Common use of Expenses of the Company Clause in Contracts

Expenses of the Company. The Company shall pay all of the costs and expenses of the Company and the Manager incurred solely on behalf of the Company or any subsidiary or in connection with this Agreement, other than those expenses that are specifically the responsibility of the Manager pursuant to section 6.1. Without limiting the generality of the foregoing, the following costs and expenses of the Company or any subsidiary of the Company shall be paid by the Company: 6.2.1. Costs and expenses associated with the formation of the Company, the Manager, and their Affiliates; 6.2.2. Costs and expenses associated with the capital raising activities of the Company and its subsidiaries, including, without limitation, the costs and expenses of the preparation of the Company’s registration statements and marketing costs; 6.2.3. Costs and expenses of the Company in connection with the acquisition, disposition, financing, hedging, administration and ownership of the Company’s or any subsidiary’s investment assets, including legal fees, accounting fees, consulting fees, trustee fees, appraisal fees, insurance premiums, commitment fees, brokerage fees, guaranty fees, ad valorem taxes, costs of foreclosure, property management, maintenance, repair and improvement of property and premiums for insurance on property owned by the Company or any subsidiary of the Company; 6.2.4. Costs and expenses associated with the establishment and maintenance of any credit facilities, warehouse loans and other indebtedness of the Company and its subsidiaries, including commitment fees, legal fees, closing and other costs; 6.2.5. Taxes and license fees applicable to the Company or any subsidiary of the Company, including interest and penalties; 6.2.6. Fees paid to and expenses of third-party advisors and independent contractors, consultants, managers and other agents engaged by the Company or any subsidiary of the Company or by the Manager for the account of the Company or any subsidiary of the Company; 6.2.7. Insurance costs incurred by the Company or any subsidiary of the Company including, but not limited to, insurance paid for by the Company to insure the Manager for liabilities as a result of being the manager for the Company; 6.2.8. Custodian, transfer agent, and registrar fees and charges incurred by the Company; 6.2.9. Third-party legal, accounting and auditing fees and expenses and other similar services relating to the Company’s or any subsidiary’s operations including, without limitation, all quarterly and annual audit or tax fees and expenses; 6.2.10. Legal, expert, and other fees and expenses relating to any actions, proceedings, lawsuits, demands, causes of action and claims, whether actual or threatened, made by or against the Company, or which the Company is authorized or obligated to pay under applicable law or its Governing Instruments; 6.2.11. Any judgment or settlement of pending or threatened proceedings (whether civil, criminal or otherwise) against the Company or any subsidiary of the Company, or which the Company is obligated to pay under applicable law or its Governing Instruments; 6.2.12. Travel and related expenses of the Manager incurred in connection with the business of the Company, including, without limitation, travel and expenses incurred in connection with the purchase, financing, refinancing, sale or other disposition of Property or other investments of the Company; 6.2.13. The expenses of organizing, modifying, or dissolving the Company or any subsidiary of the Company, costs preparatory to entering into a business or activity, and costs of winding up or disposing of a business or activity of the Company or its subsidiaries; 6.2.14. The expenses relating to distributions to Member; 6.2.15. The expenses of third parties relating to communications to Members; 6.2.16. The cost of complying with the reporting and other requirements of governmental bodies or agencies, including the cost of preparing and distributing reports to Members; 6.2.17. The expenses relating to any office or office facilities maintained by the Company or any subsidiary of the Company (exclusive of the office of the Manager and/or Affiliates of the Manager), including, without limitation, rent, telephone, utilities, office furniture, and equipment; 6.2.18. Costs and expenses related to the design and maintenance of the Company’s website or sites and associated with any computer software or hardware that is used solely for the Company; and 6.2.19. All other expenses of the Company or any subsidiary of the Company that are not the responsibility of the Manager under section 6.1.

Expenses of the Company. The Company shall pay all of the costs and expenses of the Company and the Manager Advisor incurred solely on behalf of the Company or any subsidiary or in connection with this Agreement, other than excepting only those expenses that are specifically the responsibility of the Manager Advisor pursuant to section 6.1Section 7.1 of this Agreement. Without limiting the generality of the foregoing, it is specifically agreed that the following costs and expenses of the Company or any subsidiary of the Company shall be paid by the CompanyCompany and shall not be paid by the Advisor or the Affiliates of the Advisor: 6.2.1. Costs 7.2.1 all costs and expenses associated with the formation of the Company, the Manager, and their Affiliates; 6.2.2. Costs and expenses associated with the capital raising activities of the Company and its subsidiaries, including, without limitation, the costs and expenses of the preparation of the Company’s 's registration statements statements, and marketing costs; 6.2.3. Costs any and all costs and expenses of an initial public offering of the Company Company, any subsequent offerings and any filing fees and costs of being a public company, including, without limitation, filings with the Securities and Exchange Commission, the National Association of Securities Dealers, and any exchange or over-the-counter market, among other such entities; 7.2.2 all costs and expenses in connection with the acquisition, disposition, financing, hedging, administration and ownership of the Company’s 's or any subsidiary’s 's investment assetsassets (including, without limitation, the Mortgage Assets) and, including, without limitation, costs and expenses incurred in contracting with third parties, including Affiliates of the Advisor, to provide such services, such as legal fees, accounting fees, consulting fees, trustee fees, appraisal fees, insurance premiums, commitment fees, brokerage fees, guaranty fees, ad valorem taxes, costs of foreclosure, property management, maintenance, repair and improvement of property and premiums for insurance on property owned by the Company or any subsidiary of the Company; 6.2.4. Costs 7.2.3 all costs and expenses relating to the acquisition of, and maintenance and upgrades to, the Company's portfolio accounting systems; 7.2.4 all costs and expenses of money borrowed by the Company or its subsidiaries, including, without limitation, principal, interest and the costs associated with the establishment and maintenance of any credit facilities, warehouse loans and other indebtedness of the Company and its subsidiaries, subsidiaries (including commitment fees, legal fees, closing and other costs); 6.2.5. Taxes 7.2.5 all taxes and license fees applicable to the Company or any subsidiary of the Company, including interest and penaltiespenalties thereon; 6.2.6. Fees 7.2.6 all