Common use of Expenses of the Company Clause in Contracts

Expenses of the Company. The Company shall pay all of its expenses not assumed by the Advisor and, without limiting the generality of the foregoing, it is specifically agreed that the following expenses of the Company shall be paid by the Company and shall not be paid by the advisor: (a) the cost of money borrowed by the Company; (b) income taxes, taxes and assessments on real property, and all other taxes applicable to the Company; (c) legal, auditing, accounting, underwriting, brokerage, listing, registration and other fees, printing, and engraving and other expenses, and taxes incurred in connection with the issuance, distribution, transfer, registration, and stock exchange listing of the Company’s securities; (d) fees, salaries, and expenses paid to officers and employees of the Company who are not directors, officers or employees of the Advisor, or of any company that controls, is controlled by, or is under common control with the Advisor; (e) expenses directly connected with the origination or purchase of Mortgage Loans and with the acquisition, disposition and ownership of real estate equity interests or other property (including the costs of foreclosure, insurance, legal, protective, brokerage, maintenance, repair, and property improvement services) and including all compensation, traveling expenses, and other direct costs associated with the Advisor’s employees or other personnel engaged in (i) real estate transaction legal services, (ii) internal auditing, (iii) foreclosure and other mortgage finance services, (iv) sale or solicitation for sale of mortgages, (v) engineering and appraisal services, and (vi) transfer agent services; (f) expenses of maintaining and managing real estate equity interests; (g) insurance, as required by the Directors (including Directors’ liability insurance); (h) the expenses of organizing, revising, amending, converting, modifying, or termination the Company; (i) expenses connected with payments of dividends or interest or distributions in cash or any other form made or caused to be made by the Directors to holders of securities of the Company; (j) all expenses connected with communications to holders of securities of the Company and the other bookkeeping and clerical work necessary in maintaining relations with holders of securities, including the cost of printing and mailing certificates for securities and proxy solicitation materials and reports to holders of the Company’s securities; (k) the cost of any accounting, statistical, bookkeeping or computer equipment or computer time necessary for maintaining the books and records of the Company and for preparing and filing Federal, State and Local tax returns; (l) transfer agent’s, registrar’s, and indenture trustee’s fees and charges; (m) legal, accounting, investment banking, and auditing fees and expenses charged by independent parties performing these services not otherwise included in clauses (c) and (e) of this Section 16; (n) expenses incurred by the Advisor, arising from the sales of Company properties, including those expenses related to carrying out foreclosure proceedings; (o) commercially reasonable fees paid to the Advisor for efforts to liquidate mortgages before maturity, such as the solicitation of offers and negotiation of terms of sale; (p) costs and expenses connected with computer services, including, but not limited to, employee or other personnel compensation, hardware and software costs, and related development and installation costs associated therewith; (q) costs and expenses associated with risk management (i.e. insurance relating to the Company’s assets); (r) loan refinancing compensation; and (s) expenses associated with special services requested by the Directors pursuant to Section 14 hereof.

Appears in 4 contracts

Samples: Advisory Agreement (American Realty Investors Inc), Advisory Agreement (Income Opportunity Realty Investors Inc /Tx/), Advisory Agreement (Transcontinental Realty Investors Inc)

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Expenses of the Company. The Company shall pay all of its expenses not assumed by the Advisor and, without limiting the generality of the foregoing, it is specifically agreed that the following expenses of the Company shall be paid by the Company and shall not be paid by the advisorAdvisor: (a) the cost of money borrowed by the Company; (b) income taxes, taxes and assessments on real property, and all other taxes applicable to the Company; (c) legal, auditing, accounting, underwriting, brokerage, listing, registration and other fees, printing, and engraving and other expenses, and taxes incurred in connection with the issuance, distribution, transfer, registration, and stock exchange listing of the Company’s 's securities;: (d) fees, salaries, and expenses paid to officers officers, and employees of the Company who are not directors, officers or employees of the Advisor, or of any company that controls, is controlled by, or is under common control with the Advisor; (e) expenses directly connected with the origination or purchase of Mortgage Loans and with the acquisition, disposition and ownership of real estate equity interests or other property (including the costs of foreclosure, insurance, legal, protective, brokerage, maintenance, repair, and property improvement services) and including all compensation, traveling expenses, and other direct costs associated with the Advisor’s 's employees or other personnel engaged in (i) real estate transaction legal services, (ii) internal auditing, (iii) foreclosure and other mortgage finance services, (iv) sale or solicitation for sale of mortgages, (v) engineering and appraisal services, and (vi) transfer agent services;. (f) expenses of maintaining and managing real estate equity interests; (g) insurance, as required by the Directors (including Directors' liability insurance); (h) the expenses of organizing, revising, amending, converting, modifying, or termination terminating the Company; (i) expenses connected with payments of dividends or interest or distributions in cash or any other form made or caused to be made by the Directors to holders of securities of the Company; (j) all expenses connected with communications to holders of securities of the Company and the other bookkeeping and clerical work necessary in maintaining relations with holders of securities, including the cost of printing and mailing certificates for securities and proxy solicitation materials and reports to holders of the Company’s 's securities; (k) the cost of any accounting, statistical, bookkeeping or computer equipment or computer time necessary for maintaining the books and records of the Company and for preparing and filing Federal, State and Local tax returns; (l) transfer agent’s's, registrar’s's, and indenture trustee’s 's fees and charges; (m) legal, accounting, investment banking, and auditing fees and expenses charged by independent parties performing these services not otherwise included in clauses (c) and (e) of this Section 16; (n) expenses incurred by the Advisor, arising from the sales of Company properties, including those expenses related to carrying out foreclosure proceedings; (o) commercially reasonable fees paid to the Advisor for efforts to liquidate mortgages before maturity, such as the solicitation of offers and negotiation of terms of sale; (p) costs and expenses connected with computer services, including, including but not limited to, to employee or other personnel compensation, hardware and software costs, and related development and installation costs associated therewith; (q) costs and expenses associated with risk management (i.e. insurance relating to the Company’s 's assets); (r) loan refinancing compensation; and (s) expenses associated with special services requested by the Directors pursuant to Section 14 hereof.

