Common use of Other Activities of the Manager Clause in Contracts

Other Activities of the Manager. Nothing in this Agreement shall (i) prevent the Manager or its Affiliates, officers, directors or employees, from engaging in other businesses or from rendering services of any kind to any other person or entity, including, without limitation, investing in, or rendering advisory service to others investing in, any type of mortgage assets or other real estate investments (including, without limitation, investments that meet the principal investment objectives of the REIT), whether or not the investment objectives or policies of any such other person or entity are similar to those of the REIT, or (ii) in any way bind or restrict the Manager or its Affiliates, officers, directors or employees from buying, selling or trading any securities or commodities for their own accounts or for the account of others for whom the Manager or its Affiliates, officers, directors or employees may be acting. The REIT acknowledges that the Manager will base allocation decisions on the procedures the Manager and the REIT reasonably and in good faith consider fair and equitable, including, without limitation, such considerations as investment objectives, restrictions and time horizon, availability of cash and the amount of existing holdings. While information and recommendations supplied to the REIT shall, in the Manager’s reasonable and good faith judgment, be appropriate under the circumstances and in light of the investment objectives and policies of the REIT, they may be different from the information and recommendations supplied by the Manager or any Affiliate of the Manager to other investment companies, funds and advisory accounts. The REIT shall be entitled to equitable treatment under the circumstances in receiving information, recommendations and any other services. However, the REIT recognizes that it is not entitled to receive preferential treatment as compared with the treatment given by the Manager or any Affiliate of the Manager to any investment company, fund or advisory account other than any fund or advisory account which contains only funds invested by the Manager (and not of any of its clients or customers) or its officers and directors.

Other Activities of the Manager. Nothing Except as provided in the last sentence of this Section 3.1, nothing in this Agreement shall (i) prevent the Manager or its Affiliates, officers, directors or employees, from engaging in other businesses or from rendering services of any kind to any other person or entity, including, without limitation, investing in, or rendering advisory service to others investing in, any type of mortgage assets or other real estate investments (including, without limitation, investments that meet the principal investment objectives of the REITCompany), whether or not the investment objectives or policies of any such other person or entity are similar to those of the REITCompany, or (ii) in any way bind or restrict the Manager or its Affiliates, officers, directors or employees from buying, selling or trading any securities or commodities for their own accounts or for the account of others for whom the Manager or its Affiliates, officers, directors or employees may be acting. The REIT Company acknowledges that the Manager will base allocation decisions on the procedures the Manager and the REIT Company reasonably and in good faith consider fair and equitable, including, without limitation, such considerations as investment objectives, restrictions and time horizon, availability of cash and the amount of existing holdings. While information and recommendations supplied to the REIT Company shall, in the Manager’s reasonable and good faith judgment, be appropriate under the circumstances and in light of the investment objectives and policies of the REITCompany, they may be different from the information and recommendations supplied by the Manager or any Affiliate of the Manager to other investment companies, funds and advisory accounts. The REIT Company shall be entitled to equitable treatment under the circumstances in receiving information, recommendations and any other services. However, however, the REIT Company recognizes that it is not entitled to receive preferential treatment as compared with the treatment given by the Manager or any Affiliate of the Manager to any investment company, fund or advisory account other than any fund or advisory account which contains only funds invested by the Manager (and not of any of its clients or customers) or its officers and directors. For so long as both (i) the Manager is a manager of the Company pursuant to this Agreement and (ii) neither the Company nor any of its subsidiaries (which shall include, without limitation, any special purpose vehicle established to conduct a securitization of assets of the Company or its other subsidiaries if a majority of the securities held by such vehicle are high quality, residential mortgage backed securities and the Company or any Affiliate thereof holds a majority of the outstanding equity securities of such vehicle) has engaged an Other Manager to manage high quality, residential mortgage backed securities on behalf of the Company or any subsidiary thereof (or otherwise engaged in activities not engaged in by the Company or any subsidiary as of the Effective Date that are directly competitive with the Manager’s activities as of the Effective Date), the Manager shall not sponsor any other residential mortgage REIT that invests primarily in high quality, residential mortgage backed securities (unless otherwise approved in writing by the Board of Directors in its sole discretion).