept Investor Applications and Subscription Payments for Offered Shares in accordance with the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share offering terms and conditions as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 of Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company Fund to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent Additional purchases of Offered Shares shall be in increments of $500 per transaction (transaction, except for purchases made pursuant to the Distribution Reinvestment Plan, as otherwise indicated described in any Follow-On the Prospectus). Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater Any minimum purchase amount as may be applicable waived in respect the sole discretion of any greater escrow in respect of subscribers from any state), those persons the Fund. Persons who purchase Offered Shares will be instructed by the Dealer to shall make their checks Subscription Payments payable to “UMB Bank, N.A., as escrow agent for NexPoint Capital, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint CapitalOxford Park Income Fund, Inc.” The Dealer Manager may authorize DealerFund will sell the Offered Shares on a continuous basis at prices and in accordance with the offering terms and conditions set forth in and subject to any adjustment described or otherwise provided in the Prospectus. Each person desiring to purchase Offered Shares in the Offering must submit subscriptions for a certain dollar amount, if Dealer is rather than a “$250,000 broker-dealer,” to instruct its customers to make its checks for number of Offered Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Companyand, as the case a result, may be, for the aggregate amount of the subscription proceedsreceive fractional Offered Shares. The Processing Broker-Dealer receiving an Investor Application and Subscription Agreements and instruments of payment Payment not conforming to the foregoing instructions instructions, or for a sale of Offered Shares not meeting the offering terms and conditions set forth in the Prospectus, shall be returned return such Investor Application and Subscription Payment directly to such subscriber not later than the end of the next second business day following receipt by the Processing Broker-Dealer of such materials. Investor Applications and Subscription Agreements and instruments of payment Payments received by the Processing Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the methods described in this Section 14. Transmittal of received investor funds will be made in accordance with the following methods:procedures. (a) Where, pursuant to 14.2 If the internal supervisory procedures of the Dealer, Processing Broker-Dealer conducts its internal supervisory review is conducted at the same location at which Investor Applications and Subscription Agreements and instruments of payment Payments are received from subscribers, then, by noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Investor Applications and Subscription Agreements and instruments of payment Payment for deposit to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company Fund or its designated agent; and. (b) Where, pursuant to 14.3 If the internal supervisory procedures of the Dealer, final Processing Broker-Dealer conducts its internal supervisory review is conducted at a different location (the “Final Review Office”), Investor Applications and Subscription Agreements and instruments of payment Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt thereof by the Processing Broker-Dealer. The Final Review Office will in turn by noon of the next business day following receipt thereof by the Final Review Office, transmit such Investor Applications and Subscription Agreements and instruments of payment Payment for deposit to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company Fund or its designated agent. (c) . Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Investor Application and Subscription Agreement and instrument of payment Payment for such account directly for deposit to the Escrow AgentFund or its designated agent. The Processing Broker-Dealer shall furnish to the Escrow Agent escrow agent, the Fund or its designated agent, as applicable, with each delivery of instruments of payment Subscription Payments a list of the subscribers showing the name, U.S. address, tax identification number, state of residence, amount of Offered Shares subscribed for, for and the amount of money paid.

Submission of Orders. Each person desiring to purchase Shares in the Offering (and/or in any Follow-On Offering) will be required to complete and execute a Subscription Agreement in the form attached as an appendix to the Prospectus (and, in the event of a Follow-On Offering, the applicable Follow-On Prospectus) and to deliver to Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) for in the purchase price amount of the Offered Shares$10.00 per Share subscribed for, subject to any or such discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus (or, in the event of a Follow-On Offering, such amount per Share as set forth in the applicable Follow-On Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 2,000 of Shares (except as otherwise indicated in the Prospectus, in any letter or memorandum from the Company to the Dealer Manager, or in any Follow-On Prospectus). Minimum subsequent purchases of Shares shall be $500 per transaction (except as otherwise indicated in any Follow-On Prospectus). Until such time as the Company has satisfied the Minimum Offering and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for NexPoint Capital▇’▇▇▇▇▇▇▇ Strategic Gateway REIT, Inc.” or “UMB Bank, N.A., E.A. for ▇’▇▇▇▇▇▇▇ Strategic Gateway REIT, Inc.” or a reasonable contractor or abbreviation thereof. Thereafter, those persons who purchase Shares will be instructed by the Dealer to make their checks payable to “UMB Bank, N.A., as agent for NexPoint Capital▇’▇▇▇▇▇▇▇ Strategic Gateway REIT, Inc.” The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer,” to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable to the order of the Escrow Agent or the Company, as the case may be, for the aggregate amount of the subscription proceeds. Subscription Agreements and instruments of payment not conforming to the foregoing instructions shall be returned directly to such subscriber not later than the end of the next second business day following receipt by the Dealer of such materials. Subscription Agreements and instruments of payment received by the Dealer which conform to the foregoing instructions shall be transmitted for deposit pursuant to one of the following methods: (a) Where, pursuant to the internal supervisory procedures of the Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are received from subscribers, then, by noon of the next business day following receipt by the Dealer, the Dealer will transmit the Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or its designated agentto such other account or agent as directed by the Company; and (b) Where, pursuant to the internal supervisory procedures of the Dealer, final internal supervisory review is conducted at a Final Review Office, Subscription Agreements and instruments of payment will be transmitted by the Dealer to the Final Review Office by the end of business of the next business day following receipt thereof by the Dealer. The Final Review Office will in turn by noon end of business of the next business day following receipt thereof by the Final Review Office, transmit such Subscription Agreements and instruments of payment to the Escrow Agent or, after the Minimum Offering has been satisfied, to the Company or its designated agentto such other account or agent as directed by the Company. (c) Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent. Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paid.