Appears in 3 contracts

Samples: Advisory Agreement (Income Opportunity Realty Investors Inc /Tx/), Advisory Agreement (Transcontinental Realty Investors Inc), Advisory Agreement (Transcontinental Realty Investors Inc)

Expenses of the Company. The Company or any subsidiary of the Company ----------------------- shall pay all of its expenses not assumed by except those which are the Advisor andresponsibility of the Manager pursuant to Section 7 of this Agreement, and without limiting the generality of the foregoing, it is specifically agreed that the following expenses of the Company shall be paid by or any subsidiary of the Company and shall not be paid by the advisor:Manager; (a) the The cost of money borrowed by the Companymoney; (b) income taxes, taxes and assessments on real property, and all other All taxes applicable to the CompanyCompany or any subsidiary of the Company including interest and penalties thereon; (c) legal, auditingLegal audit, accounting, underwriting, brokerage, listing, rating agency, registration and other fees, printing, and engraving and other expenses, expenses and taxes incurred in connection with the issuance, distribution, transfer, registration, registration and stock exchange listing of the Company’s 's or any subsidiary's equity securities or debt securities; (d) fees, salaries, Fees and expenses paid to officers advisers and employees independent contractors, consultants, managers, and other agents employed directly by the Company or any subsidiary of the Company who are not directors, officers or employees by the Manager at the Company's or such subsidiary's request for the account of the Advisor, Company or any subsidiary of any company that controls, is controlled by, or is under common control with the AdvisorCompany (other than the Manager); (e) expenses directly Expenses connected with the origination or purchase of Mortgage Loans and with the acquisition, disposition and ownership of real estate equity interests the Company's or other property any subsidiary's investment assets (including the without limitation commitment fees, brokerage fees, guaranty fees and hedging fees), including but not limited to ad valorem taxes, costs of foreclosure, insurance, legal, protective, brokerage, maintenance, repairrepair and improvement of property and premiums for insurance on property owned by the Company or any subsidiary of the Company; and with regard to brokerage fees, and property improvement services) and including all compensation, traveling expenses, and other direct costs associated it is understood that neither the Manager nor any of its Affiliates shall charge a brokerage commission or similar fee to the Company or any subsidiary of the Company in connection with the Advisor’s employees acquisition, disposition or other personnel engaged in (i) real estate transaction legal services, (ii) internal auditing, (iii) foreclosure and other mortgage finance services, (iv) sale ownership of the Company's or solicitation for sale of mortgages, (v) engineering and appraisal services, and (vi) transfer agent servicesany subsidiary's investment assets; (f) The expenses of maintaining and managing real estate equity interestsorganizing, modifying or dissolving the Company or any subsidiary of the Company; (g) insurance, as required by All insurance costs incurred in connection with the Directors (including Directors’ liability insurance)Company or any subsidiary of the Company; (h) the expenses of organizing, revising, amending, converting, modifying, or termination the Company; (i) expenses Expenses connected with payments of dividends or interest or distributions in cash each or any other form made or caused to be made by the Board of Directors to holders of the securities of the Company or any subsidiary of the Company; (i) Expenses connected with the structuring of the issuance of Mortgage-Backed Securities by the Company or any subsidiary of the Company, including but not limited to trustee's fees, insurance premiums, and costs of required credit enhancements; (j) all All expenses by third parties connected with communications to holders of equity securities or debt securities of the Company or any subsidiary of the Company and the other bookkeeping and clerical work necessary in maintaining relations with holders of securitiessuch 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 securities'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; (k) the cost of any accounting, statistical, bookkeeping or computer equipment or computer time necessary for maintaining the books Transfer agent's and records of the Company and for preparing and filing Federal, State and Local tax returns; (l) transfer agent’s, registrar’s, and indenture trustee’s 's fees and charges; (l) Fees and expenses paid to directors of the Company or any subsidiary of the Company, the cost of director and officer liability insurance and premiums for fidelity and errors and omissions insurance; (m) legalLegal, accounting, investment banking, accounting and auditing fees and expenses charged by independent parties performing these services not otherwise included in clauses (c) and (e) of this Section 16relating to the Company's or any subsidiary's operations; (n) expenses incurred Any judgment rendered against the Company or any subsidiary of the Company, or against any director 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 required to indemnify such director, by the Advisor, arising from the sales of Company properties, including those expenses related to carrying out foreclosure proceedingsany court or governmental agency; (o) commercially reasonable fees paid Expenses relating to any office or office facilities maintained by the Advisor for efforts to liquidate mortgages before maturity, such as Company or any subsidiary of the solicitation Company separate from the office of offers and negotiation of terms of salethe Manager; (p) costs Expenses related to the servicing and expenses connected with computer services, including, but not limited to, employee or other personnel compensation, hardware and software costs, and related development and installation costs associated therewithsubservicing of Mortgage Loans; (q) costs All offering expenses (including accounting, legal, printing, clerical, personnel, filing and expenses associated with risk management (i.e. insurance relating to other expenses) incurred by the Company’s assets);, the Manager of its Affiliates on behalf of the Company in connection with an Offering; and (r) loan refinancing compensation; and (s) Other miscellaneous expenses associated with special services requested of the Company or any subsidiary of the Company which are not expenses of the Manager under Section 7. Reimbursements of expenses incurred by the Directors pursuant to Manager which are the responsibility of the Company, if any, will be made monthly as described in Section 14 hereof7.

Appears in 2 contracts

Samples: Annual Report, Management Agreement (Imperial Credit Mortgage Holdings Inc)

Expenses of the Company. (a) The Company shall pay all of its expenses not assumed by and shall reimburse the Advisor and, without limiting the generality of the foregoing, it is specifically agreed that the following Provider for all reasonable expenses of the Company shall be paid by Provider actually incurred on the Company Company’s behalf (collectively, the “Expenses”). Expenses include all costs and shall not be paid by expenses which are expressly designated elsewhere in this Agreement as the advisorCompany’s, together with the following: (ai) expenses in connection with administering the Wind-Down Plan (as defined in the Purchase Agreement); (ii) costs of legal, accounting, tax, auditing, administrative and other similar services rendered for the Company by providers retained by the Provider or, if provided by the Provider’s employees, in amounts which are no greater than those which would be payable to outside professionals or consultants engaged to perform such services pursuant to agreements negotiated on an arm’s-length basis; (iii) the cost compensation and expenses of money borrowed by the Independent Directors; (iv) compensation and expenses of the Company’s custodian and transfer agent, if any; (v) all insurance costs incurred in connection with the operation of the Company’s business except for the costs attributable to: (i) the insurance that the Provider elects to carry for itself and its employees or (ii) liability insurance to indemnify the Company’s directors and officers; (vi) expenses relating to any office or office facilities maintained in whole or in part for the Company; (b) income taxes, taxes and assessments on real property, and all other taxes applicable to the Company; (c) legal, auditing, accounting, underwriting, brokerage, listing, registration and other fees, printing, and engraving and other expenses, and taxes incurred in connection with the issuance, distribution, transfer, registration, and stock exchange listing of the Company’s securities; (d) fees, salaries, and expenses paid to officers and employees of the Company who are not directors, officers or employees of the Advisor, or of any company that controls, is controlled by, or is under common control with the Advisor; (e) expenses directly connected with the origination or purchase of Mortgage Loans and with the acquisition, disposition and ownership of real estate equity interests or other property (including the costs of foreclosure, insurance, legal, protective, brokerage, maintenance, repair, and property improvement services) and including all compensation, traveling expenses, and other direct costs associated with the Advisor’s employees or other personnel engaged in (i) real estate transaction legal services, (ii) internal auditing, (iii) foreclosure and other mortgage finance services, (iv) sale or solicitation for sale of mortgages, (v) engineering and appraisal services, and (vi) transfer agent services; (f) expenses of maintaining and managing real estate equity interests; (g) insurance, as required by the Directors (including Directors’ liability insurance); (h) the expenses of organizing, revising, amending, converting, modifying, or termination the Company; (ivii) expenses connected with the payments of interest, dividends or interest or distributions in cash or any other form made or caused to be made by the Board of Directors to or on account of the holders of securities of the CompanyCompany or its Subsidiaries; (jviii) all expenses connected with communications to holders of securities of the Company or its Subsidiaries and the other bookkeeping and clerical work necessary in maintaining relations with holders of securities, including the cost of printing and mailing certificates for such securities and proxy solicitation materials in complying with the continuous reporting and other requirements of governmental bodies or agencies, including, without limitation, all costs of preparing and filing required reports with the Securities and Exchange Commission, the costs payable by the Company to holders any transfer agent and registrar in connection with the listing and/or trading of the Company’s securities; (k) stock on any exchange, the cost of any accounting, statistical, bookkeeping or computer equipment or computer time necessary for maintaining the books and records of fees payable by the Company to any such exchange in connection with its listing, costs of preparing, printing and for preparing and filing Federal, State and Local tax returns; (l) transfer agent’s, registrar’s, and indenture trustee’s fees and charges; (m) legal, accounting, investment banking, and auditing fees and expenses charged by independent parties performing these services not otherwise included in clauses (c) and (e) of this Section 16; (n) expenses incurred by the Advisor, arising from the sales of Company properties, including those expenses related to carrying out foreclosure proceedings; (o) commercially reasonable fees paid to the Advisor for efforts to liquidate mortgages before maturity, such as the solicitation of offers and negotiation of terms of sale; (p) costs and expenses connected with computer services, including, but not limited to, employee or other personnel compensation, hardware and software costs, and related development and installation costs associated therewith; (q) costs and expenses associated with risk management (i.e. insurance relating to mailing the Company’s assets); (r) loan refinancing compensationannual report to its shareholders and proxy materials with respect to any meeting of the shareholders of the Company; and (six) all other expenses associated with special services requested actually incurred by the Directors pursuant to Section 14 hereofProvider which are reasonably necessary for the performance by the Provider of its duties and functions under this Agreement. (b) The Provider shall bear expenses consisting of wages and salaries and benefits of the Provider’s officers and employees.

