Common use of Desert Paradise Clause in Contracts

Desert Paradise. There are currently four (4) units at Desert Paradise Resort that are dedicated to Diamond Resorts U.S. Collection that are actually not available for guest use and points being sold against this inventory are not supported because these units are being utilized for back office operations. In the meantime, DRUSC has used developer space to accommodate owner requests and maintain the one-to-one property to points ratio required by law. DRUSC is currently evaluating the situation. Exhibit A Schedule of Timeshare Loans (as updated from time to time, as required by the Sale Agreement) Exhibit B Form of Timeshare Loan Transfer Certificate TRANSFER OF TIMESHARE LOANS PURSUANT TO SALE AGREEMENT DIAMOND RESORTS ISSUER 2008 LLC This TRANSFER OF TIMESHARE LOANS (this “Subsequent Transfer Certificate”), dated , 200 , is acknowledged by Diamond Resorts Depositor 2008 LLC, a Delaware limited liability company (the “Depositor”) and Diamond Resorts Issuer 2008 LLC, a Delaware limited liability company (the “Issuer”). Capitalized terms not defined herein shall have the meanings assigned to them in or incorporated by reference in that certain Third Amended and Restated Sale Agreement, dated as of October 1, 2011, by and between the Depositor, as seller and the Issuer, as purchaser (the “Sale Agreement”). The Depositor, concurrently with the execution and delivery hereof, does hereby sell, transfer, assign and grant to the Issuer, pursuant to Section 2(a) of the Sale Agreement, and the Issuer does hereby purchase and accept such transfer, assignment and grant, all right, title and interest of the Depositor in and to (i) the Timeshare Loans listed on the Schedule of Timeshare Loans attached as Exhibit A to the Sale Agreement and amended in regard to the Subsequent Timeshare Loans on the date hereof and (ii) the other Conveyed Timeshare Property related to such Timeshare Loans. This Transfer Certificate sets forth the following additional terms applicable to the Sale Agreement in connection with this transfer of the Timeshare Loans:

Desert Paradise. There are currently four (4) units at Desert Paradise Resort that are dedicated to Diamond Resorts U.S. Collection that are actually not available for guest use and points being sold against this inventory are not supported because these units are being utilized for back office operations. In the meantime, DRUSC has used developer space to accommodate owner requests and maintain the one-to-one property to points ratio required by law. DRUSC is currently evaluating Cabo Azul Resort In September 2014, Cabo Azul Resort and the situationsurrounding area in Baja California, Mexico were severely affected by the landfall of Hurricane Odile. The storm damaged all six (6) buildings at the resort and the related amenities and other facilities. The resort sustained various levels of cosmetic damages, both the interior and exterior of the resort structures. As of September 30, 2015, buildings 2,5,6,7 and 8 have been repaired and reopened for full guest service. Building 1 repairs have been substantially completed and will be ready to be in full operation by the end of 2015. Exhibit A Schedule of Timeshare Loans (as updated from time to time, as required by the Sale Agreement) [Electronic Schedule of Timeshare Loans on File with Indenture Trustee] Exhibit B Form of [Qualified Substitute Timeshare Loan Loan][Subsequent Timeshare Loan] Transfer Certificate TRANSFER OF TIMESHARE LOANS PURSUANT TO SALE AGREEMENT DIAMOND RESORTS ISSUER 2008 LLC OWNER TRUST 2015-2 This TRANSFER OF TIMESHARE LOANS (this “Subsequent "Transfer Certificate”"), dated ______ __, 200 20__, is acknowledged by Diamond Resorts Depositor 2008 Seller 2015-2, LLC, a Delaware limited liability company (the “Depositor”"Seller") and Diamond Resorts Issuer 2008 LLCOwner Trust 2015-2, a Delaware limited liability company statutory trust (the “"Issuer”"). Capitalized terms not defined herein shall have the meanings assigned to them in or incorporated by reference in that certain Third Amended and Restated Sale Agreement, dated as of October 1November 17, 20112015, by and between the DepositorSeller, as seller and the Issuer, as purchaser (the “"Sale Agreement”"). The DepositorSeller, concurrently with the execution and delivery hereof, does hereby sell, transfer, assign and grant to the Issuer, pursuant to Section 2(a) [2(b)][2(c)] of the Sale Agreement, and the Issuer does hereby purchase and accept such transfer, assignment and grant, all right, title and interest of the Depositor Seller in and to (i) the Timeshare Loans listed on the Schedule of Timeshare Loans attached as Exhibit A to the Sale Agreement and amended in regard to the Subsequent [Qualified Substitute Timeshare Loans Loans][Subsequent Timeshare Loans] on the date hereof and (ii) the other Conveyed Timeshare Property related to such Timeshare Loans. This Transfer Certificate sets forth the following additional terms applicable to the Sale Agreement in connection with this transfer of the Timeshare Loans:

