0001571049-16-020703 Sample Contracts

FORM OF DISTRIBUTION AGREEMENT
Distribution Agreement • December 20th, 2016 • NorthStar Real Estate Capital Income Fund • Colorado

THIS AGREEMENT is made as of ____________, between NorthStar Real Estate Capital Income Fund, a Delaware statutory trust (the “Fund”), and ALPS Distributors, Inc., a Colorado corporation (“ALPS”).

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PRICING SERVICES AGREEMENT
Pricing Services Agreement • December 20th, 2016 • NorthStar Real Estate Capital Income Fund • Colorado

THIS AGREEMENT is made as of ____________, by and among NorthStar Real Estate Capital Income Master Fund, NorthStar Real Estate Capital Income Fund, NorthStar Real Estate Capital Income Fund-T, each organized as Delaware statutory trusts (the “Funds” and each, a “Fund”), and ALPS Fund Services, Inc., a Colorado corporation (“ALPS”).

FORM OF WHOLESALE MARKETING AGREEMENT
Wholesale Marketing Agreement • December 20th, 2016 • NorthStar Real Estate Capital Income Fund • Colorado

THIS AGREEMENT is entered into effective as of the __day of _________, by and among ALPS Distributors, Inc., a Colorado corporation (the “Distributor”) and NorthStar Securities, LLC, a Delaware limited liability company (“NorthStar”).

FORM OF BROKER DEALER SELLING AGREEMENT
Broker Dealer • December 20th, 2016 • NorthStar Real Estate Capital Income Fund • Colorado

THIS BROKER DEALER SELLING AGREEMENT (“Agreement”) made and entered into between ALPS Distributors, Inc. (“Distributor”), a Colorado corporation having its principal place of business at 1290 Broadway, Suite 1100, Denver, Colorado 80203, and ___________________________________, a _________________________ company having its principal place of business ________________________________________________________ (hereinafter “Broker/Dealer”).

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