Appears in 2 contracts

Samples: Services Agreement (Home Loan Servicing Solutions, Ltd.), Services Agreement (New Residential Investment Corp.)

Expenses of the Company. The Company shall must pay all of its expenses not assumed by or allocated to the Advisor andAdvisor, including without limiting the generality of the foregoinglimitation, it is specifically agreed that the following expenses of the Company shall be paid by the Company and shall not be paid by the advisorexpenses: (a) the cost of money borrowed by the Company; (b) income taxes, taxes and assessments on real property, and all other taxes applicable to the Company; (c) legal, auditing, accounting (other than internal accounting), preparing all tax returns, underwriting, brokerage, listing, registration and other fees, printing, and engraving and other expenses, and taxes incurred in connection with the issuanceinsurance, distribution, transfer, registration, and stock exchange listing of the Company’s 's securities; (d) fees, salaries, salaries and expenses paid to officers directors, officers, and employees of the Company who are not directors, officers or employees of the Advisor, or of any company that controls, is controlled by, or is under common control with the AdvisorCompany; (e) fees and expenses paid to independent advisors, independent contractors, mortgage services, consultants, managers, local property managers or management firms, accountants, attorneys and other agents employed by or on behalf of the Company; (f) expenses directly connected with the origination or purchase of Mortgage Loans and with the acquisition, disposition disposition, and ownership of real estate equity interests interests, Leases or other property (property, including the costs of foreclosureenforcement, insurance, legal, protective, brokerage, maintenance, repair, and property improvement services) and including all compensation, traveling expenses, and other direct costs associated with the Advisor’s employees or other personnel engaged in (i) real estate transaction legal services, (ii) internal auditing, (iii) foreclosure and other mortgage finance services, (iv) sale or solicitation for sale of mortgages, (v) engineering and appraisal services, and (vi) transfer agent services; (fg) expenses of maintaining and managing real estate equity interests; (gh) insurance, as required by the Directors Board (including Directors’ liability insurance); (hi) the expenses of organizingorganising, revising, amending, converting, modifying, or termination terminating the Company; (ij) expenses connected with payments of dividends or interest or distributions in cash or any other form made or caused to be made by the Board of Directors of the Company to holders of securities of the Company; (jk) all All expenses connected with communications to holders of securities of the Company and the other bookkeeping and clerical work necessary in maintaining relations with holders of securities, including the cost of printing and mailing certificates for securities and proxy solicitation materials and reports to holders of the Company’s 's securities; (kl) the cost of any accounting, statistical, bookkeeping or computer equipment or computer time outside auditing necessary for maintaining the books and records of the Company and the costs for preparing and filing Federal, State and Local all required tax returns; (lm) transfer agent’s's, registrar’s, 's and indenture trustee’s 's fees and charges; (mn) legal, accounting, investment banking, and auditing fees and expenses charged by independent parties performing these for services not otherwise included in clauses (c) and (e) of this Section 16provided to the Company; (no) out of pocket expenses incurred by the Advisor, arising from the sales of Company properties, including those expenses related to carrying out foreclosure and lease termination proceedings; (o) commercially reasonable fees paid to the Advisor for efforts to liquidate mortgages before maturity, such as the solicitation of offers and negotiation of terms of sale; (p) costs and expenses connected with computer services, including, but not limited to, employee or other personnel compensation, hardware and software costs, and related development and installation costs associated therewith; (q) costs and expenses associated with risk management (i.e. ie., insurance relating to the Company’s 's assets); (rq) loan refinancing compensation; and (sr) expenses associated with special services requested by the Directors Board pursuant to Section 14 12 hereof.

Appears in 2 contracts

Samples: Advisory Agreement (Omega Worldwide Inc), Advisory Agreement (Omega Worldwide Inc)

