Common Contracts

44 similar Dealer Manager Agreement contracts by NorthStar Real Estate Income II, Inc., Moody National REIT II, Inc., Steadfast Apartment REIT, Inc., others

MOODY NATIONAL REIT II, INC. DEALER MANAGER AGREEMENT Up to $990,000,000 in Shares of Common Stock, $0.01 par value per share July 16, 2018
Dealer Manager Agreement • July 16th, 2018 • Moody National REIT II, Inc. • Real estate investment trusts • Texas

This Dealer Manager Agreement (the “Agreement”) by and among Moody National REIT II, Inc., a Maryland corporation (the “Company”), Moody National Operating Partnership II, LP, a Delaware limited partnership and the Company’s operating partnership subsidiary (the “Operating Partnership”), Moody National Advisor II, LLC, a Delaware limited liability company that serves as the Company’s advisor (the “Advisor”), but only with respect to Sections 5.2 and 5.3 of this Agreement, and Moody Securities, LLC, a Delaware limited liability company (the “Dealer Manager”), shall become effective (the “DMA Effective Date”) as of the day the Securities and Exchange Commission (the “Commission”) first declares effective the Registration Statement (as hereinafter defined).

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MOODY NATIONAL REIT II, INC. FORM OF DEALER MANAGER AGREEMENT Up to $990,000,000 in Shares of Common Stock, $0.01 par value per share
Dealer Manager Agreement • June 4th, 2018 • Moody National REIT II, Inc. • Real estate investment trusts • Texas

This Dealer Manager Agreement (the ”Agreement”) by and among Moody National REIT II, Inc., a Maryland corporation (the ”Company”), Moody National Operating Partnership II, LP, a Delaware limited partnership and the Company’s operating partnership subsidiary (the ”Operating Partnership”), Moody National Advisor II, LLC, a Delaware limited liability company that serves as the Company’s advisor (the ”Advisor”), but only with respect to Sections 5.2 and 5.3 of this Agreement, and Moody Securities, LLC, a Delaware limited liability company (the ”Dealer Manager”), shall become effective (the “DMA Effective Date”) as of the day the Securities and Exchange Commission (the ”Commission”) first declares effective the Registration Statement (as hereinafter defined).

NORTHSTAR/RXR NEW YORK METRO REAL ESTATE, INC. Up to $2,000,000,000 in Shares of Common Stock, $0.01 par value per share FORM OF SECOND AMENDED AND RESTATED DEALER MANAGER AGREEMENT
Dealer Manager Agreement • August 22nd, 2016 • NorthStar/RXR New York Metro Real Estate, Inc. • Real estate investment trusts • New York
STEADFAST APARTMENT REIT III, INC. AMENDED AND RESTATED DEALER MANAGER AGREEMENT Up to $1,300,000,000 in Shares of Common Stock, $0.01 par value per share July 25, 2016
Dealer Manager Agreement • July 27th, 2016 • Steadfast Apartment REIT III, Inc. • Real estate investment trusts • New York

Steadfast Apartment REIT III, Inc., a Maryland corporation (the “Company”), has registered for public sale (the “Offering”) a maximum of $1,300,000,000 in shares of its common stock, $0.01 par value per share (the “Common Stock”), of which amount: (a) up to $1,000,000,000 in shares of Common Stock, consisting of Class A shares (“Class A Shares”), Class R shares (“Class R Shares”) and Class T shares (the “Class T Shares”), are being offered to the public pursuant to the Company’s primary offering (the “Primary Shares”); and (b) up to $300,000,000 in shares of Common Stock, consisting of Class A Shares, Class R Shares and Class T Shares, are being offered to stockholders of the Company pursuant to the Company’s distribution reinvestment plan (the “DRIP Shares” and, together with the Primary Shares, the “Offered Shares”). The Primary Shares are to be issued and sold to the public on a “best efforts” basis through you (the “Dealer Manager”) as the managing dealer and the broker-dealers par

STEADFAST APARTMENT REIT III, INC. FORM OF AMENDED AND RESTATED DEALER MANAGER AGREEMENT Up to $1,300,000,000 in Shares of Common Stock, $0.01 par value per share
Dealer Manager Agreement • June 21st, 2016 • Steadfast Apartment REIT III, Inc. • Real estate investment trusts • New York