legal, audit, accounting, underwriting, brokerage, listing, filing, rating agency, registration and other fees, printing, engraving, clerical, personnel and other expenses and taxes incurred in connection with the issuance, distribution, transfer, registration and stock exchange listing of the Company's or any subsidiary's equity securities or debt securities; 7.2.7 other than for the Advisor Obligations, all fees paid to and expenses of third-party advisors and independent contractors, consultants, managers advisors and other agents (other than the Advisor or any Sub-Advisor) engaged by the Company or any subsidiary of the Company or by the Manager Advisor for the account of the Company or any subsidiary of the Company (other than the Advisor or Sub-Advisor) and all employment expenses of the personnel employed by the Company or any subsidiary of the Company (including, without limitation, a chief financial officer of the Company, but excluding any personnel which are also employed by the Advisor or Sub-Advisor), including, without limitation, the salaries, wages, equity based compensation of such personnel, payroll taxes and the incremental cost for administering employee benefit plans of the Advisor which are used by such personnel; 6.2.7. Insurance 7.2.8 all insurance costs incurred by the Company or any subsidiary of the Company Company, including, but not limited towithout limitation, any costs to obtain liability or other insurance paid for by to indemnify the Company to insure the Manager for liabilities as a result Advisor and underwriters of being the manager for any securities of the Company; 6.2.8. Custodian7.2.9 all custodian, transfer agent, agent and registrar fees and charges incurred charges; 7.2.10 all compensation and fees paid to directors of the Company or any subsidiary of the Company (excluding those directors who are also employees of the Advisor), all expenses of directors of the Company or any subsidiary of the Company (including those directors who are also employees of the Advisor), the cost of directors and officers liability insurance and premiums for errors and omissions insurance, and any other insurance deemed necessary or advisable by the CompanyBoard of Directors for the benefit of the Company and its directors and officers (including those directors who are also employees of the Advisor); 6.2.9. Third7.2.11 all third-party legal, accounting and auditing fees and expenses and other similar services relating to the Company’s 's or any subsidiary’s 's operations (including, without limitation, all quarterly and annual audit or tax fees and expenses); 6.2.10. Legal7.2.12 all legal, expert, expert and other fees and expenses relating to any actions, proceedings, lawsuits, demands, causes of action and claims, whether actual or threatened, made by or against the Company, or which the Company is authorized or obligated to pay under applicable law or its Governing InstrumentsInstruments or by the Board of Directors; 6.2.11. Any 7.2.13 any judgment or settlement of pending or threatened proceedings (whether civil, criminal or otherwise) against the Company or any subsidiary of the Company, or against any trustee, director or officer of the Company or any subsidiary of the Company in his capacity as such for which the Company or any subsidiary of the Company is obligated required to pay under applicable law indemnify such trustee, director or its Governing Instrumentsofficer by any court or governmental agency, or settlement of pending or threatened proceedings; 6.2.12. Travel 7.2.14 all travel and related expenses of directors, officers and employees of the Manager Company and the Advisor, incurred in connection with attending meetings of the Board of Directors or holders of securities of the Company or any subsidiary of the Company or performing other business activities that relate to the Company or any subsidiary of the Company, including, without limitationlimitations, travel and expenses incurred in connection with the purchase, financing, refinancing, sale or other disposition of Property Mortgage Assets or other investments of the Company; provided, however, that the Company shall only be responsible for a proportionate share of such expenses, as determined by the Advisor in good faith, where such expenses were not incurred solely for the benefit of the Company; 6.2.13. The 7.2.15 all expenses of organizing, modifying, modifying or dissolving the Company or any subsidiary of the Company, Company and costs preparatory to entering into a business or activity, and costs of winding up or disposing of a business or of activity of the Company or its subsidiaries; 6.2.14. The 7.2.16 all expenses relating to payments of dividends or interest or distributions in cash or any other form made or caused to Memberbe made by the Board of Directors to or on account of holders of the securities of the Company or any subsidiary of the Company, including, without limitation, in connection with and dividend reinvestment plan; 6.2.15. The 7.2.17 all expenses of third parties relating to communications to Members; 6.2.16. The cost holders of equity securities or debt securities issued by the Company or any subsidiary of the Company and the other bookkeeping and clerical work necessary in maintaining relations with holders of such securities and in complying with the continuous reporting and other requirements of governmental bodies or agencies, including any costs of computer services in connection with this function, the cost of preparing printing and distributing mailing certificates for such securities and proxy solicitation materials and reports to Membersholders of the Company's or any subsidiary's securities and reports to third parties required under any indenture to which the Company or any subsidiary of the Company is a party; 6.2.17. The 7.2.18 subject to Section 7.1, all expenses relating to any office or office facilities maintained by the Company or any subsidiary of the Company (exclusive of the office of the Manager Advisor and/or Affiliates of the Manager)Advisor, including, without limitation, rent, telephone, utilities, office furniture, equipment, machinery and equipmentother office expenses for the Company's chief financial officer and any other persons the Board of Directors authorizes the Company to hire; 6.2.18. Costs 7.2.19 all costs and expenses related to the design and maintenance of the Company’s website 's web site or sites and associated with any computer software or hardware that is used solely for the Company; 7.2.20 other than for the Advisor Obligations, all other costs and expenses relating to the Company's business and investment operations, including, without limitation, the costs and expenses of acquiring, owning, protecting, maintaining, developing and disposing of Mortgage Assets, including, without limitation, appraisal, reporting, audit and legal fees; 7.2.21 other than for the Advisor Obligations, all other expenses actually incurred by the Advisor, its Affiliates or any Sub-Advisor or their respective officers, employees, representatives or agents, or any Affiliates thereof, which are reasonably necessary for the performance by the Advisor of its duties and functions under this Agreement (including, without limitation, any fees or expenses relating to the Company's compliance with all governmental and regulatory matters); and 6.2.19. All 7.2.22 all other expenses of the Company or any subsidiary of the Company that are not the responsibility of the Manager Advisor under section 6.1Section 7.1 of this Agreement.

Expenses of the Company. The Company or any subsidiary of the ----------------------- Company shall pay all of the costs and its expenses of the Company and the Manager incurred solely on behalf of the Company or any subsidiary or in connection with this Agreement, other than except those expenses that are specifically the responsibility of the Manager pursuant to section 6.1. Without Section 7.1 of this Agreement, and without limiting the generality of the foregoing, it is specifically agreed that the following costs and expenses of the Company or any subsidiary of the Company shall be paid by the CompanyCompany and shall not be paid by the Manager or Affiliates of the Manager: 6.2.1. Costs 7.2.1 the cost of money borrowed by the Company, including interest; 7.2.2 all taxes and expenses associated with license fees applicable to the formation Company or any subsidiary of the Company, including interest and penalties thereon; 7.2.3 legal, audit, accounting, underwriting, brokerage, listing, filing, rating agency, registration and other fees, printing, engraving, clerical, personnel and other expenses and taxes incurred in connection with the Managerissuance, distribution, transfer, registration and stock exchange listing of the Company's or any subsidiary's equity securities or debt securities; 7.2.4 fees and expenses paid to advisors and independent contractors, consultants, managers, and their Affiliates; 6.2.2. Costs and expenses associated with other agents engaged directly by the capital raising activities Company or any subsidiary of the Company and its subsidiaries, including, without limitation, or by the costs and expenses of the preparation of Manager at the Company’s registration statements and marketing costs; 6.2.3. Costs and expenses 's or such subsidiary's request for the account of the Company in connection or any subsidiary of the Company (other than the Manager or its Affiliates); 7.2.5 expenses connected with the acquisition, disposition, financing, hedging, administration financing and ownership of the Company’s 's or any subsidiary’s 's investment assets, including legal feesincluding, accounting fees, consulting fees, trustee fees, appraisal fees, insurance premiumsbut not limited to, commitment fees, brokerage fees, guaranty fees, ad valorem taxes, costs of foreclosure, property management, maintenance, repair and improvement of property and premiums for insurance on property owned by the Company or any subsidiary of the Company; 6.2.4. Costs and expenses associated with the establishment and maintenance of any credit facilities, warehouse loans and other indebtedness of the Company and its subsidiaries, including commitment fees, legal fees, closing and other costs7.2.6 costs related to hedging transactions; 6.2.5. Taxes and license fees applicable to 7.2.7 the Company or any subsidiary of the Company, including interest and penalties; 6.2.6. Fees paid to and expenses of third-party advisors and independent contractors, consultants, managers and other agents engaged by the Company or any subsidiary of the Company or by the Manager for the account of the Company or any subsidiary of the Company; 6.2.7. Insurance costs incurred by the Company or any subsidiary of the Company including, but not limited to, insurance paid for by the Company to insure the Manager for liabilities as a result of being the manager for the Company; 6.2.8. Custodian, transfer agent, and registrar fees and charges incurred by the Company; 6.2.9. Third-party legal, accounting and auditing fees and expenses and other similar services relating to the Company’s or any subsidiary’s operations including, without limitation, all quarterly and annual audit or tax fees and expenses; 6.2.10. Legal, expert, and other fees and expenses relating to any actions, proceedings, lawsuits, demands, causes of action and claims, whether actual or threatened, made by or against the Company, or which the Company is authorized or obligated to pay under applicable law or its Governing Instruments; 6.2.11. Any judgment or settlement of pending or threatened proceedings (whether civil, criminal or otherwise) against the Company or any subsidiary of the Company, or which the Company is obligated to pay under applicable law or its Governing Instruments; 6.2.12. Travel and related expenses of the Manager incurred in connection with the business of the Company, including, without limitation, travel and expenses incurred in connection with the purchase, financing, refinancing, sale or other disposition of Property or other investments of the Company; 6.2.13. The expenses of organizing, modifying, modifying or dissolving the Company or any subsidiary of the Company, costs preparatory to entering into a business or activity, and costs of winding up or disposing of a business or activity of the Company or its subsidiaries; 6.2.14. The expenses relating to distributions to Member; 6.2.15. The expenses of third parties relating to communications to Members; 6.2.16. The cost of complying with the reporting and other requirements of governmental bodies or agencies, including the cost of preparing and distributing reports to Members; 6.2.17. The expenses relating to any office or office facilities maintained by the Company or any subsidiary of the Company (exclusive of the office of the Manager and/or Affiliates of the Manager), including, without limitation, rent, telephone, utilities, office furniture, and equipment; 6.2.18. Costs and expenses related to the design and maintenance of the Company’s website or sites and associated with any computer software or hardware that is used solely for the Company; and 6.2.19. All other expenses of the Company or any subsidiary of the Company that are not the responsibility of the Manager under section 6.17.

Expenses of the Company. The Company shall pay all of the costs and its expenses of the Company and the Manager incurred solely on behalf of the Company or any subsidiary or in connection with this Agreement, other than except those expenses that are specifically the responsibility of the Manager pursuant to section 6.1. Without Section 7.1 of this Agreement, and without limiting the generality of the foregoing, it is specifically agreed that the following costs expenses of the Company shall be paid by the Company and shall not be paid by the Manager or Affiliates of the Manager: 7.2.1 the cost of money borrowed by the Company, including interest; 7.2.2 all taxes and license fees applicable to the Company, including interest and penalties thereon; 7.2.3 legal, audit, accounting, underwriting, brokerage, listing, filing, rating agency, registration and other fees, printing, engraving, clerical, personnel and other expenses and taxes incurred in connection with the issuance, distribution, transfer, registration and stock exchange listing of the Company's securities; 7.2.4 fees and expenses paid to advisors and independent contractors, consultants, managers, and other agents engaged directly by the Company or by the Manager at the Company's request for the account of the Company or any subsidiary of the Company shall be paid by (other than the Company: 6.2.1. Costs and expenses associated with the formation of the Company, the Manager, and their Manager or its Affiliates); 6.2.2. Costs and 7.2.5 expenses associated with the capital raising activities of the Company and its subsidiaries, including, without limitation, the costs and expenses of the preparation of the Company’s registration statements and marketing costs; 6.2.3. Costs and expenses of the Company in connection connected with the acquisition, disposition, financing, hedging, administration financing and ownership of the Company’s or any subsidiary’s 's investment assets, including legal feesincluding, accounting fees, consulting fees, trustee fees, appraisal fees, insurance premiumsbut not limited to, commitment fees, brokerage feesfees or commissions, guaranty fees, ad valorem taxes, costs of foreclosure, property management, maintenance, repair and improvement of property and premiums for insurance on property owned by the Company Company; 7.2.6 costs related to hedging transactions; 7.2.7 the expenses of organizing, modifying or dissolving the Company; 7.2.8 all insurance costs incurred by the Company, including any subsidiary costs to obtain liability or other insurance to indemnify the Manager and underwriters of any securities of the Company; 6.2.4. Costs and 7.2.9 expenses associated connected with payments of dividends or interest or distributions in any other form made or caused to be made by the establishment and maintenance Board of any credit facilities, warehouse loans and other indebtedness Directors to holders of the Company and its subsidiaries, including commitment fees, legal fees, closing and other costs; 6.2.5. Taxes and license