Expenses of the Company. The Except as otherwise expressly provided in this Agreement, the Company shall pay all of its expenses not assumed by the Advisor Manager as set forth in Section 5.1, and, without limiting the generality of the foregoing, it is specifically agreed that the following expenses of the Company shall be paid by the Company and shall not be paid by the advisorManager: (a) the cost of money borrowed money, including the repayment of funds borrowed by the Company, interest thereon and all other costs, fees and expenses in connection with such borrowings; (b) taxes on income taxes, and taxes and assessments on real property, if any, and all other taxes applicable to the CompanyCompany and its investments; (c) travel and other expenses of directors of the Company; (d) legal, auditing, auditing (excluding routine accounting), underwriting, brokerage, listing, registration reporting, registration, and other fees, and printing, and engraving engraving, and other expenses, expenses and taxes incurred in connection with the issuance, distribution, transfer, trading, registration, and stock exchange listing of the Company’s 's securities; (d) fees, salaries, and expenses paid to officers and employees of the Company who are not directors, officers or employees of the Advisor, or of any company that controls, is controlled by, or is under common control with the Advisor; (e) fees and expenses paid to Directors, independent advisors, consultants, managers, local property inspectors and other agents employed by or on behalf of the Company; (f) extraordinary, non-routine expenses directly connected with the origination or purchase of Mortgage Loans and with the acquisition, disposition disposition, and ownership of real estate equity interests or other property (including the costs of foreclosureforeclosure and exercise of all other remedies, insuranceinsurance premiums, legallegal services, protective, brokeragebrokerage and sales commissions, maintenance, repair, and property improvement services) and including all compensation, traveling expensesimprovement, and other direct costs associated with the Advisor’s employees or other personnel engaged in (i) real estate transaction legal services, (ii) internal auditing, (iii) foreclosure and other mortgage finance services, (iv) sale or solicitation for sale local management of mortgages, (v) engineering and appraisal services, and (vi) transfer agent services; (f) expenses of maintaining and managing real estate equity interestsany property assumed through foreclosure); (g) insurance, insurance as required by the Directors (including Directors' liability insurance); (h) the expenses of organizing, revising, amending, converting, modifying, or termination the Company; (i) expenses connected with payments of dividends or interest or distributions in cash or any other form made or caused to be made by the Directors to holders of securities of the Company; (ji) all expenses connected with communications to holders of securities of the Company and the other bookkeeping and clerical work necessary in maintaining relations with holders of securities, including the cost of 7 printing and mailing certificates for securities and proxy solicitation materials and reports to holders of the Company’s 's securities; (k) the cost of any accounting, statistical, bookkeeping or computer equipment or computer time necessary for maintaining the books and records of the Company and for preparing and filing Federal, State and Local tax returns; (lj) transfer agent’sagents', registrar’sregistrars', dividend reinvestment agents', and indenture trustee’s trustees' fees and charges; (mk) legal, accounting, investment banking, escrow and auditing fees and other professional expenses charged by independent parties performing these services not otherwise included in clauses (c) and (e) of this Section 16; (n) expenses incurred by the Advisor, arising from the sales of Company properties, including those expenses related to carrying out foreclosure proceedings; (o) commercially reasonable fees paid to the Advisor for efforts to liquidate mortgages before maturity, such as the solicitation of offers and negotiation of terms of sale; (p) costs and expenses connected with computer services, including, but not limited to, employee or other personnel compensation, hardware and software costs, and related development and installation costs associated therewith; (q) costs and expenses associated with risk management (i.e. insurance relating to the Company’s assets); (r) loan refinancing compensation; and (s) expenses associated with special services requested by the Directors pursuant to Section 14 hereof.

Appears in 1 contract

Samples: Reit Management Agreement (Foundation Capital Resources Inc)

Expenses of the Company. (a) The Company shall pay all of its expenses not assumed by the Advisor andexpenses, without except those set forth in paragraph 16 hereof. Without limiting the generality of the foregoing, it is specifically agreed that the following expenses of the Company shall be paid by the Company and shall not be paid borne by the advisorAdvisor: (a1) the cost of money borrowed by the Company; (b2) taxes an income taxes, and taxes and assessments on real property, property and all other taxes applicable to the Company; (c3) legal, auditing, accounting, underwriting, brokerage, listing, registration and other fees, printing, and engraving and other expenses, and taxes incurred in connection with the issuance, distribution, transfer, registration, and stock exchange listing of the Company’s securities; (d) fees, salaries, fees and expenses paid to officers independent contractors, unaffiliated mortgage servicers, consultants, managers and employees other agents employed by or on behalf of the Company who are not directors, officers or employees of the Advisor, or of any company that controls, is controlled by, or is under common control with the AdvisorCompany; (e4) expenses directly connected with the ownership, and disposition of investments, or other property and with the origination or purchase of Mortgage Loans and with the acquisition, disposition and ownership of real estate equity interests or other property Mortgages (including the costs of foreclosure, insuranceinsurance premiums, legallegal services, protective, brokeragebrokerage and sales commissions, maintenance, repair, repair and property improvement services) and including all compensation, traveling expenses, and other direct costs associated with the Advisor’s employees or other personnel engaged in (i) real estate transaction legal services, (ii) internal auditing, (iii) foreclosure and other mortgage finance services, (iv) sale or solicitation for sale of mortgages, (v) engineering and appraisal services, and (vi) transfer agent servicesproperty); (f5) expenses of maintaining and managing real estate equity interests, processing and servicing mortgage and other loans and managing the Company's other investments; (g6) insurance, as required by insurance coverage in connection with the Directors business of the Company (including Directors’ officers' and trustees' liability insurance); (h7) the expenses of organizing, revising, amending, converting, modifyingmodifying or terminating the Company or revising, amending or termination the Companymodifying its organizational documents; (i) 8) expenses connected with payments of dividends or interest or distributions Distributions in cash or any other form made or caused to be made by the Directors Trustees to holders of securities of the CompanyShareholders; (j9) all expenses connected with communications to holders of securities of the Company Shareholders and the other bookkeeping and clerical work necessary in maintaining relations with holders of securitiesthe Shareholders, including the cost of printing and mailing certificates for securities and securities, proxy solicitation materials and reports to holders of the Company’s 's securities; (k10) the cost of any accounting, statistical, statistical or bookkeeping or computer equipment or computer time necessary for maintaining the maintenance of the books and records of the Company and for preparing and filing Federal, State and Local tax returnsCompany; (l11) transfer agent’s, 's and registrar’s, and indenture trustee’s 's fees and charges;; and (m12) other legal, accounting, investment banking, accounting and auditing fees and expenses charged as well as any costs incurred in connection with any other litigation in which the Company is involved and in the examination, investigation or other proceedings conducted by independent parties performing these services not otherwise included in clauses (c) and (e) of this Section 16;any regulatory agency with respect to the Company. (n2) expenses incurred by The Company shall reimburse the Advisor, arising from Advisor and its Affiliates for (i) the sales of Company properties, including those expenses related to carrying out foreclosure proceedings; (o) commercially reasonable fees paid actual costs to the Advisor or its Affiliates of goods, materials and services used for efforts and by the Company obtained from unaffiliated parties; (ii) administrative services necessary to liquidate mortgages before maturitythe operation of the Company and (iii) the costs of certain personnel employed by the Company and directly involved in the organization and business of the Company (including persons who may be employees or officers of the Advisor and its Affiliates) and for legal, accounting, transfer agent, reinvestment and redemption plan administration, data processing, duplicating and investor communications services performed by employees or officers of the Advisor and its Affiliates which could be performed directly for the Company by independent parties. The amounts charged to the Company for services performed pursuant to clause (ii) above will not exceed the lesser of (a) the actual cost of such as the solicitation of offers and negotiation of terms of sale; (p) costs and expenses connected with computer services, including, but not limited to, employee or other personnel compensation, hardware and software costs, and related development and installation costs associated therewith; (qb) costs and expenses associated with risk management (i.e. insurance relating the amount which the Company would be required to pay to independent parties for comparable services. No reimbursement will be allowed to the Company’s assets); (r) loan refinancing compensation; and (s) expenses associated with special Advisor or its Affiliates for services requested by the Directors performed pursuant to Section 14 hereofclause (ii) above unless the Advisor or its Affiliates have the appropriate experience and expertise to perform such services.