Steadfast Apartment REIT III, Inc., a Maryland corporation (the “Company”), has registered for public sale (the “Offering”) a maximum of $1,300,000,000 in shares of its common stock, $0.01 par value per share (the “Common Stock”), of which amount: (a) up to $1,000,000,000 in shares of Common Stock, consisting of Class A shares (“Class A Shares”), Class R shares (“Class R Shares”) and Class T shares (the “Class T Shares”), are being offered to the public pursuant to the Company’s primary offering (the “Primary Shares”); and (b) up to $300,000,000 in shares of Common Stock, consisting of Class A Shares, Class R Shares and Class T Shares, are being offered to stockholders of the Company pursuant to the Company’s distribution reinvestment plan (the “DRIP Shares” and, together with the Primary Shares, the “Offered Shares”). The Primary Shares are to be issued and sold to the public on a “best efforts” basis through you (the “Dealer Manager”) as the managing dealer and the broker-dealers par

NORTHSTAR REAL ESTATE INCOME II, INC. Up to $200,000,000 in Shares of Common Stock, $0.01 par value per share FORM OF DEALER MANAGER AGREEMENT
Dealer Manager Agreement • April 28th, 2016 • NorthStar Real Estate Income II, Inc. • Real estate investment trusts • New York
STEADFAST APARTMENT REIT III, INC. DEALER MANAGER AGREEMENT Up to $1,300,000,000 in Shares of Common Stock, $0.01 par value per share January 28, 2016
Dealer Manager Agreement • February 3rd, 2016 • Steadfast Apartment REIT III, Inc. • Real estate investment trusts • New York

Steadfast Apartment REIT III, Inc., a Maryland corporation (the “Company”), has registered for public sale (the “Offering”) a maximum of $1,300,000,000 in shares of its common stock, $0.01 par value per share (the “Common Stock”), of which amount: (a) up to $1,000,000,000 in shares of Common Stock, consisting of Class A shares (“Class A Shares”) and Class T shares (the “Class T Shares”), are being offered to the public pursuant to the Company’s primary offering (the “Primary Shares”); and (b) up to $300,000,000 in shares of Common Stock, consisting of Class A Shares and Class T Shares, are being offered to stockholders of the Company pursuant to the Company’s distribution reinvestment plan (the “DRIP Shares” and, together with the Primary Shares, the “Offered Shares”). The Primary Shares are to be issued and sold to the public on a “best efforts” basis through you (the “Dealer Manager”) as the managing dealer and the broker-dealers participating in the Offering (the “Participating Deal

MOODY NATIONAL REIT II, INC. AMENDED AND RESTATED DEALER MANAGER AGREEMENT Up to $1,100,000,000 in Shares of Common Stock, $0.01 par value per share January 15, 2016
Dealer Manager Agreement • January 15th, 2016 • Moody National REIT II, Inc. • Real estate investment trusts • Texas

This Amended and Restated Dealer Manager Agreement (the “Agreement”) by and among Moody National REIT II, Inc., a Maryland corporation (the “Company”), Moody National Operating Partnership II, L.P., a Delaware limited partnership and the Company’s operating partnership subsidiary (the “Operating Partnership”), and Moody Securities, LLC, a Delaware limited liability company (the “Dealer Manager”), shall become effective as of the day the Securities and Exchange Commission (the “Commission”) declares the Company’s Post-Effective Amendment No. 2 to the Registration Statement on Form S-11 effective.

NORTHSTAR REAL ESTATE INCOME II, INC. Up to $1,650,000,000 in Shares of Common Stock, $0.01 par value per share AMENDED AND RESTATED DEALER MANAGER AGREEMENT October 16, 2015
Dealer Manager Agreement • January 11th, 2016 • NorthStar Real Estate Income II, Inc. • Real estate investment trusts • New York

NorthStar Real Estate Income II, Inc., a Maryland corporation (the “Company”), has registered for public sale (the “Offering”) a maximum of $1,650,000,000 in shares of its common stock, $0.01 par value per share (the “Common Stock”). The Company proposes to offer (a) up to $1,500,000,000 in shares of Common Stock pursuant to the Company’s primary offering (the “Primary Shares”) in any combination of Class A and Class T shares of Common Stock (which are referred to herein individually as “Class A Shares” and “Class T Shares) and (b) up to $150,000,000 in any combination of Class A Shares and Class T Shares pursuant to the Company’s distribution reinvestment plan (the “DRIP Shares” and, together with the Primary Shares, the “Offered Shares”). The Offered Shares are to be issued and sold to the public on a “best efforts” basis through you (the “Dealer Manager”) as the managing dealer and the broker-dealers participating in the Offering. The Company has reserved the right to reallocate the

NORTHSTAR/RXR NEW YORK METRO REAL ESTATE, INC. Up to $2,000,000,000 in Shares of Common Stock, $0.01 par value per share FORM OF AMENDED AND RESTATED DEALER MANAGER AGREEMENT November [ ], 2015
Dealer Manager Agreement • November 5th, 2015 • NorthStar/RXR New York Metro Real Estate, Inc. • Real estate investment trusts • New York

NorthStar/RXR New York Metro Real Estate, Inc., a Maryland corporation (the “Company”), has registered for public sale (the “Offering”) a maximum of $2,000,000,000 in shares of its common stock, $0.01 par value per share (the “Common Stock”). The Company proposes to offer (a) up to $1,800,000,000 in shares of Common Stock pursuant to the Company’s primary offering (the “Primary Shares”) in any combination of Class A and Class T shares of Common Stock (which are referred to herein individually as “Class A Shares” and “Class T Shares”); and (b) up to $200,000,000 in any combination of Class A Shares and Class T Shares pursuant to the Company’s distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Offered Shares”). The Offered Shares are to be issued and sold to the public on a “best efforts” basis through you (the “Dealer Manager”) as the managing dealer and the broker-dealers participating in the Offering. The Company has reserved the right to real

STEADFAST APARTMENT REIT, INC. SECOND AMENDED AND RESTATED DEALER MANAGER AGREEMENT Up to $1,100,000,000 in Shares of Common Stock, $0.01 par value per share October 15, 2015
Dealer Manager Agreement • October 15th, 2015 • Steadfast Apartment REIT, Inc. • Real estate investment trusts • Delaware

This Second Amended and Restated Dealer Manager Agreement (the “Agreement”) by and among Steadfast Apartment REIT, Inc., a Maryland corporation (the “Company”), Steadfast Apartment REIT Operating Partnership, L.P., a Delaware limited partnership and the Company’s operating partnership subsidiary (the “Operating Partnership”), and Steadfast Capital Markets Group, LLC, a Delaware limited liability company (the “Dealer Manager”) shall become effective as of the day the Securities and Exchange Commission (the “Commission”) declares the Company’s Post-Effective Amendment No. 9 to the Registration Statement on Form S-11 effective.

NORTHSTAR REAL ESTATE INCOME II, INC. Up to $1,650,000,000 in Shares of Common Stock, $0.01 par value per share FORM OF AMENDED AND RESTATED DEALER MANAGER AGREEMENT
Dealer Manager Agreement • October 9th, 2015 • NorthStar Real Estate Income II, Inc. • Real estate investment trusts • New York
NORTHSTAR REAL ESTATE INCOME II, INC. Up to $1,650,000,000 in Shares of Common Stock, $0.01 par value per share FORM OF AMENDED AND RESTATED DEALER MANAGER AGREEMENT
Dealer Manager Agreement • August 7th, 2015 • NorthStar Real Estate Income II, Inc. • Real estate investment trusts • New York
NORTHSTAR/RXR NEW YORK METRO INCOME, INC. Up to $2,000,000,000 in Shares of Common Stock, $0.01 par value per share DEALER MANAGER AGREEMENT
Dealer Manager Agreement • February 6th, 2015 • NorthStar/RXR New York Metro Income, Inc. • Real estate investment trusts • New York

NorthStar/RXR New York Metro Income, Inc., a Maryland corporation (the “Company”), has registered for public sale (the “Offering”) a maximum of $2,000,000,000 in shares of its common stock, $0.01 par value per share (the “Common Stock”). The Company proposes to offer (a) up to $1,800,000,000 in shares of Common Stock pursuant to the Company’s primary offering (the “Primary Shares”); and (b) up to $200,000,000 in shares of Common Stock of the Company pursuant to the Company’s distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Offered Shares”). The Shares are to be issued and sold to the public on a “best efforts” basis through you (the “Dealer Manager”) as the managing dealer and the broker-dealers participating in the Offering (the “Participating Dealers”). The Primary Shares are being offered at a purchase price of $10.00 per share for Primary Shares (subject in certain circumstances to discounts based upon the volume of shares purchased and f