Desert Paradise. There are currently four (4) units at Desert Paradise Resort that are dedicated to Diamond Resorts U.S. Collection that are actually not available for guest use and points being sold against this inventory are not supported because these units are being utilized for back office operations. In the meantime, DRUSC has used developer space to accommodate owner requests and maintain the one-to-one property to points ratio required by law. DRUSC Cabo Azul Resort In September 2014, Cabo Azul Resort and the surrounding area in Baja California, Mexico were severely affected by the landfall of Hurricane Odile. The storm damaged all six (6) buildings at the resort and the related amenities and other facilities. The resort sustained various levels of cosmetic damages, both the interior and exterior of the buildings. The entire resort is currently evaluating temporarily out of service, pending completion of necessary repairs to both the situationbuildings and the infrastructure. The repairs have been underway and are expected to be completed in the third quarter of 2015. Exhibit A Schedule of Timeshare Loans (as updated from time to time, as required by [Electronic Schedule of Timeshare Loans on File with the Sale Agreement) Indenture Trustee] ] KL2 2906190.5 Exhibit B Form of Qualified Substitute Timeshare Loan Transfer Certificate TRANSFER OF TIMESHARE LOANS PURSUANT TO SALE AGREEMENT DIAMOND RESORTS ISSUER 2008 LLC OWNER TRUST 2015-1 This TRANSFER OF TIMESHARE LOANS (this “Subsequent "Transfer Certificate”"), dated ______ __, 200 20__, is acknowledged by Diamond Resorts Depositor 2008 Seller 2015-1, LLC, a Delaware limited liability company (the “Depositor”"Seller") and Diamond Resorts Issuer 2008 LLCOwner Trust 2015-1, a Delaware limited liability company statutory trust (the “"Issuer”"). Capitalized terms not defined herein shall have the meanings assigned to them in or incorporated by reference in that certain Third Amended and Restated Sale Agreement, dated as of October 1July 29, 20112015, by and between the DepositorSeller, as seller and the Issuer, as purchaser (the “"Sale Agreement”"). The DepositorSeller, concurrently with the execution and delivery hereof, does hereby sell, transfer, assign and grant to the Issuer, pursuant to Section 2(a2(b) of the Sale Agreement, and the Issuer does hereby purchase and accept such transfer, assignment and grant, all right, title and interest of the Depositor Seller in and to (i) the Timeshare Loans listed on the Schedule of Timeshare Loans attached as Exhibit A to the Sale Agreement and amended in regard to the Subsequent Qualified Substitute Timeshare Loans on the date hereof and (ii) the other Conveyed Timeshare Property related to such Timeshare Loans. This Transfer Certificate sets forth the following additional terms applicable to the Sale Agreement in connection with this transfer of the Timeshare Loans:

Desert Paradise. There are currently four (4) units at Desert Paradise Resort that are dedicated to Diamond Resorts U.S. Collection that are actually not available for guest use and points being sold against this inventory are not supported because these units are being utilized for back office operations. In the meantime, DRUSC has used developer space to accommodate owner requests and maintain the one-to-one property to points ratio required by law. DRUSC is currently evaluating the situation. Exhibit A Schedule of Timeshare Loans (as updated from time to time, as required by the Sale Purchase Agreement) Exhibit B Form of Timeshare Loan Transfer Certificate TRANSFER OF TIMESHARE LOANS PURSUANT TO SALE PURCHASE AGREEMENT DIAMOND RESORTS ISSUER DEPOSITOR 2008 LLC This TRANSFER OF TIMESHARE LOANS (this “Subsequent Transfer Certificate”), dated , 200 , is acknowledged by Diamond Resorts Finance Holding Company, a Delaware corporation (the “Seller”) and Diamond Resorts Depositor 2008 LLC, a Delaware limited liability company (the “Depositor”) and Diamond Resorts Issuer 2008 LLC, a Delaware limited liability company (the “Issuer”). Capitalized terms not defined herein shall have the meanings assigned to them in or incorporated by reference in that certain Third Amended and Restated Sale Purchase Agreement, dated as of October 1, 2011, by and between the DepositorSeller, as seller and the IssuerDepositor, as purchaser (the “Sale Purchase Agreement”). The DepositorSeller, concurrently with the execution and delivery hereof, does hereby sell, transfer, assign and grant to the IssuerDepositor, pursuant to Section 2(a) of the Sale Purchase Agreement, and the Issuer Depositor does hereby purchase and accept such transfer, assignment and grant, all right, title and interest of the Depositor Seller in and to (i) the Timeshare Loans listed on the Schedule of Timeshare Loans attached as Exhibit A to the Sale Purchase Agreement and amended in regard to the Subsequent Timeshare Loans on the date hereof and (ii) the other Conveyed Timeshare Property related to such Timeshare Loans. This Transfer Certificate sets forth the following additional terms applicable to the Sale Purchase Agreement in connection with this transfer of the Timeshare Loans: