0001564657-14-000077 Sample Contracts

FIRST AMENDMENT TO LETTER AGREEMENT
Letter Agreement • November 13th, 2014 • NorthStar Real Estate Income II, Inc. • Real estate investment trusts • New York

FIRST AMENDMENT TO LETTER AGREEMENT, dated as of September 25, 2014 (this “Amendment”), 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”), and is agreed to and acknowledged by NORTHSTAR REAL ESTATE INCOME II, INC., a Maryland corporation, and NORTHSTAR REAL ESTATE INCOME OPERATING PARTNERSHIP II, LP, a Delaware limited partnership (collectively, “Guarantor”), and DB LOAN MEMBER NT-II, LLC, a Delaware limited liability company (“Member”). Capitalized terms used but not otherwise defined herein shall have the respective meanings given to them in the Repurchase Agreement (as hereinafter defined).

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