NORTHSTAR HEALTHCARE INCOME, INC. Up to $700,000,000 in Shares of Common Stock, $0.01 par value per share DEALER MANAGER AGREEMENT
Dealer Manager Agreement • February 4th, 2015 • NorthStar Healthcare Income, Inc. • Real estate investment trusts • New York

NorthStar Healthcare Income, Inc., a Maryland corporation (the “Company”), has registered for public sale (the “Offering”) a maximum of $700,000,000 in shares of its common stock, $0.01 par value per share (the “Common Stock”), of which amount: (a) up to $500,000,000 in shares of Common Stock are being offered to the public pursuant to the Company’s primary offering (the “Primary Shares”); and (b) up to $200,000,000 in shares of Common Stock are being offered to stockholders of the Company pursuant to the Company’s distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Offered Shares”). The Primary Shares are to be issued and sold to the public on a “best efforts” basis through you (the “Dealer Manager”) as the managing dealer and the broker-dealers participating in the Offering (the “Participating Dealers”) at a purchase price of $10.20 per share (subject in certain circumstances to discounts based upon the volume of shares purchased and for certa

MOODY NATIONAL REIT II, INC. DEALER MANAGER AGREEMENT Up to $1,100,000,000 in Shares of Common Stock, $0.01 par value per share January 12, 2015
Dealer Manager Agreement • January 12th, 2015 • Moody National REIT II, Inc. • Real estate investment trusts • Texas

Moody National REIT II, Inc., a Maryland corporation (the “Company”), has registered for public sale (the “Offering”) a maximum of $1,100,000,000 in shares of its common stock, $0.01 par value per share (the “Common Stock”), of which amount: (a) up to $1,000,000,000 in shares of Common Stock are being offered to the public pursuant to the Company’s primary offering (the “Primary Shares”); and (b) up to $100,000,000 in shares of Common Stock are being offered to stockholders of the Company pursuant to the Company’s distribution reinvestment plan (the “DRIP Shares” and, together with the Primary Shares, the “Offered Shares”). The Primary Shares are to be issued and sold to the public on a “best efforts” basis through you (the “Dealer Manager”) as the managing dealer and the broker-dealers participating in the Offering (the “Participating Dealers”) at an initial offering price of $25.00 per share (subject in certain circumstances to discounts based upon the volume of shares purchased and

NORTHSTAR/RXR NEW YORK METRO INCOME, INC. Up to $2,000,000,000 in Shares of Common Stock, $0.01 par value per share DEALER MANAGER AGREEMENT
Dealer Manager Agreement • November 26th, 2014 • NorthStar/RXR New York Metro Income, Inc. • Real estate investment trusts • New York

NorthStar/RXR New York Metro Income, Inc., a Maryland corporation (the “Company”), has registered for public sale (the “Offering”) a maximum of $2,000,000,000 in shares of its common stock, $0.01 par value per share (the “Common Stock”). The Company proposes to offer (a) up to $1,800,000,000 in shares of Common Stock pursuant to the Company’s primary offering (the “Primary Shares”); and (b) up to $200,000,000 in shares of Common Stock of the Company pursuant to the Company’s distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Offered Shares”). The Shares are to be issued and sold to the public on a “best efforts” basis through you (the “Dealer Manager”) as the managing dealer and the broker-dealers participating in the Offering (the “Participating Dealers”). The Primary Shares are being offered at a purchase price of $10.00 per share for Primary Shares (subject in certain circumstances to discounts based upon the volume of shares purchased and f

STEADFAST APARTMENT REIT, INC. AMENDED AND RESTATED DEALER MANAGER AGREEMENT Up to $1,100,000,000 in Shares of Common Stock, $0.01 par value per share October 15, 2014
Dealer Manager Agreement • October 15th, 2014 • Steadfast Apartment REIT, Inc. • Real estate investment trusts • Delaware

This Amended and Restated Dealer Manager Agreement (the “Agreement”) is dated as of October 15, 2014 by and among Steadfast Apartment REIT, Inc., a Maryland corporation (the “Company”), Steadfast Apartment REIT Operating Partnership, L.P., a Delaware limited partnership and the Company’s operating partnership subsidiary (the “Operating Partnership”) and Steadfast Capital Markets Group, LLC, a Delaware limited liability company (the “Dealer Manager”).

