0001717547-18-000003 Sample Contracts

AMENDED AND RESTATED LIMITED GUARANTY
Limited Guaranty • May 15th, 2018 • Colony NorthStar Credit Real Estate, Inc. • Real estate investment trusts • New York

THIS AMENDED AND RESTATED LIMITED GUARANTY (as amended, modified, waived, supplemented, extended, restated or replaced from time to time, this “Guaranty”) is made as of the 31st day of January, 2018, by CREDIT RE OPERATING COMPANY, LLC, a Delaware limited liability company (together with its successors and permitted assigns and any other Person that becomes a guarantor under this Guaranty, “Guarantor”), for the benefit of CITIBANK, N.A., a national banking association, as buyer under the Repurchase Agreement (in such capacity, together with its successors and assigns, “Buyer”).

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AMENDED AND RESTATED GUARANTY
Guaranty • May 15th, 2018 • Colony NorthStar Credit Real Estate, Inc. • Real estate investment trusts

This AMENDED AND RESTATED GUARANTY (this “Guaranty”) is made and entered into as of January 31, 2018, by CREDIT RE OPERATING COMPANY, LLC, a Delaware limited liability company, having an address at c/o Colony NorthStar, Inc., 399 Park Avenue, 18th Floor, New York, New York 10022 (“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:

SIXTH AMENDMENT TO MASTER REPURCHASE AGREEMENT
Master Repurchase Agreement • May 15th, 2018 • Colony NorthStar Credit Real Estate, Inc. • Real estate investment trusts • New York

SIXTH AMENDMENT TO MASTER REPURCHASE AGREEMENT dated as of January 31, 2018 (this “Amendment”), by and among NSREIT CB LOAN, LLC, a Delaware limited liability company (“Seller”), and CITIBANK, N.A., a national banking association (“Buyer”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the MRA (defined below).

SECOND AMENDMENT TO MASTER REPURCHASE AGREEMENT
Master Repurchase Agreement • May 15th, 2018 • Colony NorthStar Credit Real Estate, Inc. • Real estate investment trusts • New York

SECOND AMENDMENT TO MASTER REPURCHASE AGREEMENT, dated as of January 31, 2018 (this “Amendment”), by and between 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 acknowledged and agreed to by CREDIT RE OPERATING COMPANY, LLC, a Delaware limited liability company (“Sponsor”), 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).

THIRD AMENDMENT TO MASTER REPURCHASE AGREEMENT
Master Repurchase Agreement • May 15th, 2018 • Colony NorthStar Credit Real Estate, Inc. • Real estate investment trusts • New York

THIRD AMENDMENT TO MASTER REPURCHASE AGREEMENT, dated as of January 31, 2018 (this “Amendment”), by and between NS INCOME DB LOAN, LLC, a Delaware limited liability company (“Master Seller”), and DEUTSCHE BANK AG, CAYMAN ISLANDS BRANCH, a branch of a foreign banking institution (“Buyer”), and acknowledged and agreed to by CREDIT RE OPERATING COMPANY, LLC, a Delaware limited liability company (“Sponsor”), and NS INCOME DB LOAN MEMBER, 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).

COLONY NORTHSTAR CREDIT REAL ESTATE, INC.
Restricted Stock Agreement • May 15th, 2018 • Colony NorthStar Credit Real Estate, Inc. • Real estate investment trusts

Colony NorthStar Credit Real Estate, Inc., a Maryland corporation (the “Company”), through a web-based grant system supported by American Stock Transfer & Trust Company, LLC, has granted (the “Grant”) shares of its Class A Common Stock, $0.01 par value per share (the “Stock”) to you as Grantee, subject to the vesting and other conditions as set forth in the Grant. Additional terms and conditions of the Grant are set forth in the online acceptance form and this Restricted Stock Agreement (collectively, the “Agreement”) and in the Company’s 2018 Equity Incentive Plan, as amended from time to time (the “Plan”). This is not a stock certificate or a negotiable instrument.

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