Appears in 1 contract

Samples: Advisory Services Agreement (American Mortgage Investors Trust)

Expenses of the Company. The Except as otherwise expressly provided in this ----------------------- Agreement, the Company shall pay all of its expenses not assumed by the Advisor Manager as set forth in Section 5.1, and, without limiting the generality of the foregoing, it is specifically agreed that the following expenses of the Company shall be paid by the Company and shall not be paid by the advisorManager: (a) the cost of money borrowed money, including the repayment of funds borrowed by the Company, interest thereon and all other costs, fees and expenses in connection with such borrowings; (b) taxes on income taxes, and taxes and assessments on real property, if any, and all other taxes applicable to the CompanyCompany and its investments; (c) travel and other expenses of directors of the Company; (d) legal, auditing, auditing (excluding routine accounting), underwriting, brokerage, listing, registration reporting, registration, and other fees, and printing, and engraving engraving, and other expenses, expenses and taxes incurred in connection with the issuance, distribution, transfer, trading, registration, and stock exchange listing of the Company’s 's securities; (d) fees, salaries, and expenses paid to officers and employees of the Company who are not directors, officers or employees of the Advisor, or of any company that controls, is controlled by, or is under common control with the Advisor; (e) fees and expenses paid to Directors, independent advisors, consultants, managers, local property inspectors and other agents employed by or on behalf of the Company; (f) extraordinary, non-routine expenses directly connected with the origination or purchase of Mortgage Loans and with the acquisition, disposition disposition, and ownership of real estate equity interests or other property (including the costs of foreclosureforeclosure and exercise of all other remedies, insuranceinsurance premiums, legallegal services, protective, brokeragebrokerage and sales commissions, maintenance, repair, and property improvement services) and including all compensation, traveling expensesimprovement, and other direct costs associated with the Advisor’s employees or other personnel engaged in (i) real estate transaction legal services, (ii) internal auditing, (iii) foreclosure and other mortgage finance services, (iv) sale or solicitation for sale local management of mortgages, (v) engineering and appraisal services, and (vi) transfer agent services; (f) expenses of maintaining and managing real estate equity interestsany property assumed through foreclosure); (g) insurance, insurance as required by the Directors (including Directors' liability insurance); (h) the expenses of organizing, revising, amending, converting, modifying, or termination the Company; (i) expenses connected with payments of dividends or interest or distributions in cash or any other form made or caused to be made by the Directors to holders of securities of the Company; (ji) all expenses connected with communications to holders of securities of the Company and the other bookkeeping and clerical work necessary in maintaining relations with holders of securities, including the cost of printing and mailing certificates for securities and proxy solicitation materials and reports to holders of the Company’s 's securities; (k) the cost of any accounting, statistical, bookkeeping or computer equipment or computer time necessary for maintaining the books and records of the Company and for preparing and filing Federal, State and Local tax returns; (lj) transfer agent’sagents', registrar’sregistrars', dividend reinvestment agents', and indenture trustee’s trustees' fees and charges; (mk) legal, accounting, investment banking, escrow and auditing fees and other professional expenses charged by independent parties performing these services not otherwise included in clauses (c) and (e) of this Section 16; (n) expenses incurred by the Advisor, arising from the sales of Company properties, including those expenses related to carrying out foreclosure proceedings; (o) commercially reasonable fees paid to the Advisor for efforts to liquidate mortgages before maturity, such as the solicitation of offers and negotiation of terms of sale; (p) costs and expenses connected with computer services, including, but not limited to, employee or other personnel compensation, hardware and software costs, and related development and installation costs associated therewith; (q) costs and expenses associated with risk management (i.e. insurance relating to the Company’s assets); (r) loan refinancing compensation; and (s) expenses associated with special services requested by the Directors pursuant to Section 14 hereof.

Appears in 1 contract

Samples: Reit Management Agreement (Foundation Capital Resources Inc)

Expenses of the Company. (a) The Company shall pay all of its expenses not assumed by the Advisor and, without expenses. Without limiting the generality of the foregoing, it is specifically agreed that the following expenses of the Company shall be paid by the Company and shall not be paid borne by the advisorInvestment Manager unless such expense is a fee or other service for which the Investment Manager is otherwise receiving a fee from the Company: (ai) the cost of money borrowed by the Company; (bii) income taxes, taxes and assessments on real property, and all other taxes applicable to the Company including, without limitation, taxes on income and on assessments of real property; (iii) fees and expenses paid to independent contractors, unaffiliated mortgage servicers, consultants, managers and other agents employed by or on behalf of the Company; (civ) legal, auditing, accounting, underwriting, brokerage, listing, registration Acquisition Expenses and other fees, printing, and engraving and other expenses, and taxes incurred in connection with the issuance, distribution, transfer, registration, and stock exchange listing of the Company’s securities; (d) fees, salaries, and expenses paid to officers and employees of the Company who are not directors, officers or employees of the Advisor, or of any company that controls, is controlled by, or is under common control with the Advisor; (e) expenses directly connected with the origination ownership and disposition of investments or other property, and with the investment in or purchase of Mortgage Loans and with the acquisition, disposition and ownership of real estate equity interests or other property Company Investments (including the costs of foreclosure, insuranceinsurance premiums, legallegal services, protective, brokeragebrokerage and sales commissions, maintenance, repair, repair and property improvement services) and including all compensation, traveling expenses, and other direct costs associated with the Advisor’s employees or other personnel engaged in (i) real estate transaction legal services, (ii) internal auditing, (iii) foreclosure and other mortgage finance services, (iv) sale or solicitation for sale of mortgages, (v) engineering and appraisal services, and (vi) transfer agent servicesproperty); (fv) expenses of maintaining and managing real estate equity interests, processing and servicing mortgage and other loans and managing the Company's other investments; (gvi) insurance, as required by insurance coverage in connection with the Directors business of the Company (including Directors’ officers' and trustees' liability insurance); (hvii) the expenses of organizing, dissolving and liquidating the Company or revising, amending, converting, modifying, amending or termination the Companymodifying its organizational documents; (iviii) expenses connected with payments of dividends or interest or distributions distribution in cash or any other form made or caused to be made by the Directors Board of Trustees to holders of securities of the CompanyShareholders; (jix) all expenses connected with communications to holders of securities of the Company Shareholders and the other bookkeeping and clerical work necessary in maintaining relations with holders of securitiesthe Shareholders, including the cost of printing and mailing certificates for securities and securities, proxy solicitation materials and reports to holders of the Company’s 's securities; (kx) the cost of any accounting, statistical, statistical or bookkeeping or computer equipment or computer time necessary for maintaining the maintenance of the books and records of the Company and for preparing and filing Federal, State and Local tax returnsCompany; (lxi) transfer agent’s, 's and registrar’s, and indenture trustee’s 's fees and charges;; and (mxii) other legal, accounting, investment banking, accounting and auditing fees and expenses charged as well as any costs incurred in connection with any litigation in which the Company is involved and in the examination, investigation or other proceedings conducted by any regulatory agency with respect to the Company. (b) Subject to Section 14, the Company shall reimburse the Investment Manager and its Affiliates for (i) the actual costs to the Investment Manager or its Affiliates of goods, materials and services used for and by the Company obtained from unaffiliated parties; (ii) administrative services necessary to the operation of the Company; (iii) the costs of personnel employed by the Investment Manager and directly involved in the organization and business of the Company (including persons who may be employees or officers of the Investment Manager and its Affiliates) and for legal, accounting, transfer agent, reinvestment and redemption plan administration, data processing, duplicating and investor communications services performed by employees or officers of the Investment Manager and its Affiliates which could be performed directly for the Company by independent parties performing these services not otherwise included in clauses (c) and (eiv) of this Section 16; (n) any travel expenses incurred in connection with the services provided hereunder and for advertising expenses incurred by the Advisor, arising from Investment Manager in seeking any investments or seeking the sales disposition of Company properties, including those expenses related to carrying out foreclosure proceedings; (o) commercially reasonable fees paid any investments held by the Company. The amounts charged to the Advisor Company for efforts to liquidate mortgages before maturity, services performed shall not exceed the lesser of (a) the actual cost of such as the solicitation of offers and negotiation of terms of sale; (p) costs and expenses connected with computer services, including, but not limited to, employee or other personnel compensation, hardware and software costs, and related development and installation costs associated therewith; (qb) costs and expenses associated with risk management (i.e. insurance relating the amount which the Company would be required to the Company’s assets); (r) loan refinancing compensation; and (s) expenses associated with special services requested by the Directors pursuant pay to Section 14 hereofindependent parties for comparable services.