NORTHSTAR HEALTHCARE INCOME, INC. Up to $700,000,000 in Shares of Common Stock, $0.01 par value per share DEALER MANAGER AGREEMENT
Dealer Manager Agreement • October 2nd, 2014 • NorthStar Healthcare Income, Inc. • Real estate investment trusts • New York

NorthStar Healthcare Income, Inc., a Maryland corporation (the “Company”), has registered for public sale (the “Offering”) a maximum of $700,000,000 in shares of its common stock, $0.01 par value per share (the “Common Stock”), of which amount: (a) up to $500,000,000 in shares of Common Stock are being offered to the public pursuant to the Company’s primary offering (the “Primary Shares”); and (b) up to $200,000,000 in shares of Common Stock are being offered to stockholders of the Company pursuant to the Company’s distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Offered Shares”). The Primary Shares are to be issued and sold to the public on a “best efforts” basis through you (the “Dealer Manager”) as the managing dealer and the broker-dealers participating in the Offering (the “Participating Dealers”) at a purchase price of $10.00 per share (subject in certain circumstances to discounts based upon the volume of shares purchased and for certa

MOODY NATIONAL REIT II, INC. FORM OF DEALER MANAGER AGREEMENT Up to $1,100,000,000 in Shares of Common Stock, $0.01 par value per share
Dealer Manager Agreement • August 22nd, 2014 • Moody National REIT II, Inc. • Texas
NORTHSTAR/RXR NEW YORK METRO INCOME, INC. Up to $2,000,000,000 in Shares of Common Stock, $0.01 par value per share DEALER MANAGER AGREEMENT
Dealer Manager Agreement • March 31st, 2014 • NorthStar/RXR New York Metro Income, Inc. • Real estate investment trusts • New York

NorthStar/RXR New York Metro Income, Inc., a Maryland corporation (the “Company”), has registered for public sale (the “Offering”) a maximum of $2,000,000,000 in shares of its common stock, $0.01 par value per share (the “Common Stock”). The Company proposes to offer (a) up to $1,800,000,000 in shares of Common Stock pursuant to the Company’s primary offering in any combination of Class A and Class C Shares (which are referred to herein individually as “Class A Shares” and “Class C Shares,” and collectively as the “Primary Shares”); and (b) up to $200,000,000 in shares of Common Stock of the Company pursuant to the Company’s distribution reinvestment plan in any combination of Class A Shares and Class C Shares (the “DRP Shares” and, together with the Primary Shares, the “Shares”). The Shares are to be issued and sold to the public on a “best efforts” basis through you (the “Dealer Manager”) as the managing dealer and the broker-dealers participating in the Offering (the “Participating

STEADFAST APARTMENT REIT, INC. DEALER MANAGER AGREEMENT Up to $1,100,000,000 in Shares of Common Stock, $0.01 par value per share December 13, 2013
Dealer Manager Agreement • December 16th, 2013 • Steadfast Apartment REIT, Inc. • Real estate investment trusts • Delaware

Steadfast Apartment REIT, Inc., a Maryland corporation (the “Company”), has registered for public sale (the “Offering”) a maximum of $1,100,000,000 in shares of its common stock, $0.01 par value per share (the “Common Stock”), of which amount: (a) up to $1,000,000,000 in shares of Common Stock are being offered to the public pursuant to the Company’s primary offering (the “Primary Shares”); and (b) up to $100,000,000 in shares of Common Stock are being offered to stockholders of the Company pursuant to the Company’s distribution reinvestment plan (the “DRIP Shares” and, together with the Primary Shares, the “Offered Shares”). The Primary Shares are to be issued and sold to the public on a “best efforts” basis through you (the “Dealer Manager”) as the managing dealer and the broker-dealers participating in the Offering (the “Participating Dealers”) at an initial offering price of $15.00 per share (subject in certain circumstances to discounts based upon the volume of shares purchased an

