Exhibit 10.8


 


MULTIFAMILY NOTE


(Park & Kingston Apartments)


 


	US $15,250,000.00	March 16, 2015


 


FOR VALUE RECEIVED,
the undersigned (“Borrower”) promises to pay to the order of CBRE MULTIFAMILY CAPITAL, INC., a Delaware corporation
(“Lender”), the principal amount of Fifteen Million Two Hundred Fifty Thousand Dollars (US $15,250,000.00)
(the “Mortgage Loan”), together with interest thereon accruing at the Interest Rate on the unpaid principal
balance from the date the Mortgage Loan proceeds are disbursed until fully paid in accordance with the terms hereof and of that
certain Multifamily Loan and Security Agreement dated as of the date hereof, by and between Borrower and Lender (as the same may
be amended, restated, replaced, supplemented or otherwise modified from time to time, the “Loan Agreement”).


 


		1.	Defined Terms.



 


Capitalized terms used
and not specifically defined in this Multifamily Note (this “Note”) have the meanings given to such terms in
the Loan Agreement.


 


		2.	Repayment.



 


Borrower agrees to pay
the principal amount of the Mortgage Loan and interest on the principal amount of the Mortgage Loan from time to time outstanding
at the Interest Rate or such other rate or rates and at the times specified in the Loan Agreement, together with all other amounts
due to Lender under the Loan Documents. The outstanding balance of the Mortgage Loan and all accrued and unpaid interest thereon
shall be due and payable on the Maturity Date, together with all other amounts due to Lender under the Loan Documents.


 


		3.	Security.



 


The Mortgage Loan evidenced
by this Note, together with all other Indebtedness is secured by, among other things, the Security Instrument, the Loan Agreement
and the other Loan Documents. All of the terms, covenants and conditions contained in the Loan Agreement, the Security Instrument
and the other Loan Documents are hereby made part of this Note to the same extent and with the same force as if they were fully
set forth herein. In the event of a conflict or inconsistency between the terms of this Note and the Loan Agreement, the terms
and provisions of the Loan Agreement shall govern.


 


		4.	Acceleration.



 


In accordance with the
Loan Agreement, if an Event of Default has occurred and is continuing, the entire unpaid principal balance of the Mortgage Loan,
any accrued and unpaid interest, including interest accruing at the Default Rate, the Prepayment Premium (if applicable), and all
other amounts payable under this Note, the Loan Agreement and any other Loan Document shall at once become due and payable, at
the option of Lender, without any prior notice to Borrower, unless applicable law requires otherwise (and in such case, after satisfactory
notice has been given).


 


	Multifamily Note – Multistate	Form 6010	Page 1
	 	 	 
	Fannie Mae	06-12	© 2012 Fannie Mae
	 	 	 
	(Park & Kingston Apartments)	 	 


 



    	 



    	 



    

 


 


		5.	Personal Liability.



 


The provisions of Article 3
(Personal Liability) of the Loan Agreement are hereby incorporated by reference into this Note to the same extent and with the
same force as if fully set forth herein.


 


		6.	Governing Law.



 


This Note shall be governed
in accordance with the terms and provisions of Section 15.01 (Governing Law; Consent to Jurisdiction and Venue) of the Loan
Agreement.


 


		7.	Waivers.



 


Presentment, demand for
payment, notice of nonpayment and dishonor, protest and notice of protest, notice of acceleration, notice of intent to demand or
accelerate payment or maturity, presentment for payment, notice of nonpayment, grace and diligence in collecting the Indebtedness
are waived by Borrower, for and on behalf of itself, Guarantor and Key Principal, and all endorsers and guarantors of this Note
and all other third party obligors or others who may become liable for the payment of all or any part of the Indebtedness.


 


		8.	Commercial Purpose.



 


Borrower represents that
the Indebtedness is being incurred by Borrower solely for the purpose of carrying on a business or commercial enterprise or activity,
and not for agricultural, personal, family or household purposes.


 


		9.	Construction; Joint and Several (or Solidary, as
applicable) Liability.



 


(a)             Section 15.08
(Construction) of the Loan Agreement is hereby incorporated herein as if fully set forth in the body of this Note.


 


(b)             If more than one
Person executes this Note as Borrower, the obligations of such Person shall be joint and several (solidary instead for purposes
of Louisiana law).


 


		10.	Notices.



 


All Notices
required or permitted to be given by Lender to Borrower pursuant to this Note shall be given in accordance with Section 15.02
(Notice) of the Loan Agreement.


 


	Multifamily Note – Multistate	Form 6010	Page 2
	 	 	 
	Fannie Mae	06-12	© 2012 Fannie Mae
	 	 	 
	(Park & Kingston Apartments)	 	 


 




    	 



    	 



    

  


		11.	Time is of the Essence.



 


Borrower agrees that, with
respect to each and every obligation and covenant contained in this Note, time is of the essence.