fees applicable to the Company or any subsidiary of the Company, including interest and penalties; 6.2.6. Fees paid to and expenses of third-party advisors and independent contractors, consultants, managers and other agents engaged by the Company or any subsidiary of the Company or by the Manager for the account of the Company or any subsidiary securities of the Company; 6.2.7. Insurance costs incurred 7.2.10 expenses connected with the structuring, issuance and administration of Mortgage Securities by the Company or any subsidiary of the Company Company, including, but not limited to, legal fees, trustee's fees, insurance paid for premiums, and costs of required credit enhancements; 7.2.11 expenses of third parties connected with communications to holders of securities issued by the Company and the other bookkeeping and clerical work necessary in maintaining relations with holders of such securities and in complying with the continuous reporting and other requirements of governmental bodies or agencies, including any costs of computer services in connection with this function, the cost of printing and mailing certificates for such securities and proxy solicitation materials and reports to insure the Manager for liabilities as a result holders of being the manager for the Company's securities and reports to third parties required under any indenture to which the Company is a party; 6.2.8. Custodian7.2.12 custodian's, transfer agent, 's and registrar registrar's fees and charges incurred by charges; 7.2.13 compensation, fees and expenses paid to Unaffiliated Directors of the Company, the cost of director and officer liability insurance and premiums for errors and omissions insurance; 6.2.9. Third-party 7.2.14 legal, accounting and auditing fees and expenses and other similar services relating to the Company’s or any subsidiary’s 's operations including, without limitation, all quarterly and annual audit or tax (excluding litigation-related fees and expensesexpenses described in Section 7.2.15); 6.2.10. Legal7.2.15 legal, expert, expert and other fees and expenses relating to any actions, proceedings, lawsuits, demands, causes of action and claims, whether actual or threatened, made by or against the Company, or which the Company is authorized or obligated to pay under applicable law or its Governing InstrumentsInstruments or by the Board of Directors; 6.2.11. Any 7.2.16 any judgment rendered against the Company, or against any director or officer of the Company in his capacity as such for which the Company is required to indemnify such director or officer by any court or governmental agency, or settlement of pending or threatened proceedings (whether civil, criminal or otherwise) against the Company or any subsidiary of the Company, or which the Company is obligated to pay under applicable law or its Governing Instrumentslitigation; 6.2.12. Travel and related expenses of the Manager incurred in connection with the business of the Company, including, without limitation, travel and expenses incurred in connection with the purchase, financing, refinancing, sale or other disposition of Property or other investments of the Company; 6.2.13. The expenses of organizing, modifying, or dissolving the Company or any subsidiary of the Company, costs preparatory to entering into a business or activity, and costs of winding up or disposing of a business or activity of the Company or its subsidiaries; 6.2.14. The expenses relating to distributions to Member; 6.2.15. The expenses of third parties relating to communications to Members; 6.2.16. The cost of complying with the reporting and other requirements of governmental bodies or agencies, including the cost of preparing and distributing reports to Members; 6.2.17. The 7.2.17 expenses relating to any office or office facilities maintained by the Company or any subsidiary of the Company (exclusive of the office of the Manager and/or Affiliates of the Manager), including, without limitation, rent, telephone, utilities, office furniture, and equipmentits Affiliates; 6.2.18. Costs and 7.2.18 expenses related to the design accumulation, servicing and maintenance subservicing of Mortgage Loans; 7.2.19 travel and related expenses of directors, officers and employees of the Company’s website Manager and of directors, officers and employees of the Company who are also directors, officers or sites and associated employees of the Manager, incurred in connection with any computer software attending meetings of the Board of Directors or hardware that is used solely for the Company; and 6.2.19. All other expenses holders of securities of the Company or any subsidiary of performing other business activities that relate to the Company that are not the responsibility of the Manager under section 6.1.Company, including, where

Expenses of the Company. The Company or any subsidiary of the Company shall pay all of the costs and its expenses of the Company and the Manager incurred solely on behalf of the Company or any subsidiary or in connection with this Agreement, other than except those expenses that are specifically the responsibility of the Manager pursuant to section 6.1. Without Section 7.1 of this Agreement, and without limiting the generality of the foregoing, it is specifically agreed that the following costs and expenses of the Company or any subsidiary of the Company shall be paid by the CompanyCompany and shall not be paid by the Manager or Affiliates of the Manager: 6.2.1. Costs and expenses associated with 7.2.1 the formation cost of money borrowed by the Company, the Manager, and their Affiliatesincluding interest; 6.2.2. Costs and expenses associated with the capital raising activities of the Company and its subsidiaries, including, without limitation, the costs and expenses of the preparation of the Company’s registration statements and marketing costs; 6.2.3. Costs and expenses of the Company in connection with the acquisition, disposition, financing, hedging, administration and ownership of the Company’s or any subsidiary’s investment assets, including legal fees, accounting fees, consulting fees, trustee fees, appraisal fees, insurance premiums, commitment fees, brokerage fees, guaranty fees, ad valorem taxes, costs of foreclosure, property management, maintenance, repair and improvement of property and premiums for insurance on property owned by the Company or any subsidiary of the Company; 6.2.4. Costs and expenses associated with the establishment and maintenance of any credit facilities, warehouse loans and other indebtedness of the Company and its subsidiaries, including commitment fees, legal fees, closing and other costs; 6.2.5. Taxes 7.2.2 all taxes and license fees applicable to the Company or any subsidiary of the Company, including interest and penaltiespenalties thereon; 6.2.6. Fees 7.2.3 legal, audit, accounting, underwriting, brokerage, listing, filing, rating agency, registration and other fees, printing, engraving, clerical, travel, personnel and other expenses and taxes incurred in connection with the raising, issuance, distribution, transfer, and registration of the Company’s or any subsidiary’s equity securities or debt securities ; 7.2.4 fees and expenses paid to and expenses of third-party advisors and independent contractors, consultants, managers managers, and other agents engaged directly by the Company or any subsidiary of the Company or by the Manager at the Company’s or such subsidiary’s request for the account of the Company or any subsidiary of the Company (other than the Manager or its Affiliates); 7.2.5 expenses connected with the acquisition, disposition, financing and ownership of the Company’s or any subsidiary’s investment assets; 7.2.6 costs related to hedging transactions; 7.2.7 the expenses of organizing, modifying or dissolving the Company or any subsidiary of the Company; 6.2.7. Insurance 7.2.8 all insurance costs incurred by the Company or any subsidiary of the Company includingCompany, but not limited to, including any costs to obtain liability or other insurance paid for to indemnify the Manager and underwriters of any securities of the Company; 7.2.9 expenses connected with payments of dividends or interest or distributions in any other form made or caused to be made by the Company to insure holders of the Manager for liabilities as a result securities of being the manager for Company or any subsidiary of the Company; 6.2.8. Custodian7.2.10 all expenses of third parties connected with communications to holders of equity securities or debt securities issued by the Company or any subsidiary of the Company and the other bookkeeping and clerical work necessary in maintaining relations with holders of such securities and in complying with the continuous reporting and other requirements of governmental bodies or agencies, including any costs