Appears in 1 contract

Samples: Management Agreement (Charter Municipal Mortgage Acceptance Co)

Expenses of the Company. The Company shall pay all of its expenses not assumed by the Advisor and, without limiting the generality of the foregoing, it is specifically agreed that the following expenses of the Company shall be paid by the Company and shall not be paid by the advisorAdvisor: (a) the cost of money borrowed by the Company; (b) income taxes, taxes and assessments on real property, and all other taxes applicable to the Company; (c) legal, auditing, accounting, underwriting, brokerage, listing, registration and other fees, printing, and engraving and other expenses, and taxes incurred in connection with the issuance, distribution, transfer, registration, and stock exchange listing of the Company’s 's securities; (d) fees, salaries, and expenses paid to officers and employees of the Company who are not directors, officers or employees of the Advisor, or of any company that controls, is controlled by, or is under common control with the Advisor; (e) expenses directly connected with the origination or purchase of Mortgage Loans and with the acquisition, disposition disposition, and ownership of real estate equity interests or other property (including the costs of foreclosure, insurance, legal, protective, brokerage, maintenance, repair, and property improvement services) and including all compensation, traveling expenses, and other direct costs associated with the Advisor’s 's employees or other personnel engaged in (i) real estate transaction legal services, (ii) internal auditing, (iii) foreclosure and other mortgage finance services, (iv) sale or solicitation for sale of mortgages, (v) engineering and appraisal services, and (vi) transfer agent services; (f) expenses of maintaining and managing real estate equity interests; (g) insurance, as required by the Directors (including Directors’ directors' liability insurance); (h) the expenses of organizing, revising, amending, converting, modifying, or termination terminating the Company; (i) expenses connected with payments of dividends or interest or distributions in cash or any other form made or caused to be made by the Directors to holders of securities of the Company; (j) all expenses connected with communications to holders of securities of the Company and the other bookkeeping and clerical work necessary in maintaining relations with holders of securities, including the cost of printing and mailing certificates for securities and proxy solicitation materials and reports to holders of the Company’s 's securities; (k) the cost of any accounting, statistical, bookkeeping or computer equipment or computer time necessary for maintaining the books and records of the Company and for preparing and filing Federal, State and Local tax returns; (l) transfer agent’s's, registrar’s's, and indenture trustee’s 's fees and charges; (m) legal, accounting, investment banking, and auditing fees and expenses charged by independent parties performing these services not otherwise included in clauses (c) and (e) of this Section 16; (n) expenses incurred by the Advisor, arising from the sales of Company properties, including those expenses related to carrying out foreclosure proceedings; (o) commercially reasonable fees paid to the Advisor for efforts to liquidate mortgages before maturity, such as the solicitation of offers and negotiation of terms of sale; (p) costs and expenses connected with computer services, including, including but not limited to, to employee or other personnel compensation, hardware and software costs, and related development and installation costs associated therewith; (q) costs and expenses associated with risk management (i.e. insurance relating to the Company’s 's assets); (r) loan refinancing compensation; and (s) expenses associated with special services requested by the Directors pursuant to Section 14 hereof.

Appears in 1 contract

Samples: Advisory Agreement (Transcontinental Realty Investors Inc)

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Expenses of the Company. The Except as otherwise expressly provided in this Agreement, the Company shall pay all of its expenses not assumed by the Advisor Manager as set forth in Section 5.1, and, without limiting the generality of the foregoing, it is specifically agreed that the following expenses of the Company shall be paid by the Company and shall not be paid by the advisorManager: (a) the cost of money borrowed money, including the repayment of funds borrowed by the Company, interest thereon and all other costs, fees and expenses in connection with such borrowings; (b) taxes on income taxes, and taxes and assessments on real property, if any, and all other taxes applicable to the CompanyCompany and its investments; (c) travel and other expenses of directors of the Company; (d) legal, auditing, auditing (excluding routine accounting), underwriting, brokerage, listing, registration reporting, registration, and other fees, and printing, and engraving engraving, and other expenses, expenses and taxes incurred in connection with the issuance, distribution, transfer, trading, registration, and stock exchange listing of the Company’s securities; (de) fees, salaries, fees and expenses paid to officers Directors, independent advisors, consultants, managers, local property inspectors and employees other agents employed by or on behalf of the Company who are not directors, officers or employees of the Advisor, or of any company that controls, is controlled by, or is under common control with the AdvisorCompany; (ef) extraordinary, non-routine expenses directly connected with the origination or purchase of Mortgage Loans and with the acquisition, disposition disposition, and ownership of real estate equity interests or other property (including the costs of foreclosureforeclosure and exercise of all other remedies, insuranceinsurance premiums, legallegal services, protective, brokeragebrokerage and sales commissions, maintenance, repair, and property improvement services) and including all compensation, traveling expensesimprovement, and other direct costs associated with the Advisor’s employees or other personnel engaged in (i) real estate transaction legal services, (ii) internal auditing, (iii) foreclosure and other mortgage finance services, (iv) sale or solicitation for sale local management of mortgages, (v) engineering and appraisal services, and (vi) transfer agent services; (f) expenses of maintaining and managing real estate equity interestsany property assumed through foreclosure); (g) insurance, insurance as required by the Directors (including Directors’ liability insurance); (h) the expenses of organizing, revising, amending, converting, modifying, or termination the Company; (i) expenses connected with payments of dividends or interest or distributions in cash or any other form made or caused to be made by the Directors to holders of securities of the Company; (ji) all expenses connected with communications to holders of securities of the Company and the other bookkeeping and clerical work necessary in maintaining relations with holders of securities, including the cost of printing and mailing certificates for securities and proxy solicitation materials and reports to holders of the Company’s securities; (k) the cost of any accounting, statistical, bookkeeping or computer equipment or computer time necessary for maintaining the books and records of the Company and for preparing and filing Federal, State and Local tax returns; (lj) transfer agent’sagents’, registrar’sregistrars’, dividend reinvestment agents’, and indenture trustee’s trustees’ fees and charges; (mk) legal, accounting, investment banking, escrow and auditing fees and other professional expenses charged by independent parties performing these services not otherwise included in clauses (c) and (e) of this Section 16; (n) expenses incurred by the Advisor, arising from the sales of Company properties, including those expenses related to carrying out foreclosure proceedings; (o) commercially reasonable fees paid to the Advisor for efforts to liquidate mortgages before maturity, such as the solicitation of offers and negotiation of terms of sale; (p) costs and expenses connected with computer services, including, but not limited to, employee or other personnel compensation, hardware and software costs, and related development and installation costs associated therewith; (q) costs and expenses associated with risk management (i.e. insurance relating to the Company’s assets); (r) loan refinancing compensation; and (s) expenses associated with special services requested by the Directors pursuant to Section 14 hereof.

