Common use of Changes to Fee Structure Clause in Contracts

Changes to Fee Structure. In the event of Listing, the Company and the Advisor shall negotiate in good faith to establish a fee structure appropriate for a perpetual-life entity. A majority of the Independent Directors must approve the new fee structure negotiated with the Advisor. In negotiating a new fee structure, the Independent Directors shall consider all of the factors they deem relevant, including, but not limited to: (a) the amount of the advisory fee in relation to the asset value, composition and profitability of the Company’s portfolio; (b) the success of the Advisor in generating opportunities that meet the investment objectives of the Company; (c) the rates charged to other REITs and to investors other than REITs by advisors performing the same or similar services; (d) additional revenues realized by the Advisor and its Affiliates through their relationship with the Company, including loan administration, underwriting or broker commissions, servicing, engineering, inspection and other fees, whether paid by the REIT or by others with whom the REIT does business; (e) the quality and extent of service and advice furnished by the Advisor; (f) the performance of the investment portfolio of the REIT, including income, conversion or appreciation of capital, and number and frequency of problem investments; and (g) the quality of the Property portfolio of the Company in relationship to the investments generated by the Advisor for its own account. The new fee structure can be no more favorable to the Advisor than the current fee structure.

Changes to Fee Structure. In the event of Listing, the Company and the Advisor shall negotiate in good faith to establish a fee structure appropriate for a perpetual-life entity. A majority of the Independent Directors must approve the new fee structure negotiated with the Advisor. In negotiating a new fee structure, the Independent Directors shall consider all of the factors they deem relevant, including, but not limited to: : (ai) the amount of the advisory fee in relation to the asset value, composition and profitability of the Company’s 's portfolio; (bii) the success of the Advisor in generating opportunities that meet the investment objectives of the Company; (ciii) the rates charged to other REITs and to investors other than REITs by advisors Advisors performing the same or similar services; (div) additional revenues realized by the Advisor and its Affiliates through their relationship with the Company, including loan administration, underwriting or broker commissions, servicing, engineering, inspection and other fees, whether paid by the REIT or by others with whom the REIT does business; (ev) the quality and extent of service and advice furnished by the Advisor; (fvi) the performance of the investment portfolio of the REIT, including income, conversion or appreciation of capital, and number and frequency of problem investments; and (gvii) the quality of the Property and Mortgage Loan portfolio of the Company in relationship to the investments generated by the Advisor for its own account. The new fee structure can be no more favorable to the Advisor than the current fee structure.

Changes to Fee Structure. In the event of Listing, the Company and the Advisor shall negotiate in good faith to establish a fee structure appropriate for a perpetual-life entity. A majority of the Independent Directors must approve the new fee structure negotiated with the Advisor. In negotiating a new fee structure, the Independent Directors shall consider all of the factors they deem relevant, including, but not limited to: (ai) the amount of the advisory fee in relation to the asset value, composition and profitability of the Company’s portfolio; (bii) the success of the Advisor in generating opportunities that meet the investment objectives of the Company; (ciii) the rates charged to other REITs and to investors other than REITs by advisors performing the same or similar services; (div) additional revenues realized by the Advisor and its Affiliates through their relationship with the Company, including loan administration, underwriting or broker commissions, servicing, engineering, inspection and other fees, whether paid by the REIT Company or by others with whom the REIT Company does business; (ev) the quality and extent of service and advice furnished by the Advisor; (fvi) the performance of the investment portfolio of the REITCompany, including income, conversion or appreciation of capital, and number and frequency of problem investments; and (gvii) the quality of the Property Property, Loan and other Permitted Investment portfolio of the Company in relationship to the investments generated by the Advisor for its own account. The new fee structure can be no more favorable to the Advisor than the current fee structure.

Changes to Fee Structure. In the event of Listing, the Company and the Advisor shall negotiate in good faith to establish a fee structure appropriate for a perpetual-life entity. A majority of the Independent Directors must approve the new fee structure negotiated with the Advisor. In negotiating a new fee structure, the Independent Directors shall consider all of the factors they deem relevant, including, but not limited to: : (ai) the amount of the advisory fee in relation to the asset value, composition and profitability of the Company’s 's portfolio; (bii) the success of the Advisor in generating opportunities that meet the investment objectives of the Company; (ciii) the rates charged to other REITs and to investors other than REITs by advisors performing the same or similar services; (div) additional revenues realized by the Advisor and its Affiliates through their relationship with the Company, including loan administration, underwriting or broker commissions, servicing, engineering, inspection and other fees, whether paid by the REIT or by others with whom the REIT does business; (ev) the quality and extent of service and advice furnished by the Advisor; (fvi) the performance of the investment portfolio of the REIT, including income, conversion or appreciation of capital, and number and frequency of problem investments; and (gvii) the quality of the Property Real Estate Asset portfolio of the Company in relationship to the investments generated by the Advisor for its own account. The new fee structure can be no more favorable to the Advisor than the current fee structure.