of computer services in connection with this function, the cost of printing and mailing certificates for such securities and proxy solicitation materials and reports to holders of the Company’s or any subsidiary’s securities and reports to third parties required under any indenture to which the Company or any subsidiary of the Company is a party; 7.2.11 custodian’s, transfer agent, ’s and registrar registrar’s fees and charges incurred by charges; 7.2.12 compensation, fees and expenses paid to trustees or Independent Directors of the Company or any subsidiary of the Company, the cost of director and officer liability insurance and premiums for errors and omissions insurance; 6.2.9. Third-party 7.2.13 legal, accounting and auditing fees and expenses and other similar services relating to the Company’s or any subsidiary’s operations including, without limitation, all quarterly and annual audit or tax (excluding litigation- related fees and expensesexpenses described in Section 7.2.14); 6.2.10. Legal7.2.14 legal, expert, expert and other fees and expenses relating to any actions, proceedings, lawsuits, demands, causes of action and claims, whether actual or threatened, made by or against the Company, or which the Company is authorized or obligated to pay under applicable law or its Governing InstrumentsInstruments or by the Company; 6.2.11. Any 7.2.15 any judgment or settlement of pending or threatened proceedings (whether civil, criminal or otherwise) rendered against the Company or any subsidiary of the Company, or which the Company is obligated to pay under applicable law against any trustee, director or its Governing Instruments; 6.2.12. Travel and related expenses officer of the Manager incurred in connection with the business of the Company, including, without limitation, travel and expenses incurred in connection with the purchase, financing, refinancing, sale or other disposition of Property or other investments of the Company; 6.2.13. The expenses of organizing, modifying, or dissolving the Company or any subsidiary of the Company, costs preparatory to entering into a business Company in his capacity as such for which the Company or activity, and costs of winding up or disposing of a business or activity any subsidiary of the Company is required to indemnify such trustee, director, or its subsidiariesofficer by any court or governmental agency, or settlement of pending or threatened litigation; 6.2.14. The expenses relating to distributions to Member; 6.2.15. The expenses of third parties relating to communications to Members; 6.2.16. The cost of complying with the reporting and other requirements of governmental bodies or agencies, including the cost of preparing and distributing reports to Members; 6.2.17. The 7.2.16 expenses relating to any office or office facilities maintained by the Company or any subsidiary of the Company (exclusive of the office of the Manager and/or Affiliates its Affiliates; 7.2.17 travel and related expenses of directors, officers and employees of the Manager and, in addition, the travel and related expenses of directors, officers and employees of the Company or any subsidiary of the Company who are also directors, officers or employees of the Manager), incurred in connection with attending meetings on behalf of the Company or performing other business activities that relate to the Company or any subsidiary of the Company, including, without limitationwhere applicable, rent, telephone, utilities, office furniture, and equipment; 6.2.18. Costs and a proportionate share of such expenses related to as reasonably determined by the design and maintenance Manager where such expenses were not incurred solely for the benefit of the Company’s website or sites and ; 7.2.18 costs associated with computer hardware and software that relate solely to the business activities of the Company; 7.2.19 any computer software extraordinary or hardware that is used solely for non-recurring costs or charges incurred by the Company; and 6.2.19. All 7.2.20 other expenses of the Company or any subsidiary of the Company that are not the responsibility expenses of the Manager under section 6.1Section 7.1 of this Agreement.

Expenses of the Company. The Company shall pay all of the costs and expenses of the Company and the Manager incurred solely on behalf of the Company or any subsidiary or in connection with this Agreement, other than those expenses that are specifically the responsibility of the Manager pursuant to section 6.1. Without limiting the generality of the foregoing, the following costs and expenses of the Company or any subsidiary of the Company shall be paid by the Company: 6.2.1. Costs and expenses associated with the formation of the Company, Company and the Manager, and their Affiliates; 6.2.2. Costs and expenses associated with the capital raising activities of the Company and its subsidiaries, including, without limitation, the costs and expenses of the preparation of the Company’s Offering Statement, other registration statements and marketing costs; 6.2.3. Costs and expenses of the Company in connection with the acquisition, disposition, financing, hedging, administration and ownership of the Company’s or any subsidiary’s investment assets, including legal fees, accounting fees, consulting fees, trustee fees, appraisal fees, insurance premiums, commitment fees, brokerage fees, guaranty fees, ad valorem taxes, costs of foreclosure, property management, maintenance, repair and improvement of property and premiums for insurance on property owned by the Company or any subsidiary of the Company; 6.2.4. Costs and expenses associated with the establishment and maintenance of any credit facilities, warehouse loans and other indebtedness of the Company and its subsidiaries, including commitment fees, legal fees, closing and other costs; 6.2.5. Taxes and license fees applicable to the Company or any subsidiary of the Company, including interest and penalties; 6.2.6. Fees paid to and expenses of third-party advisors and independent contractors, consultants, managers and other agents engaged by the Company or any subsidiary of the Company or by the Manager for the account of the Company or any subsidiary of the Company; 6.2.7. Insurance costs incurred by the Company or any subsidiary of the Company including, but not limited to, insurance paid for by the Company to insure the Manager for liabilities as a result of being the manager for the Company; 6.2.8. Custodian, transfer agent, and registrar fees and charges incurred by the Company; 6.2.9. Third-party legal, accounting and auditing fees and expenses and other similar services relating to the Company’s or any subsidiary’s operations including, without limitation, all quarterly and annual audit or tax fees and expenses; 6.2.10. Legal, expert, and other fees and expenses relating to any actions, proceedings, lawsuits, demands, causes of action and claims, whether actual or threatened, made by or against the Company, or which the Company is authorized or obligated to pay under applicable law or its Governing Instruments; 6.2.11. Any judgment or settlement of pending or threatened proceedings (whether civil, criminal or otherwise) against the Company or any subsidiary of the Company, or which the Company is obligated to pay under applicable law or its Governing Instruments; 6.2.12. Travel and related expenses of the Manager incurred in connection with the business of the Company, including, without limitation, travel and expenses incurred in connection with the purchase, financing, refinancing, sale or other disposition of Property or other investments of the Company; 6.2.13. The expenses of organizing, modifying, or dissolving the Company or any subsidiary of the Company, costs preparatory to entering into a business or activity, and costs of winding up or disposing of a business or activity of the Company or its subsidiaries; 6.2.14. The expenses relating to distributions to Member; 6.2.15. The expenses of third parties relating to communications to Members; 6.2.16. The cost of complying with the reporting and other requirements of governmental bodies or agencies, including the cost of preparing and distributing reports to Members; 6.2.17. The expenses relating to any office or office facilities maintained by the Company or any subsidiary of the Company (exclusive of the office of the Manager and/or Affiliates of the Manager), including, without limitation, rent, telephone, utilities, office furniture, and equipment; 6.2.18. Costs and expenses related to the design and maintenance of the Company’s website or sites and associated with any computer software or hardware that is used solely for the Company; and 6.2.19. All other expenses of the Company or any subsidiary of the Company that are not the responsibility of the Manager under section 6.1.