Appears in 1 contract

Samples: Reit Management Agreement (Foundation Capital Resources Inc)

Expenses of the Company. The Company shall pay all of its expenses not assumed by the Advisor and, without limiting the generality of the foregoing, it is specifically agreed that the following expenses of the Company shall be paid by the Company and shall not be paid by the advisor:. (a) the cost of money borrowed by the Company; (b) income taxes, taxes and assessments on real property, and all other taxes applicable to the Company; (c) legal, auditing, accounting, underwriting, brokerage, listing, registration and other fees, printing, and engraving and other expenses, and taxes incurred in connection with the issuance, distribution, transfer, registration, and stock exchange listing of the Company’s securities; (d) fees, salaries, and expenses paid to officers and employees of the Company who are not directors, officers or employees of the Advisor, or of any company that controls, is controlled by, or is under common control with the Advisor; (e) expenses directly connected with the origination or purchase of Mortgage Loans and with the acquisition, disposition and ownership of real estate equity interests or other property (including the costs of foreclosure, insurance, legal, protective, brokerage, maintenance, repair, and property improvement services) and including all compensation, traveling expenses, and other direct costs associated with the Advisor’s employees or other personnel engaged in (i) real estate transaction legal services, (ii) internal auditing, (iii) foreclosure and other mortgage finance services, (iv) sale or solicitation for sale of mortgages, (v) engineering and appraisal services, and (vi) transfer agent services; (f) expenses of maintaining and managing real estate equity interests; (g) insurance, as required by the Directors (including Directors’ liability insurance); (h) the expenses of organizing, revising, amending, converting, modifying, or termination the Company; (i) expenses connected with payments of dividends or interest or distributions in cash or any other form made or caused to be made by the Directors to holders of securities of the Company; (j) all expenses connected with communications to holders of securities of the Company and the other bookkeeping and clerical work necessary in maintaining relations with holders of securities, including the cost of printing and mailing certificates for securities and proxy solicitation materials and reports to holders of the Company’s securities; (k) the cost of any accounting, statistical, bookkeeping or computer equipment or computer time necessary for maintaining the books and records of the Company and for preparing and filing Federal, State and Local tax returns; (l) transfer agent’s, registrar’s, and indenture trustee’s fees and charges; (m) legal, accounting, investment banking, and auditing fees and expenses charged by independent parties performing these services not otherwise included in clauses (c) and (e) of this Section 16; (n) expenses incurred by the Advisor, arising from the sales of Company properties, including those expenses related to carrying out foreclosure proceedings; (o) commercially reasonable fees paid to the Advisor for efforts to liquidate mortgages before maturity, such as the solicitation of offers and negotiation of terms of sale; (p) costs and expenses connected with computer services, including, but not limited to, employee or other personnel compensation, hardware and software costs, and related development and installation costs associated therewith; (q) costs and expenses associated with risk management (i.e. insurance relating to the Company’s assets); (r) loan refinancing compensation; and (s) expenses associated with special services requested by the Directors pursuant to Section 14 hereof.

Appears in 1 contract

Samples: Advisory Agreement (Income Opportunity Realty Investors Inc /Tx/)

Expenses of the Company. The Company shall pay all of its expenses not assumed by the Advisor and, without limiting the generality of the foregoing, it is specifically agreed that the following expenses of the Company shall be paid by the Company and shall not be paid by the advisorAdvisor: (a) 15.1 the cost of money borrowed by the Company; (b) 15.2 income taxes, taxes and assessments on real property, and all other taxes applicable to the Company; (c) 15.3 legal, auditing, accounting, underwriting, brokerage, listing, registration and other fees, printing, and engraving and other expenses, and taxes incurred in connection with the issuance, distribution, transfer, registration, and stock exchange listing of the Company’s 's securities; (d) 15.4 fees, salaries, and expenses paid to officers and employees of the Company who are not directors, officers or employees of the Advisor, or of any company that controls, is controlled by, or is under common control with the AdvisorAdvisor or who are not otherwise paid by the Advisor on behalf of the Company; (e) 15.5 expenses directly connected with the origination or purchase of Mortgage Loans and with the acquisition, disposition disposition, and ownership of real estate equity interests or other property (including the costs of foreclosure, insurance, legal, protective, brokerage, maintenance, repair, and property improvement services) and including including, if approved in advance by the Board of Directors, all compensation, traveling expenses, and other direct costs associated with the Advisor’s employees or other personnel third parties engaged in (i) real estate transaction legal services, (ii) internal auditing, and (iii) foreclosure and other mortgage finance services, (iv) sale or solicitation for sale of mortgages, (v) engineering and appraisal services, and (vi) transfer agent servicesif not otherwise covered by the Advisory Fee; (f) expenses of maintaining and managing real estate equity interests; (g) 15.6 insurance, as required by the Directors (including Directors’ directors' liability insurance); (h) 15.7 the out-of-pocket expenses incurred to third parties of organizing, revising, amending, converting, modifying, or termination terminating the Company; (i) 15.8 expenses connected with payments of dividends or interest or distributions in cash or any other form made or caused to be made by the Directors to holders of securities of the Company; (j) all expenses connected with communications to holders of securities of the Company and the other bookkeeping and clerical work necessary in maintaining relations with holders of securities, including the cost of printing and mailing certificates for securities and proxy solicitation materials and reports to holders of the Company’s securities; (k) the cost of any accounting, statistical, bookkeeping or computer equipment or computer time necessary for maintaining the books and records of the Company and for preparing and filing Federal, State and Local tax returns; (l) 15.9 transfer agent’s's, registrar’s's, and indenture trustee’s 's fees and charges; (m) 15.10 legal, accounting, investment banking, and auditing and tax preparation fees and expenses charged by independent parties performing these services not otherwise included in clauses (c) 15.3 and (e) 15.5 of this Section 16Section; (n) 15.11 out-of-pocket expenses paid to third parties and incurred by the Advisor, arising from the sales of Company properties, including those expenses related to carrying out foreclosure proceedings; (o) commercially reasonable fees paid to the Advisor for efforts to liquidate mortgages before maturity, such as the solicitation of offers and negotiation of terms of sale; (p) 15.12 costs and expenses connected with computer enhancements or consulting services, including, including but not limited to, employee or other to outside personnel compensation, hardware and software costs, and related development and installation costs associated therewith; (q) 15.13 costs and expenses associated with risk management (i.e. insurance relating to the Company’s 's assets); (r) 15.14 loan refinancing compensationcompensation paid to third parties (not affiliated with the Advisor); and (s) 15.15 expenses approved in advance associated with special services requested by the Directors pursuant to Section 14 hereof.