Changes to Fee Structure. In the event of Listingthe Shares are listed on a national securities exchange or are included for quotation on Nasdaq, the Company and the Advisor shall negotiate in good faith to establish a fee structure appropriate for an entity with a perpetual-life entityperpetual life. A majority of the Independent Directors must approve the new fee structure negotiated with the Advisor. In negotiating a new fee structure, the Independent Directors shall may consider all any of the factors they deem relevant, including, but not limited to: they (a) the amount size of the advisory fee Advisory Fee in relation to the asset valuesize, composition and profitability of the Company’s 's portfolio; (b) the success of the Advisor in generating opportunities that meet the investment objectives of the Company; (c) the rates charged to other REITs and to investors other than REITs by advisors Advisors performing the same or similar services; (d) additional revenues realized by the Advisor and its Affiliates through their relationship with the Company, including loan administration, underwriting or broker commissions, servicing, engineering, inspection and other fees, whether paid by the REIT Company or by others with whom the REIT Company does business; (e) the quality and extent of service and advice furnished by the Advisor; (f) the performance of the investment portfolio of the REITCompany, including income, conversion or appreciation of capital, and number and frequency of problem investmentsinvestments and competence in dealing with distress situations; and (g) the quality of the Property portfolio of the Company in relationship to the investments generated by the Advisor for its own account. The new fee structure can be no more favorable to the Advisor than the current fee structure.

Changes to Fee Structure. In the event of Listing, the Company and the Advisor shall negotiate in good faith to establish a fee structure appropriate for a perpetual-life entity. A majority of the Independent Directors must approve the new fee structure negotiated with the Advisor. In negotiating a new fee structure, the Independent Directors shall consider all of the factors they deem relevant, including, but not limited to: : (ai) the amount of the advisory fee in relation to the asset value, composition and profitability of the Company’s 's portfolio; (bii) the success of the Advisor in generating opportunities that meet the investment objectives of the Company; (ciii) the rates charged to other REITs and to investors other than REITs by advisors performing the same or similar services; (div) additional revenues realized by the Advisor and its Affiliates through their relationship with the Company, including loan administration, underwriting or broker commissions, servicing, engineering, inspection and other fees, whether paid by the REIT Company or by others with whom the REIT Company does business; (ev) the quality and extent of service and advice furnished by the Advisor; (fvi) the performance of the investment portfolio of the REITCompany, including income, conversion or appreciation of capital, and number and frequency of problem investments; and (gvii) the quality of the Property and Mortgage Loan portfolio of the Company in relationship to the investments generated by the Advisor for its own account. The new fee structure can be no more favorable to the Advisor than the current fee structure.

Changes to Fee Structure. In the event of Listing, the Company and the Advisor shall negotiate in good faith to establish a fee structure appropriate for a perpetual-life entity. A majority of the Independent Directors must approve the new fee structure negotiated with the Advisor. In negotiating a new fee structure, the Independent Directors shall consider all of the factors they deem relevant, including, but not limited to: : (ai) the amount of the advisory fee in relation to the asset value, composition and profitability of the Company’s 's portfolio; (bii) the success of the Advisor in generating opportunities that meet the investment objectives of the Company; (ciii) the rates charged to other REITs and to investors other than REITs by advisors performing the same or similar services; (div) additional revenues realized by the Advisor and its Affiliates through their relationship with the Company, including loan administration, underwriting or broker commissions, servicing, engineering, inspection and other fees, whether paid by the REIT Company or by others with whom the REIT Company does business; (ev) the quality and extent of service and advice furnished by the Advisor; (fvi) the performance of the investment portfolio of the REITCompany, including income, conversion or appreciation of capital, and number and frequency of problem investments; and (gvii) the quality of the Property Property, Loan and other Permitted Investment portfolio of the Company in relationship to the investments generated by the Advisor for its own account. The new fee structure can be no more favorable to the Advisor than the current fee structure.