Expenses of the Company. The Company shall pay all of the costs and expenses of the Company and the Manager incurred solely on behalf of the Company or any subsidiary or in connection with this Agreement, other than those expenses that are specifically the responsibility of the Manager pursuant to section 6.1. Without limiting the generality of the foregoing, the following costs and expenses of the Company or any subsidiary of the Company shall be paid by the Company: 6.2.1. Costs and expenses associated with the formation of the Company, the Manager, and their Affiliates; 6.2.2. Costs and expenses associated with the capital raising activities of the Company and its subsidiaries, including, without limitation, the costs and expenses of the preparation of the Company’s registration statements and marketing costs; 6.2.3. Costs and expenses of the Company in connection with the acquisition, disposition, financing, hedging, administration and ownership of the Company’s or any subsidiary’s investment assets, including legal fees, accounting fees, consulting fees, trustee fees, appraisal fees, insurance premiums, commitment fees, brokerage fees, guaranty fees, ad valorem taxes, costs of foreclosure, property management, maintenance, repair and improvement of property and premiums for insurance on property owned by the Company or any subsidiary of the Company; 6.2.4. Costs and expenses associated with the establishment and maintenance of any credit facilities, warehouse loans and other indebtedness of the Company and its subsidiaries, including commitment fees, legal fees, closing and other costs; 6.2.5. Taxes and license fees applicable to the Company or any subsidiary of the Company, including interest and penalties; 6.2.6. Fees paid to and expenses of third-party advisors and independent contractors, consultants, managers and other agents engaged by the Company or any subsidiary of the Company or by the Manager for the account of the Company or any subsidiary of the Company;. 6.2.7. Insurance costs incurred by the Company or any subsidiary of the Company including, but not limited to, insurance paid for by the Company to insure the Manager for liabilities as a result of being the manager for the Company; 6.2.8. Custodian, transfer agent, and registrar fees and charges incurred by the Company; 6.2.9. Third-party legal, accounting and auditing fees and expenses and other similar services relating to the Company’s or any subsidiary’s operations including, without limitation, all quarterly and annual audit or tax fees and expenses; 6.2.10. Legal, expert, and other fees and expenses relating to any actions, proceedings, lawsuits, demands, causes of action and claims, whether actual or threatened, made by or against the Company, or which the Company is authorized or obligated to pay under applicable law or its Governing Instruments; 6.2.11. Any judgment or settlement of pending or threatened proceedings (whether civil, criminal or otherwise) against the Company or any subsidiary of the Company, or which the Company is obligated to pay under applicable law or its Governing Instruments; 6.2.12. Travel and related expenses of the Manager incurred in connection with the business of the Company, including, without limitation, travel and expenses incurred in connection with the purchase, financing, refinancing, sale or other disposition of Property or other investments of the Company; 6.2.13. The expenses of organizing, modifying, or dissolving the Company or any subsidiary of the Company, costs preparatory to entering into a business or activity, and costs of winding up or disposing of a business or activity of the Company or its subsidiaries; 6.2.14. The expenses relating to distributions to Member; 6.2.15. The expenses of third parties relating to communications to Members; 6.2.16. The cost of complying with the reporting and other requirements of governmental bodies or agencies, including the cost of preparing and distributing reports to Members; 6.2.17. The expenses relating to any office or office facilities maintained by the Company or any subsidiary of the Company (exclusive of the office of the Manager and/or Affiliates of the Manager), including, without limitation, rent, telephone, utilities, office furniture, and equipment; 6.2.18. Costs and expenses related to the design and maintenance of the Company’s website or sites and associated with any computer software or hardware that is used solely for the Company; and 6.2.19. All other expenses of the Company or any subsidiary of the Company that are not the responsibility of the Manager under section 6.1.

Expenses of the Company. The Company or any subsidiary of the Company ----------------------- shall pay all of the costs and its expenses of the Company and the Manager incurred solely on behalf of the Company or any subsidiary or in connection with this Agreement, other than except those expenses that are specifically the responsibility of the Manager pursuant to section 6.1. Without Section 7.1 of this Agreement, and without limiting the generality of the foregoing, it is specifically agreed that the following costs and expenses of the Company or any subsidiary of the Company shall be paid by the CompanyCompany and shall not be paid by the Manager or Affiliates of the Manager: 6.2.1. Costs 7.2.1 the cost of money borrowed by the Company, including interest; 7.2.2 all taxes and expenses associated with license fees applicable to the formation Company or any subsidiary of the Company, including interest and penalties thereon; 7.2.3 legal, audit, accounting, underwriting, brokerage, listing, filing, rating agency, registration and other fees, printing, engraving, clerical, personnel and other expenses and taxes incurred in connection with the Managerissuance, distribution, transfer, registration and stock exchange listing of the Company's or any subsidiary's equity securities or debt securities; 7.2.4 fees and expenses paid to advisors and independent contractors, consultants, managers, and their Affiliates; 6.2.2. Costs and expenses associated with other agents engaged directly by the capital raising activities Company or any subsidiary of the Company and its subsidiaries, including, without limitation, or by the costs and expenses of the preparation of Manager at the Company’s registration statements and marketing costs; 6.2.3. Costs and expenses 's or such subsidiary's request for the account of the Company in connection or any subsidiary of the Company (other than the Manager or its Affiliates); 7.2.5 expenses connected with the acquisition, disposition, financing, hedging, administration financing and ownership of the Company’s 's or any subsidiary’s 