Appears in 1 contract

Samples: Property Management and Advisory Agreement (Amerivest Properties Inc)

Expenses of the Company. The Company shall pay all of its expenses not assumed by the Advisor andAdvisor, including without limiting the generality of the foregoinglimitation, it is specifically agreed that the following expenses of the Company shall be paid by the Company and shall not be paid by the advisorexpenses: (a) the cost of money borrowed by the Company; (b) income taxes, taxes and assessments on real property, and all other taxes applicable to the Company; (c) legal, auditing, accounting, underwriting, brokerage, listing, registration and other fees, printing, and engraving and other expenses, and taxes incurred in connection with the issuance, distribution, transfer, registration, and stock exchange listing of the Company’s 's securities;: (d) fees, salaries, and expenses paid to officers officers, and employees of the Company who are not directors, officers or employees of the Advisor, or of any company that controls, is controlled by, or is under common control with the Advisor; (e) expenses directly connected with the origination or purchase of Mortgage Loans and with the acquisition, disposition and ownership of real estate equity interests or other property (including the costs of foreclosure, insurance, legal, protective, brokerage, maintenance, repair, and property improvement services) and including all compensation, traveling expenses, and other direct costs associated with the Advisor’s 's employees or other personnel engaged in (i) real estate transaction legal services, (ii) internal auditing, (iii) foreclosure and other mortgage finance services, (iv) sale or solicitation for sale of mortgages, (v) engineering and appraisal services, and (vi) transfer agent services;. (f) expenses of maintaining and managing real estate equity interests; (g) insurance, as required by the Directors (including Directors' liability insurance); (h) the expenses of organizing, revising, amending, converting, modifying, or termination terminating the Company; (i) expenses connected with payments of dividends or interest or distributions in cash or any other form made or caused to be made by the Directors to holders of securities of the Company; (j) all expenses connected with communications to holders of securities of the Company and the other bookkeeping and clerical work necessary in maintaining relations with holders of securities, including the cost of printing and mailing certificates for securities and proxy solicitation materials and reports to holders of the Company’s 's securities; (k) the cost of any accounting, statistical, bookkeeping or computer equipment or computer time necessary for maintaining the books and records of the Company and for preparing and filing Federal, State and Local tax returns; (l) transfer agent’s's, registrar’s's, and indenture trustee’s 's fees and charges; (m) legal, accounting, investment banking, and auditing fees and expenses charged by independent parties performing these services not otherwise included in clauses (c) and (e) of this Section 16; (n) expenses incurred by the Advisor, arising from the sales of Company properties, including those expenses related to carrying out foreclosure proceedings; (o) commercially reasonable fees paid to the Advisor for efforts to liquidate mortgages before maturity, such as the solicitation of offers and negotiation of terms of sale; (p) costs and expenses connected with computer services, including, including but not limited to, to employee or other personnel compensation, hardware and software costs, and related development and installation costs associated therewith; (q) costs and expenses associated with risk management (i.e. insurance relating to the Company’s 's assets); (r) loan refinancing compensation; and (s) expenses associated with special services requested by the Directors pursuant to Section 14 hereof.

Appears in 1 contract

Samples: Advisory Agreement (Income Opportunity Realty Investors Inc /Tx/)

Expenses of the Company. The Company shall pay all of its expenses not ----------------------- assumed by the Advisor and, without limiting the generality of the foregoing, it is specifically agreed that the following expenses of the Company shall be paid by the Company and shall not be paid by the advisorAdvisor: (a) 15.1 the cost of money borrowed by the Company; (b) 15.2 income taxes, taxes and assessments on real property, and all other taxes applicable to the Company; (c) 15.3 legal, auditing, accounting, underwriting, brokerage, listing, registration and other fees, printing, and engraving and other expenses, and taxes incurred in connection with the issuance, distribution, transfer, registration, and stock exchange listing of the Company’s 's securities; (d) 15.4 fees, salaries, and expenses paid to officers and employees of the Company who are not directors, officers or employees of the Advisor, or of any company that controls, is controlled by, or is under common control with the AdvisorAdvisor or who are not otherwise paid by the Advisor on behalf of the Company; (e) 15.5 expenses directly connected with the origination or purchase of Mortgage Loans and with the acquisition, disposition disposition, and ownership of real estate equity interests or other property (including the costs of foreclosure, insurance, legal, protective, brokerage, maintenance, repair, and property improvement services) and including including, if approved in advance by the Board of Directors, all compensation, traveling expenses, and other direct costs associated with the Advisor’s employees or other personnel third parties engaged in (i) real estate transaction legal services, (ii) internal auditing, and (iii) foreclosure and other mortgage finance services, (iv) sale or solicitation for sale of mortgages, (v) engineering and appraisal services, and (vi) transfer agent servicesif not otherwise covered by the Advisory Fee; (f) expenses of maintaining and managing real estate equity interests; (g) 15.6 insurance, as required by the Directors (including Directors’ directors' liability insurance); (h) 15.7 the out-of-pocket expenses incurred to third parties of organizing, revising, amending, converting, modifying, or termination terminating the Company; (i) 15.8 expenses connected with payments of dividends or interest or distributions in cash or any other form made or caused to be made by the Directors to holders of securities of the Company; (j) all expenses connected with communications to holders of securities of the Company and the other bookkeeping and clerical work necessary in maintaining relations with holders of securities, including the cost of printing and mailing certificates for securities and proxy solicitation materials and reports to holders of the Company’s securities; (k) the cost of any accounting, statistical, bookkeeping or computer equipment or computer time necessary for maintaining the books and records of the Company and for preparing and filing Federal, State and Local tax returns; (l) 15.9 transfer agent’s's, registrar’s's, and indenture trustee’s 's fees and charges; (m) 15.10 legal, accounting, investment banking, and auditing and tax preparation fees and expenses charged by independent parties performing these services not otherwise included in clauses (c) 15.3 and (e) 15.5 of this Section 16Section; (n) 15.11 out-of-pocket expenses paid to third parties and incurred by the Advisor, arising from the sales of Company properties, including those expenses related to carrying out foreclosure proceedings; (o) commercially reasonable fees paid to the Advisor for efforts to liquidate mortgages before maturity, such as the solicitation of offers and negotiation of terms of sale; (p) 15.12 costs and expenses connected with computer enhancements or consulting services, including, including but not limited to, employee or other to outside personnel compensation, hardware and software costs, and related development and installation costs associated therewith; (q) 15.13 costs and expenses associated with risk management (i.e. insurance relating to the Company’s 's assets); (r) 15.14 loan refinancing compensationcompensation paid to third parties (not affiliated with the Advisor); and (s) 15.15 expenses approved in advance associated with special services requested by the Directors pursuant to Section 14 hereof.

Appears in 1 contract

Samples: Property Management and Advisory Agreement (Amerivest Properties Inc)

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