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STEADFAST APARTMENT REIT, INC. FORM OF DEALER MANAGER AGREEMENT Up to $1,100,000,000 in Shares of Common Stock, $0.01 par value per share
Dealer Manager Agreement • November 18th, 2013 • Steadfast Apartment REIT, Inc. • Real estate investment trusts • Delaware
STEADFAST APARTMENT REIT, INC. FORM OF DEALER MANAGER AGREEMENT Up to $935,000,000 in Shares of Common Stock, $0.01 par value per share
Dealer Manager Agreement • September 6th, 2013 • Steadfast Apartment REIT, Inc. • Delaware
NORTHSTAR REAL ESTATE INCOME II, INC. Up to $1,650,000,000 in Shares of Common Stock, $0.01 par value per share DEALER MANAGER AGREEMENT May 2, 2013
Dealer Manager Agreement • May 2nd, 2013 • NorthStar Real Estate Income II, Inc. • Real estate investment trusts • New York

NorthStar Real Estate Income II, Inc., a Maryland corporation (the “Company”), has registered for public sale (the “Offering”) a maximum of $1,650,000,000 in shares of its common stock, $0.01 par value per share (the “Common Stock”), of which amount: (a) up to $1,500,000,000 in shares of Common Stock are being offered to the public pursuant to the Company’s primary offering (the “Primary Shares”); and (b) up to $150,000,000 in shares of Common Stock are being offered to stockholders of the Company pursuant to the Company’s distribution reinvestment plan (the “DRIP Shares” and, together with the Primary Shares, the “Offered Shares”). The Offered Shares are to be issued and sold to the public on a “best efforts” basis through you (the “Dealer Manager”) as the managing dealer and the broker-dealers participating in the Offering (the “Participating Dealers”) at a purchase price of $10.00 per share for Primary Shares (subject in certain circumstances to discounts based upon the volume of sh

NORTHSTAR REAL ESTATE INCOME II, INC. Up to $1,650,000,000 in Shares of Common Stock, $0.01 par value per share FORM OF DEALER MANAGER AGREEMENT
Dealer Manager Agreement • March 22nd, 2013 • NorthStar Real Estate Income II, Inc. • Real estate investment trusts • New York

NorthStar Real Estate Income II, Inc., a Maryland corporation (the “Company”), has registered for public sale (the “Offering”) a maximum of $1,650,000,000 in shares of its common stock, $0.01 par value per share (the “Common Stock”), of which amount: (a) up to $1,500,000,000 in shares of Common Stock are being offered to the public pursuant to the Company’s primary offering (the “Primary Shares”); and (b) up to $150,000,000 in shares of Common Stock are being offered to stockholders of the Company pursuant to the Company’s distribution reinvestment plan (the “DRIP Shares” and, together with the Primary Shares, the “Offered Shares”). The Offered Shares are to be issued and sold to the public on a “best efforts” basis through you (the “Dealer Manager”) as the managing dealer and the broker-dealers participating in the Offering (the “Participating Dealers”) at a purchase price of $10.00 per share for Primary Shares (subject in certain circumstances to discounts based upon the volume of sh

NORTHSTAR REAL ESTATE INCOME II, INC. Up to $1,100,000,000 in Shares of Common Stock, $0.01 par value per share FORM OF DEALER MANAGER AGREEMENT
Dealer Manager Agreement • December 21st, 2012 • NorthStar Real Estate Income II, Inc. • New York

NorthStar Real Estate Income II, Inc., a Maryland corporation (the “Company”), has registered for public sale (the “Offering”) a maximum of $1,100,000,000 in shares of its common stock, $0.01 par value per share (the “Common Stock”), of which amount: (a) up to $1,000,000,000 in shares of Common Stock are being offered to the public pursuant to the Company’s primary offering (the “Primary Shares”); and (b) up to $100,000,000 in shares of Common Stock are being offered to stockholders of the Company pursuant to the Company’s distribution reinvestment plan (the “DRIP Shares” and, together with the Primary Shares, the “Offered Shares”). The Offered Shares are to be issued and sold to the public on a “best efforts” basis through you (the “Dealer Manager”) as the managing dealer and the broker-dealers participating in the Offering (the “Participating Dealers”) at a purchase price of $10.00 per share for Primary Shares (subject in certain circumstances to discounts based upon the volume of sh