's investment assets, including legal feesincluding, accounting fees, consulting fees, trustee fees, appraisal fees, insurance premiumsbut not limited to, commitment fees, brokerage fees, guaranty fees, ad valorem taxes, costs of foreclosure, property management, maintenance, repair and improvement of property and premiums for insurance on property owned by the Company or any subsidiary of the Company; 6.2.4. Costs and 7.2.6 costs related to hedging transactions; 7.2.7 the expenses associated with of organizing, modifying or dissolving the establishment and maintenance of Company or any credit facilities, warehouse loans and other indebtedness subsidiary of the Company and its subsidiaries, including commitment fees, legal fees, closing and other costsCompany; 6.2.5. Taxes and license fees applicable to 7.2.8 all insurance costs incurred by the Company or any subsidiary of the Company, including interest any costs to obtain liability or other insurance to indemnify the Manager and penaltiesunderwriters of any securities of the Company; 6.2.6. Fees paid 7.2.9 expenses connected with payments of dividends or interest or distributions in any other form made or caused to and expenses of third-party advisors and independent contractors, consultants, managers and other agents engaged be made by the Company or any subsidiary Board of Directors to holders of the Company or by the Manager for the account securities of the Company or any subsidiary of the Company; 6.2.7. Insurance 7.2.10 expenses connected with the structuring, issuance and administration of Mortgage Securities by the Company or any subsidiary of the Company, including, but not limited to, legal fees, trustee's fees, insurance premiums, and costs incurred of required credit enhancements; 7.2.11 all expenses of third parties connected with communications to holders of equity securities or debt securities issued by the Company or any subsidiary of the Company includingand the other bookkeeping and clerical work necessary in maintaining relations with holders of such securities and in complying with the continuous reporting and other requirements of governmental bodies or agencies, but not limited toincluding any costs of computer services in connection with this function, insurance paid the cost of printing and mailing certificates for by such securities and proxy solicitation materials and reports to holders of the Company's or any subsidiary's securities and reports to third parties required under any indenture to which the Company to insure or any subsidiary of the Manager for liabilities as Company is a result of being the manager for the Companyparty; 6.2.8. Custodian7.2.12 custodian's, transfer agent, 's and registrar registrar's fees and charges incurred by charges; 7.2.13 compensation, fees and expenses paid to trustees or Unaffiliated Directors of the Company or any subsidiary of the Company, the cost of director and officer liability insurance and premiums for errors and omissions insurance; 6.2.9. Third-party 7.2.14 legal, accounting and auditing fees and expenses and other similar services relating to the Company’s 's or any subsidiary’s 's operations including, without limitation, all quarterly and annual audit or tax (excluding litigation-related fees and expensesexpenses described in Section 7.2.15); 6.2.10. Legal7.2.15 legal, expert, expert and other fees and expenses relating to any actions, proceedings, lawsuits, demands, causes of action and claims, whether actual or threatened, made by or against the Company, or which the Company is authorized or obligated to pay under applicable law or its Governing InstrumentsInstruments or by the Board of Directors; 6.2.11. Any 7.2.16 any judgment or settlement of pending or threatened proceedings (whether civil, criminal or otherwise) rendered against the Company or any subsidiary of the Company, or which the Company is obligated to pay under applicable law against any trustee, director or its Governing Instruments; 6.2.12. Travel and related expenses officer of the Manager incurred in connection with the business of the Company, including, without limitation, travel and expenses incurred in connection with the purchase, financing, refinancing, sale or other disposition of Property or other investments of the Company; 6.2.13. The expenses of organizing, modifying, or dissolving the Company or any subsidiary of the Company, costs preparatory to entering into a business Company in his capacity as such for which the Company or activity, and costs of winding up or disposing of a business or activity any subsidiary of the Company is required to indemnify such trustee, director, or its subsidiariesofficer by any court or governmental agency, or settlement of pending or threatened litigation; 6.2.14. The expenses relating to distributions to Member; 6.2.15. The expenses of third parties relating to communications to Members; 6.2.16. The cost of complying with the reporting and other requirements of governmental bodies or agencies, including the cost of preparing and distributing reports to Members; 6.2.17. The 7.2.17 expenses relating to any office or office facilities maintained by the Company or any subsidiary of the Company (exclusive of the office of the Manager and/or Affiliates of the Manager), including, without limitation, rent, telephone, utilities, office furniture, and equipmentits Affiliates; 6.2.18. Costs and 7.2.18 expenses related to the design accumulation, servicing and maintenance subservicing of Mortgage Loans; 7.2.19 travel and related expenses of directors, officers and employees of the Manager and of directors, officers and employees of the Company or any subsidiary of the Company who are also directors, officers or employees of the Manager, incurred in connection with attending meetings of the Board of Directors or holders of securities of the Company or any subsidiary of the Company or performing other business activities that relate to the Company or any subsidiary of the Company’s website or sites and , including, where applicable, a proportionate share of such expenses as reasonably determined by Manager where such expenses were not incurred solely for the benefit of the Company; 7.2.20 costs associated with computer hardware and software, third party information services and office expenses that relate solely to the business activities of the Company; 7.2.21 any computer software extraordinary or hardware that is used solely for non-recurring costs or charges incurred by the Company; and 6.2.19. All 7.2.22 other expenses of the Company or any subsidiary of the Company that are not the responsibility expenses of the Manager under section 6.1Section 7.1 of this Agreement.

