0001564657-14-000047 Sample Contracts

MASTER REPURCHASE AGREEMENT Dated as of July 2, 2014 by and among
Master Repurchase Agreement • July 9th, 2014 • NorthStar Real Estate Income II, Inc. • Real estate investment trusts • New York

THIS MASTER REPURCHASE AGREEMENT (this “Agreement”) is dated as of July 2, 2014, by and among DB LOAN NT-II, LLC, a Delaware limited liability company (“Master Seller”) and DEUTSCHE BANK AG, CAYMAN ISLANDS BRANCH, a branch of a foreign banking institution (“Buyer”).

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LIMITED GUARANTY
Limited Guaranty • July 9th, 2014 • NorthStar Real Estate Income II, Inc. • Real estate investment trusts

This LIMITED GUARANTY (the “Guaranty”) is made and entered into as of July 2, 2014, by NORTHSTAR REAL ESTATE INCOME II, INC., a Maryland corporation (“NS Income II”), and NORTHSTAR REAL ESTATE INCOME OPERATING PARTNERSHIP II, LP, a Delaware limited partnership, each having an address at c/o NorthStar Real Estate Income II, Inc., 399 Park Avenue, 18th Floor, New York, New York 10022 (individually and collectively, as the context may require “Guarantor”), for the benefit of DEUTSCHE BANK AG, CAYMAN ISLANDS BRANCH, a branch of a foreign banking institution, whose address is 60 Wall Street, 10th Floor, New York, New York 10005 (“Buyer”). This Guaranty is made with reference to the following facts:

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