0001503707-15-000039 Sample Contracts

LIMITED LIABILITY COMPANY AGREEMENT OF WATERMARK FOUNTAINS OWNER, LLC
Limited Liability Company Agreement • April 15th, 2015 • NorthStar Healthcare Income, Inc. • Real estate investment trusts • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT (as the same may be amended, supplemented, restated or otherwise modified from time to time, this “Agreement”) of WATERMARK FOUNTAINS OWNER, LLC, a Delaware limited liability company (the “Venture”), is entered into as of April 9, 2015, by and between WATERMARK FOUNTAINS INVESTMENTS, LLC, a Delaware limited liability company (together with its permitted successors and assigns in its capacity as a Member, the “TFG Member”), and FOUNTAINS PROPERTY NT-HCI, LLC, a Delaware limited liability company (together with its permitted successors and assigns in its capacity as a Member, the “NorthStar Member”).

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AMENDMENT TO PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS
Purchase and Sale Agreement • April 15th, 2015 • NorthStar Healthcare Income, Inc. • Real estate investment trusts

THIS AMENDMENT TO PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (this “Amendment”) is made as of this 25th day of March, 2015, by and among the seller entities party hereto (each, individually a “Seller” and collectively the “Sellers”), and FOUNTAINS PORTFOLIO OWNER, LLC, a Delaware limited liability company, as purchaser (“Buyer”).

THIRD AMENDMENT TO PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS
Purchase and Sale Agreement • April 15th, 2015 • NorthStar Healthcare Income, Inc. • Real estate investment trusts

THIS THIRD AMENDMENT TO PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (this “Amendment”) is made as of this 8th day of April, 2015, by and among the seller entities party hereto (each, individually a “Seller” and collectively the “Sellers”), and FOUNTAINS PORTFOLIO OWNER, LLC, a Delaware limited liability company, as purchaser (“Buyer”).

PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS BY AND BETWEEN THE PARTIES LISTED ON SCHEDULE 1 HERETO COLLECTIVELY, AS “SELLER” AND FOUNTAINS PORTFOLIO OWNER LLC AS “BUYER”
Purchase and Sale Agreement • April 15th, 2015 • NorthStar Healthcare Income, Inc. • Real estate investment trusts • New York

THIS PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (this “Agreement”) is made and entered into as of February 18, 2015 (the “Effective Date”), by and among the parties listed on Schedule 1 attached hereto and made a part hereof (each individually, a “Seller” and collectively, “Sellers”) and FOUNTAINS PORTFOLIO OWNER LLC, a Delaware limited liability company (“Buyer”). Sellers and Buyer are sometimes each individually referred to as a “Party” and collectively as the “Parties.”

FOURTH AMENDMENT TO PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS
Purchase and Sale Agreement • April 15th, 2015 • NorthStar Healthcare Income, Inc. • Real estate investment trusts

THIS FOURTH AMENDMENT TO PURCHASE AND SALE AGREEMENT AND JOINT ESCROW INSTRUCTIONS (this “Amendment” or the “Fourth Amendment”) is made as of this 9th day of April, 2015, by and among the seller entities party hereto (each, individually a “Seller” and collectively the “Sellers”), and FOUNTAINS PORTFOLIO OWNER, LLC, a Delaware limited liability company, as purchaser (“Buyer”).

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