Changes to Fee Structure. In the event of Listing, the Company Trust and the Advisor shall negotiate in good faith to establish a fee structure appropriate for a perpetual-life entitypublic company. A majority of the Independent Directors Trustees must approve the new fee structure negotiated with the Advisor. In negotiating a new fee structure, the Independent Directors Trustees shall consider all of the factors they deem relevant, including, but not limited to: (ai) the amount of the advisory fee in relation to the asset value, composition and profitability of the CompanyTrust’s portfolio; (bii) the success of the Advisor in generating opportunities that meet the investment objectives of the CompanyTrust; (ciii) the rates charged to other REITs and to investors other than REITs by advisors performing the same or similar services; (div) additional revenues realized by the Advisor and its Affiliates through their relationship with the CompanyTrust, including loan administration, underwriting or broker commissions, servicing, engineering, inspection and other fees, whether paid by the REIT Trust or by others with whom the REIT Trust does business; (ev) the quality and extent of service and advice furnished by the Advisor; (fvi) the performance of the investment portfolio of the REITTrust, including income, conversion or appreciation of capital, and number and frequency of problem investments; and (gvii) the quality of the Property portfolio of the Company Trust in relationship to the investments generated by the Advisor for its own account. The new fee structure can be no more favorable to the Advisor than the current fee structure.

Changes to Fee Structure. In the event of Listing, the Company and the Advisor shall negotiate in good faith to establish a fee structure appropriate for a perpetual-life entity. A majority of the Independent Directors must approve the new fee structure negotiated with the Advisor. In negotiating a new fee structure, the Independent Directors shall consider all of the factors they deem relevant, including, but not limited to: : (ai) the amount of the advisory fee in relation to the asset value, composition and profitability of the Company’s 's portfolio; (bii) the success of the Advisor in generating opportunities that meet the investment objectives of the Company; (ciii) the rates charged to other REITs and to investors other than REITs by advisors Advisors performing the same or similar services; (div) additional revenues realized by the Advisor and its Affiliates through their relationship with the Company, including loan administration, underwriting or broker commissions, servicing, engineering, inspection and other fees, whether paid by the REIT or by others with whom the REIT does business; (ev) the quality and extent of service and advice furnished by the Advisor; (fvi) the performance of the investment portfolio of the REIT, including income, conversion or appreciation of capital, and number and frequency of problem investments; and (gvii) the quality of the Property portfolio of the Company in relationship to the investments generated by the Advisor for its own account. The new fee structure can be no more favorable to the Advisor than the current fee structure.

Changes to Fee Structure. In the event of Listing, the Company and the Advisor shall negotiate in good faith to establish a fee structure appropriate for a perpetual-life entity. A majority of the Independent Directors must approve the new fee structure negotiated with the Advisor. In negotiating a new fee structure, the Independent Directors shall consider all of the factors they deem relevant, including, but not limited to: : (ai) the amount of the advisory fee in relation to the asset value, composition and profitability of the Company’s 's portfolio; (bii) the success of the Advisor in generating opportunities that meet the investment objectives of the Company; (ciii) the rates charged to other REITs and to investors other than REITs by advisors Advisors performing the same or similar services; (div) additional revenues realized by the Advisor and its Affiliates through their relationship with the Company, including loan administration, underwriting or broker commissions, servicing, engineering, inspection and other fees, whether paid by the REIT Company or by others with whom the REIT Company does business; (ev) the quality and extent of service and advice furnished by the Advisor; (fvi) the performance of the investment portfolio of the REITCompany, including income, conversion or appreciation of capital, and number and frequency of problem investments; and (gvii) the quality of the Property portfolio of the Company in relationship to the investments generated by the Advisor for its own account. The new fee structure can be no more favorable to the Advisor than the current fee structure.

Changes to Fee Structure. In the event of Listing, the Company and the Advisor shall negotiate in good faith to establish a fee structure appropriate for a perpetual-life entity. A majority of the Independent Directors must approve the new fee structure negotiated with the Advisor. In negotiating a new fee structure, the Independent Directors shall consider all of the factors they deem relevant, including, but not limited to: : (ai) the amount of the advisory fee in relation to the asset Asset value, composition and profitability of the Company’s 's portfolio; (bii) the success of the Advisor in generating opportunities that meet the investment objectives of the Company; (ciii) the rates charged to other REITs and to investors other than REITs by advisors performing the same or similar services; (div) additional revenues realized by the Advisor and its Affiliates through their relationship with the Company, including loan administration, underwriting or broker commissions, servicing, engineering, inspection and other fees, whether paid by the REIT Company or by others with whom the REIT Company does business; (ev) the quality and extent of service and advice furnished by the Advisor; (fvi) the performance of the investment portfolio of the REITCompany, including income, conversion or appreciation of capital, and number and frequency of problem investmentsinvestments and competence in dealing with distress situations; and (gvii) the quality of the Property Asset portfolio of the Company in relationship to the investments generated by the Advisor for its own account. The new fee structure can be no more favorable to the Advisor than the current fee structure.

