0001380393-14-000007 Sample Contracts

AMENDMENT NO. 1 TO SHAREHOLDERS AGREEMENT
Shareholders Agreement • May 1st, 2014 • Fortress Investment Group LLC • Investment advice • Delaware

This AMENDMENT NO. 1 TO SHAREHOLDERS AGREEMENT, is made as of July 16, 2010 (this "Amendment"), by and among Fortress Investment Group LLC, a Delaware limited liability company ("Fortress"), and Peter L. Briger, Jr., Wesley R. Edens, Robert I. Kauffman, Randal A. Nardone and Michael E. Novogratz (the "Initial Shareholders"). Capitalized terms used, but not otherwise defined herein, shall have the respective meanings ascribed thereto in the Shareholders Agreement, dated as of February 13, 2007 (the "Agreement"), by and among Fortress and the Initial Shareholders.

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JOINDER
Joinder • May 1st, 2014 • Fortress Investment Group LLC • Investment advice • Delaware

This JOINDER (this "Joinder") to the Amended and Restated Exchange Agreement, dated as of March 1, 2011 (the "Exchange Agreement"), by and among FIG Corp., a Delaware corporation, FIG Asset Co. LLC, a Delaware limited liability company, Fortress Operating Entity I LP, a Delaware limited partnership, Principal Holdings I LP, a Delaware limited partnership, and Peter Briger, Jr., Wesley Edens, Robert Kauffman, Randal Nardone and Michael Novogratz is made as of March 12, 2014, by FOE II (New) LP, a Delaware limited partnership ("FOE II").

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