Common use of DEFERRED ASSET MANAGEMENT FEES Clause in Contracts

DEFERRED ASSET MANAGEMENT FEES. (a) With respect to Asset Management Fees that accrued from March 1, 2014 through September 30, 2022, the Advisor, on behalf of itself and its Affiliates, and its and their respective successors and assigns, deferred the Company’s obligation to pay the Asset Management Fee for any month in which the Company’s modified funds from operations (“MFFO”) for such month, as such term is defined in the practice guideline issued by the Investment Program Association (“IPA”) in November 2010 and interpreted by the Company, excluding the Asset Management Fee for such month, did not exceed the amount of distributions declared by the Company for record dates of that month (such deferred amounts, the “Deferred Asset Management Fees”). As of September 30, 2022, Deferred Asset Management Fees totaled approximately $8.5 million. The Company remains obligated to pay the Advisor outstanding Deferred Asset Management Fees in any month to the extent that MFFO for such month exceeds the amount of distributions declared for the record dates of that month (such excess amount, an “MFFO Surplus”); provided however, that any amount of outstanding Deferred Asset Management Fees in excess of the MFFO Surplus will continue to be deferred in accordance with this Section 8.03(iv). (b) Notwithstanding anything contained in Section 8.03(iv)(a) to the contrary, any and all Deferred Asset Management Fees that are unpaid shall be immediately due and payable upon the earlier of: (i) such time as the owners of all outstanding Shares have received Distributions in an aggregate amount equal to the sum of: (y) the Stockholders’ 8% Return and