Changes to Fee Structure. In the event of Listing, the Company and the Advisor shall negotiate in good faith to establish a fee structure appropriate for a perpetual-life entity. A majority of the Independent Directors must approve the new fee structure negotiated with the Advisor. In negotiating a new fee structure, the Independent Directors shall consider all of the factors they deem relevant, including, but not limited to: : (ai) the amount of the advisory fee in relation to the asset value, composition and profitability of the Company’s 's portfolio; (bii) the success of the Advisor in generating opportunities that meet the investment objectives of the Company; (ciii) the rates charged to other REITs and to investors other than REITs by advisors performing the same or similar services; (div) additional revenues realized by the Advisor and its Affiliates through their relationship with the Company, including loan administration, underwriting or broker commissions, servicing, engineering, inspection and other fees, whether paid by the REIT or by others with whom the REIT does business; (ev) the quality and extent of service and advice furnished by the Advisor; (fvi) the performance of the investment portfolio of the REIT, including income, conversion or appreciation of capital, and number and frequency of problem investments; and (gvii) the quality of the Property portfolio of the Company in relationship to the investments generated by the Advisor for its own account. The new fee structure can be no more favorable to the Advisor than the current fee structure.

Changes to Fee Structure. In the event of Listing, the Company and the Advisor shall negotiate in good faith to establish a fee structure appropriate for a perpetual-life entity. A majority of the Independent Directors must approve the new fee structure negotiated with the Advisor. In negotiating a new fee structure, the Independent Directors shall consider all of the factors they deem relevant, including, but not limited to: (ai) the amount of the advisory fee in relation to the asset value, composition and profitability of the Company’s portfolio; (bii) the success of the Advisor in generating opportunities that meet the investment objectives of the Company; (ciii) the rates charged to other REITs and to investors other than REITs by advisors performing the same or similar services; (div) additional revenues realized by the Advisor and its Affiliates through their relationship with the Company, including loan administration, underwriting or broker commissions, servicing, engineering, inspection and other fees, whether paid by the REIT or by others with whom the REIT does business; (ev) the quality and extent of service and advice furnished by the Advisor; (fvi) the performance of the investment portfolio of the REIT, including income, conversion or appreciation of capital, and number and frequency of problem investments; and (gvii) the quality of the Property portfolio of the Company in relationship to the investments generated by the Advisor for its own account. The new fee structure can be no more favorable to the Advisor than the current fee structure.

Changes to Fee Structure. In the event of Listing, the Company and the Advisor shall negotiate in good faith to establish a fee structure appropriate for a perpetual-life entity. A majority of the Independent Directors must approve the new fee structure negotiated with the Advisor. In negotiating a new fee structure, the Independent Directors shall consider all of the factors they deem relevant, including, but not limited to: (ai) the amount of the advisory fee in relation to the asset value, composition and profitability of the Company’s portfolio; (bii) the success of the Advisor in generating opportunities that meet the investment objectives of the Company; (ciii) the rates charged to other REITs and to investors other than REITs by advisors performing the same or similar services; (div) additional revenues realized by the Advisor and its Affiliates through their relationship with the Company, including loan administration, underwriting or broker commissions, servicing, engineering, inspection and other fees, whether paid by the REIT Company or by others with whom the REIT Company does business; (ev) the quality and extent of service and advice furnished by the Advisor; (fvi) the performance of the investment portfolio of the REITCompany, including income, conversion or appreciation of capital, and number and frequency of problem investments; and (gvii) the quality of the Property and Mortgage Loan portfolio of the Company in relationship to the investments generated by the Advisor for its own account. The new fee structure can be no more favorable to the Advisor than the current fee structure.