NORTHSTAR Healthcare Income, INC. Up to $1,100,000,000 in Shares of Common Stock, $0.01 par value per share AMENDED AND RESTATED DEALER MANAGER AGREEMENT July 31, 2012
Dealer Manager Agreement • August 1st, 2012 • NorthStar Healthcare Income, Inc. • Real estate investment trusts • New York

NorthStar Healthcare Income, Inc., a Maryland corporation (the “Company”), has registered for public sale (the “Offering”) a maximum of $1,100,000,000 in shares of its common stock, $0.01 par value per share (the “Common Stock”), of which amount: (a) up to $1,000,000,000 in shares of Common Stock are being offered to the public pursuant to the Company’s primary offering (the “Primary Shares”); and (b) up to $100,000,000 in shares of Common Stock are being offered to stockholders of the Company pursuant to the Company’s distribution reinvestment plan (the “DRIP Shares” and, together with the Primary Shares, the “Offered Shares”). The Primary Shares are to be issued and sold to the public on a “best efforts” basis through you (the “Dealer Manager”) as the managing dealer and the broker-dealers participating in the Offering (the “Participating Dealers”) at a purchase price of $10.00 per share (subject in certain circumstances to discounts based upon the volume of shares purchased and for

NORTHSTAR Healthcare Income TRUST, INC. Up to $1,100,000,000 in Shares of Common Stock, $0.01 par value per share DEALER MANAGER AGREEMENT July 24, 2012
Dealer Manager Agreement • July 25th, 2012 • NorthStar Healthcare Income Trust, Inc. • Real estate investment trusts • New York

NorthStar Healthcare Income Trust, Inc., a Maryland corporation (the “Company”), has registered for public sale (the “Offering”) a maximum of $1,100,000,000 in shares of its common stock, $0.01 par value per share (the “Common Stock”), of which amount: (a) up to $1,000,000,000 in shares of Common Stock are being offered to the public pursuant to the Company’s primary offering (the “Primary Shares”); and (b) up to $100,000,000 in shares of Common Stock are being offered to stockholders of the Company pursuant to the Company’s distribution reinvestment plan (the “DRIP Shares” and, together with the Primary Shares, the “Offered Shares”). The Primary Shares are to be issued and sold to the public on a “best efforts” basis through you (the “Dealer Manager”) as the managing dealer and the broker-dealers participating in the Offering (the “Participating Dealers”) at a purchase price of $10.00 per share (subject in certain circumstances to discounts based upon the volume of shares purchased an

NORTHSTAR Healthcare Income TRUST, INC. Up to $1,100,000,000 in Shares of Common Stock, $0.01 par value per share FORM OF DEALER MANAGER AGREEMENT
Dealer Manager Agreement • April 17th, 2012 • NorthStar Healthcare Income Trust, Inc. • Real estate investment trusts • New York
NORTHSTAR SENIOR CARE TRUST, INC. Up to $1,100,000,000 in Shares of Common Stock, $0.01 par value per share FORM OF DEALER MANAGER AGREEMENT
Dealer Manager Agreement • March 8th, 2012 • NorthStar Senior Care Trust, Inc. • Real estate investment trusts • New York
AMENDED AND RESTATED DEALER MANAGER AGREEMENT Up to $1,000,000,000 in Shares of Common Stock, $0.01 par value per share September 6, 2011
Dealer Manager Agreement • September 7th, 2011 • CM REIT, Inc. • Real estate investment trusts • Nevada
FORM OF AMENDED AND RESTATED DEALER MANAGER AGREEMENT Up to $1,000,000,000 in Shares of Common Stock, $0.01 par value per share
Dealer Manager Agreement • May 4th, 2011 • CM REIT, Inc. • Real estate investment trusts • Nevada
NORTHSTAR SENIOR CARE TRUST, INC. Up to $1,100,000,000 in Shares of Common Stock, $0.01 par value per share FORM OF DEALER MANAGER AGREEMENT
Dealer Manager Agreement • November 24th, 2010 • NorthStar Senior Care Trust, Inc. • New York
DEALER MANAGER AGREEMENT Up to $1,000,000,000 in Shares of Common Stock, $0.01 par value per share October 21, 2009
Dealer Manager Agreement • October 28th, 2010 • CM REIT, Inc. • Real estate investment trusts • Nevada
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