0001603671-14-000010 Sample Contracts

ADVISORY AGREEMENT AMONG NORTHSTAR/RXR NEW YORK METRO INCOME, INC., NORTHSTAR/RXR OPERATING PARTNERSHIP, LP, NSAM J-NS/RXR LTD AND NORTHSTAR ASSET MANAGEMENT GROUP INC.
Advisory Agreement • June 26th, 2014 • NorthStar/RXR New York Metro Income, Inc. • Real estate investment trusts • New York

THIS ADVISORY AGREEMENT (this “Agreement”), dated as of [•], 2014, and effective as of the date that the Registration Statement (as defined below) is declared effective by the Securities and Exchange Commission (the “Effective Date”), is entered into by and among NorthStar/RXR New York Metro Income, Inc., a Maryland corporation (the “Company”), NorthStar/RXR Operating Partnership, LP, a Delaware limited partnership (the “Operating Partnership”), NSAM J-NS/RXR Ltd, a Jersey limited company (the “Advisor”) and, solely in connection with the obligations set forth in Article 13, NorthStar Asset Management Group Inc., a Delaware corporation (“NSAM”). Capitalized terms used herein shall have the meanings ascribed to them in Section 1 below.

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