Changes to Fee Structure. In the event of Listing, the Company and the Advisor shall negotiate in good faith to establish a fee structure appropriate for a perpetual-life entity. A majority of the Independent Directors must approve the new fee structure negotiated with the Advisor. In negotiating a new fee structure, the Independent Directors shall consider all of the factors they deem relevant, including, but not limited to: (ai) the amount of the advisory fee in relation to the asset value, composition and profitability of the Company’s portfolio; (bii) the success of the Advisor in generating opportunities that meet the investment objectives of the Company; (ciii) the rates charged to other REITs and to investors other than REITs by advisors Advisors performing the same or similar services; (div) additional revenues realized by the Advisor and its Affiliates through their relationship with the Company, including loan administration, underwriting or broker commissions, servicing, engineering, inspection and other fees, whether paid by the REIT Company or by others with whom the REIT Company does business; (ev) the quality and extent of service and advice furnished by the Advisor; (fvi) the performance of the investment portfolio of the REITCompany, including income, conversion or appreciation of capital, and number and frequency of problem investments; and (gvii) the quality of the Property portfolio of the Company in relationship to the investments generated by the Advisor for its own account. The new fee structure can be no more favorable to the Advisor than the current fee structure.

Changes to Fee Structure. In the event of Listing, the Company and the Advisor shall negotiate in good faith to establish a fee structure appropriate for a perpetual-life entity. A majority of the Independent Directors must approve the new fee structure negotiated with the Advisor. In negotiating a new fee structure, the Independent Directors shall consider all of the factors they deem relevant, including, but not limited to: : (ai) the amount of the advisory fee in relation to the asset value, composition and profitability of the Company’s 's portfolio; (bii) the success of the Advisor in generating opportunities that meet the investment objectives of the Company; (ciii) the rates charged to other REITs and to investors other than REITs by advisors Advisors performing the same or similar services; (div) additional revenues realized by the Advisor and its Affiliates through their relationship with the Company, including loan administration, underwriting or broker commissions, servicing, engineering, inspection and other fees, whether paid by the REIT Company or by others with whom the REIT Company does business; (ev) the quality and extent of service and advice furnished by the Advisor; (fvi) the performance of the investment portfolio of the REITCompany, including income, conversion or appreciation of capital, and number and frequency of problem investmentsinvestments and competence in dealing with distress situations; and (gvii) the quality of the Property portfolio of the Company in relationship to the investments generated by the Advisor for its own account. The new fee structure can be no more favorable to the Advisor than the current fee structure.

Changes to Fee Structure. In the event of Listing, the Company and the Advisor shall negotiate in good faith to establish a fee structure appropriate for a perpetual-life entity. A majority of the Independent Directors must approve the new fee structure negotiated with the Advisor. In negotiating a new fee structure, the Independent Directors shall consider all of the factors they deem relevant, including, but not limited to: (ai) the amount of the advisory fee in relation to the asset value, composition and profitability of the Company’s portfolio; (bii) the success of the Advisor in generating opportunities that meet the investment objectives of the Company; (ciii) the rates charged to other REITs and to investors other than REITs by advisors performing the same or similar services; (div) additional revenues realized by the Advisor and its Affiliates through their relationship with the Company, including loan administration, underwriting or broker commissions, servicing, engineering, inspection and other fees, whether paid by the REIT Company or by others with whom the REIT Company does business; (ev) the quality and extent of service and advice furnished by the Advisor; (fvi) the performance of the investment portfolio of the REITCompany, including income, conversion or appreciation of capital, and number and frequency of problem investments; and (gvii) the quality of the Property portfolio of the Company in relationship to the investments generated by the Advisor for its own account. The new fee structure can be no more favorable to the Advisor than the current fee structure.

Changes to Fee Structure. In the event of Listing, the Company and the Advisor shall negotiate in good faith to establish a fee structure appropriate for a perpetual-life entity. A majority of the Independent Directors must approve the new fee structure negotiated with the Advisor. In negotiating a new fee structure, the Independent Directors shall consider all of the factors they deem relevant, including, but not limited to: (ai) the amount of the advisory fee in relation to the asset value, composition and profitability of the Company’s portfolio; (bii) the success of the Advisor in generating opportunities that meet the investment objectives of the Company; (ciii) the rates charged to other REITs and to investors other than REITs by advisors Advisors performing the same or similar services; (div) additional revenues realized by the Advisor and its Affiliates through their relationship with the Company, including loan administration, underwriting or broker commissions, servicing, engineering, inspection and other fees, whether paid by the REIT or by others with whom the REIT does business; (ev) the quality and extent of service and advice furnished by the Advisor; (fvi) the performance of the investment portfolio of the REIT, including income, conversion or appreciation of capital, and number and frequency of problem investments; and (gvii) the quality of the Property portfolio of the Company in relationship to the investments generated by the Advisor for its own account. The new fee structure can be no more favorable to the Advisor than the current fee structure.