 


		12.	Loan Charges Savings Clause.



 


Borrower agrees to pay
an effective rate of interest equal to the sum of the Interest Rate and any additional rate of interest resulting from any other
charges of interest or in the nature of interest paid or to be paid in connection with the Mortgage Loan and any other fees or
amounts to be paid by Borrower pursuant to any of the other Loan Documents. Neither this Note, the Loan Agreement nor any of the
other Loan Documents shall be construed to create a contract for the use, forbearance or detention of money requiring payment of
interest at a rate greater than the maximum interest rate permitted to be charged under applicable law. It is expressly stipulated
and agreed to be the intent of Borrower and Lender at all times to comply with all applicable laws governing the maximum rate or
amount of interest payable on the Indebtedness evidenced by this Note and the other Loan Documents. If any applicable law limiting
the amount of interest or other charges permitted to be collected from Borrower is interpreted so that any interest or other charge
or amount provided for in any Loan Document, whether considered separately or together with other charges or amounts provided for
in any other Loan Document, or otherwise charged, taken, reserved or received in connection with the Mortgage Loan, or on acceleration
of the maturity of the Mortgage Loan or as a result of any prepayment by Borrower or otherwise, violates that law, and Borrower
is entitled to the benefit of that law, that interest or charge is hereby reduced to the extent necessary to eliminate any such
violation. Amounts, if any, previously paid to Lender in excess of the permitted amounts shall be applied by Lender to reduce the
unpaid principal balance of the Mortgage Loan without the payment of any prepayment premium (or, if the Mortgage Loan has been
or would thereby be paid in full, shall be refunded to Borrower), and the provisions of the Loan Agreement and any other Loan Documents
immediately shall be deemed reformed and the amounts thereafter collectible under the Loan Agreement and any other Loan Documents
reduced, without the necessity of the execution of any new documents, so as to comply with any applicable law, but so as to permit
the recovery of the fullest amount otherwise payable under the Loan Documents. For the purpose of determining whether any applicable
law limiting the amount of interest or other charges permitted to be collected from Borrower has been violated, all Indebtedness
that constitutes interest, as well as all other charges made in connection with the Indebtedness that constitute interest, and
any amount paid or agreed to be paid to Lender for the use, forbearance or detention of the Indebtedness, shall be deemed to be
allocated and spread ratably over the stated term of the Mortgage Loan. Unless otherwise required by applicable law, such allocation
and spreading shall be effected in such a manner that the rate of interest so computed is uniform throughout the stated term of
the Mortgage Loan.


 


	Multifamily Note – Multistate	Form 6010	Page 3
	 	 	 
	Fannie Mae	06-12	© 2012 Fannie Mae
	 	 	 
	(Park & Kingston Apartments)	 	 


 




    	 



    	 



    

 


		13.	WAIVER OF TRIAL BY JURY.



 


TO THE MAXIMUM EXTENT
PERMITTED BY LAW, EACH OF BORROWER AND LENDER (A) AGREES NOT TO ELECT A TRIAL BY JURY WITH RESPECT TO ANY ISSUE ARISING OUT
OF THIS NOTE OR THE RELATIONSHIP BETWEEN THE PARTIES AS LENDER AND BORROWER THAT IS TRIABLE OF RIGHT BY A JURY AND (B) WAIVES
ANY RIGHT TO TRIAL BY JURY WITH RESPECT TO SUCH ISSUE TO THE EXTENT THAT ANY SUCH RIGHT EXISTS NOW OR IN THE FUTURE. THIS WAIVER
OF RIGHT TO TRIAL BY JURY IS SEPARATELY GIVEN BY EACH PARTY, KNOWINGLY AND VOLUNTARILY WITH THE BENEFIT OF COMPETENT LEGAL COUNSEL.


 


		14.	Receipt of Loan Documents.



 


Borrower acknowledges receipt
of a copy of each of the Loan Documents.


 


		15.	Incorporation of Schedules.



 


The schedules, if any,
attached to this Note are incorporated fully into this Note by this reference and each constitutes a substantive part of this Note.


 


ATTACHED SCHEDULE.
The following Schedule is attached to this Note:


 


	 ̈	Schedule 1	Modifications to Note


 


[Remainder of Page Intentionally Blank]


 


	Multifamily Note – Multistate	Form 6010	Page 4
	 	 	 
	Fannie Mae	06-12	© 2012 Fannie Mae
	 	 	 
	(Park & Kingston Apartments)	 	 


 




    	 



    	 



    

 


IN WITNESS WHEREOF,
Borrower has signed and delivered this Note under seal (where applicable) or has caused this Note to be signed and delivered under
seal (where applicable) by its duly authorized representative. Where applicable law so provides, Borrower intends that this Note
shall be deemed to be signed and delivered as a sealed instrument.


 





	 	BORROWER:
	 	 
	 	BR PARK & KINGSTON CHARLOTTE, LLC,
	 	a Delaware limited liability company
	 	 	 
	 	By: 	23Hundred, LLC,
	 	 	a Delaware limited liability company,
	 	 	its Sole Member
	 	 	 	 	 
	 	 	By: 	/s/ Jordan Ruddy 	(SEAL)
	 	 	Name:	Jordan Ruddy
	 	 	Title:	Authorized Signatory
	 	 







 


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	 	PAY TO THE ORDER OF ___________________ ____________________, WITHOUT RECOURSE.
	 	 
	 	CBRE MULTIFAMILY CAPITAL, INC.,
	 	a Delaware corporation
	 	 
	 	 	 	 
	 	By: 	/s/ Marion S. Green	(SEAL)
	 	Name: Marion S. Green
	 	Title:  Vice President