Expenses of the Company. The Company shall pay all of the costs and expenses of the Company and the Manager Advisor incurred solely on behalf of the Company or any subsidiary or in connection with this Agreement, other than excepting only those expenses that are specifically the responsibility of the Manager Advisor pursuant to section 6.1Section 7.1 of this Agreement. Without limiting the generality of the foregoing, it is specifically agreed that the following costs and expenses of the Company or any subsidiary of the Company shall be paid by the CompanyCompany and shall not be paid by the Advisor or the Affiliates of the Advisor: 6.2.1. Costs 7.2.1 all costs and expenses associated with the formation of the Company, the Manager, and their Affiliates; 6.2.2. Costs and expenses associated with the capital raising activities of the Company and its subsidiaries, including, without limitation, the costs and expenses of the preparation of the Company’s registration statements statements, and marketing costs; 6.2.3. Costs any and all costs and expenses of an initial public offering of the Company Company, any subsequent offerings and any filing fees and costs of being a public company, including, without limitation, filings with the Securities and Exchange Commission, the National Association of Securities Dealers, and any exchange or over-the-counter market, among other such entities; 7.2.2 all costs and expenses in connection with the acquisition, disposition, financing, hedging, administration and ownership of the Company’s or any subsidiary’s investment assetsassets (including, without limitation, the Mortgage Assets) and, including, without limitation, costs and expenses incurred in contracting with third parties, including Affiliates of the Advisor, to provide such services, such as legal fees, accounting fees, consulting fees, trustee fees, appraisal fees, insurance premiums, commitment fees, brokerage fees, guaranty fees, ad valorem taxes, costs of foreclosure, property management, maintenance, repair and improvement of property and premiums for insurance on property owned by the Company or any subsidiary of the Company; 6.2.4. Costs 7.2.3 all costs and expenses relating to the acquisition of, and maintenance and upgrades to, the Company’s portfolio accounting systems; 7.2.4 all costs and expenses of money borrowed by the Company or its subsidiaries, including, without limitation, principal, interest and the costs associated with the establishment and maintenance of any credit facilities, warehouse loans and other indebtedness of the Company and its subsidiaries, subsidiaries (including commitment fees, legal fees, closing and other costs); 6.2.5. Taxes 7.2.5 all taxes and license fees applicable to the Company or any subsidiary of the Company, including interest and penaltiespenalties thereon; 6.2.6. Fees 7.2.6 all legal, audit, accounting, underwriting, brokerage, listing, filing, rating agency, registration and other fees, printing, engraving, clerical, personnel and other expenses and taxes incurred in connection with the issuance, distribution, transfer, registration and stock exchange listing of the Company’s or any subsidiary’s equity securities or debt securities; 7.2.7 other than for the Advisor Obligations, all fees paid to and expenses of third-party advisors and independent contractors, consultants, managers advisors and other agents (other than the Advisor or any Sub-Advisor) engaged by the Company or any subsidiary of the Company or by the Manager Advisor for the account of the Company or any subsidiary of the Company (other than the Advisor or Sub-Advisor) and all employment expenses of the personnel employed by the Company or any subsidiary of the Company (including, without limitation, a chief financial officer of the Company, but excluding any personnel which are also employed by the Advisor or Sub-Advisor), including, without limitation, the salaries, wages, equity based compensation of such personnel, payroll taxes and the incremental cost for administering employee benefit plans of the Advisor which are used by such personnel; 6.2.7. Insurance 7.2.8 all insurance costs incurred by the Company or any subsidiary of the Company Company, including, but not limited towithout limitation, any costs to obtain liability or other insurance paid for by to indemnify the Company to insure the Manager for liabilities as a result Advisor and underwriters of being the manager for any securities of the Company; 6.2.8. Custodian7.2.9 all custodian, transfer agent, agent and registrar fees and charges incurred charges; 7.2.10 all compensation and fees paid to directors of the Company or any subsidiary of the Company (excluding those directors who are also employees of the Advisor), all expenses of directors of the Company or any subsidiary of the Company (including those directors who are also employees of the Advisor), the cost of directors and officers liability insurance and premiums for errors and omissions insurance, and any other insurance deemed necessary or advisable by the CompanyBoard of Directors for the benefit of the Company and its directors and officers (including those directors who are also employees of the Advisor); 6.2.9. Third7.2.11 all third-party legal, accounting and auditing fees and expenses and other similar services relating to the Company’s or any subsidiary’s operations (including, without limitation, all quarterly and annual audit or tax fees and expenses); 6.2.10. Legal7.2.12 all legal, expert, expert and other fees and expenses relating to any actions, proceedings, lawsuits, demands, causes of action and claims, whether actual or threatened, made by or against the Company, or which the Company is authorized or obligated to pay under applicable law or its Governing InstrumentsInstruments or by the Board of Directors; 6.2.11. Any 7.2.13 any judgment or settlement of pending or threatened proceedings (whether civil, criminal or otherwise) against the Company or any subsidiary of the Company, or against any trustee, director or officer of the Company or any subsidiary of the Company in his capacity as such for which the Company or any subsidiary of the Company is obligated required to pay under applicable law indemnify such trustee, director or its Governing Instrumentsofficer by any court or governmental agency, or settlement of pending or threatened proceedings; 6.2.12. Travel 7.2.14 all travel and related expenses of directors, officers and employees of the Manager Company and the Advisor, incurred in connection with attending meetings of the Board of Directors or holders of securities of the Company or any subsidiary of the Company or performing other business activities that relate to the Company or any subsidiary of the Company, including, without limitationlimitations, travel and expenses incurred in connection with the purchase, financing, refinancing, sale or other disposition of Property Mortgage Assets or other investments of the Company; provided, however, that the Company shall only be responsible for a proportionate share of such expenses, as determined by the Advisor in good faith, where such expenses were not incurred solely for the benefit of the Company; 6.2.13. The 7.2.15 all expenses of organizing, modifying, modifying or dissolving the Company or any subsidiary of the Company, Company and costs preparatory to entering into a business or activity, and costs of winding up or disposing of a business or of activity of the Company or its subsidiaries; 6.2.14. The 7.2.16 all expenses relating to payments of dividends or interest or distributions in cash or any other form made or caused to Memberbe made by the Board of Directors to or on account of holders of the securities of the Company or any subsidiary of the Company, including, without limitation, in connection with and dividend reinvestment plan; 6.2.15. The 7.2.17 all expenses of third parties relating to communications to Members; 6.2.16. The cost holders of equity securities or debt securities issued by the Company or any subsidiary of the Company and the other bookkeeping and clerical work necessary in maintaining relations with holders of such securities and in complying with the continuous reporting and other requirements of governmental bodies or agencies, including any costs of computer services in connection with this function, the cost of preparing printing and distributing mailing certificates for such securities and proxy solicitation materials and reports to Membersholders of the Company’s or any subsidiary’s securities and reports to third parties required under any indenture to which the Company or any subsidiary of the Company is a party; 6.2.17. The 7.2.18 subject to Section 7.1, all expenses relating to any office or office facilities maintained by the Company or any subsidiary of the Company (exclusive of the office of the Manager Advisor and/or Affiliates of the Manager)Advisor, including, without limitation, rent, telephone, utilities, office furniture, equipment, machinery and equipmentother office expenses for the Company’s chief financial officer and any other persons the Board of Directors authorizes the Company to hire; 6.2.18. Costs 7.2.19 all costs and expenses related to the design and maintenance of the Company’s website web site or sites and associated with any computer software or hardware that is used solely for the Company; 7.2.20 other than for the Advisor Obligations, all other costs and expenses relating to the Company’s business and investment operations, including, without limitation, the costs and expenses of acquiring, owning, protecting, maintaining, developing and disposing of Mortgage Assets, including, without limitation, appraisal, reporting, audit and legal fees; 7.2.21 other than for the Advisor Obligations, all other expenses actually incurred by the Advisor, its Affiliates or any Sub-Advisor or their respective officers, employees, representatives or agents, or any Affiliates thereof, which are reasonably necessary for the performance by the Advisor of its duties and functions under this Agreement (including, without limitation, any fees or expenses relating to the Company’s compliance with all governmental and regulatory matters); and 6.2.19. All 7.2.22 all other expenses of the Company or any subsidiary of the Company that are not the responsibility of the Manager Advisor under section 6.1Section 7.1 of this Agreement.