Common use of Fees Payable to the Sub-Advisor Clause in Contracts

Fees Payable to the Sub-Advisor. The Company shall pay the Sub-Advisor 50% of the (A) Acquisition Fees; (B) Asset Management Fees; and (C) Disposition Fees that are otherwise payable by the Company under the Advisory Agreement. The Advisor and the NSAM Sub-Advisor direct and agree to the foregoing payments to be paid by the Company to the Sub-Advisor and the Sub-Advisor accepts and agrees such payments by the Company are its full entitlement to remuneration for the services to be provided by it hereunder whether directly to the Company or the NSAM Sub-Advisor. Notwithstanding the foregoing, if RXR or NRF fails to deliver the Deficit Amount as required under and defined in a Distribution Support Agreement entered into between NRF, RXR and the Company, the Company shall pay to NRF or RXR, as the case may be, fees otherwise due to the Sub-Advisor hereunder until such time as NRF or RXR shall have been repaid any outstanding Deficit Amount.