THE ADVISOR, EXCEPT TO THE EXTENT THOSE EXPENSES MAY RELATE SOLELY
TO AN OFFICE MAINTAINED BY THE COMPANY SEPARATE FROM THE OFFICE OF THE ADVISOR,
IF ANY; AND
(D)
MISCELLANEOUS ADMINISTRATIVE EXPENSES INCURRED IN SUPERVISING,
MONITORING AND INSPECTING REAL PROPERTY AND OTHER INVESTMENTS OF THE COMPANY OR
RELATING TO PERFORMANCE BY THE ADVISOR OF ITS OBLIGATIONS HEREUNDER.
12.
EXPENSES OF THE COMPANY. EXCEPT AS EXPRESSLY OTHERWISE PROVIDED IN
THIS AGREEMENT, THE COMPANY SHALL PAY ALL ITS EXPENSES NOT PAYABLE 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 BORROWED MONEY;
(B)
TAXES ON INCOME AND TAXES AND ASSESSMENTS ON REAL PROPERTY, IF
ANY, AND ALL OTHER TAXES APPLICABLE TO THE COMPANY;
(C)
LEGAL, AUDITING, ACCOUNTING, UNDERWRITING, BROKERAGE, LISTING,
REPORTING,
REGISTRATION AND OTHER FEES, AND PRINTING, ENGRAVING AND OTHER
EXPENSES AND TAXES INCURRED IN CONNECTION WITH THE ISSUANCE, DISTRIBUTION,
TRANSFER, TRADING, REGISTRATION AND STOCK EXCHANGE LISTING OF THE COMPANY'S
SECURITIES, INCLUDING TRANSFER AGENT'S, REGISTRAR'S AND INDENTURE TRUSTEE'S FEES
AND CHARGES;
7
(D)
EXPENSES OF ORGANIZING, RESTRUCTURING, REORGANIZING OR TERMINATING
THE COMPANY, OR OF REVISING, AMENDING, CONVERTING OR MODIFYING THE COMPANY'S
ORGANIZATIONAL DOCUMENTS;
(E)
FEES AND TRAVEL AND OTHER EXPENSES PAID TO TRUSTEES AND OFFICERS
OF THE COMPANY IN THEIR CAPACITIES AS SUCH (BUT NOT IN THEIR CAPACITIES AS
OFFICERS OR EMPLOYEES OF THE ADVISOR) AND FEES AND TRAVEL AND OTHER EXPENSES
PAID TO ADVISORS, CONTRACTORS, MORTGAGE SERVICERS, CONSULTANTS, AND OTHER AGENTS
AND INDEPENDENT CONTRACTORS EMPLOYED BY OR ON BEHALF OF THE COMPANY;
(F)
EXPENSES DIRECTLY CONNECTED WITH THE ACQUISITION, DISPOSITION OR
OWNERSHIP OF REAL ESTATE INTERESTS OR OTHER PROPERTY (INCLUDING THE COSTS OF
FORECLOSURE,
INSURANCE PREMIUMS,
LEGAL SERVICES, BROKERAGE AND SALES
COMMISSIONS,
MAINTENANCE,
REPAIR, IMPROVEMENT AND LOCAL MANAGEMENT OF
PROPERTY), OTHER THAN EXPENSES WITH RESPECT THERETO OF EMPLOYEES OF THE ADVISOR,
TO THE EXTENT THAT THOSE EXPENSES ARE TO BE BORNE BY THE ADVISOR PURSUANT TO
SECTION 11 ABOVE;
(G)
ALL INSURANCE COSTS INCURRED IN CONNECTION WITH THE COMPANY
(INCLUDING OFFICER AND TRUSTEE LIABILITY INSURANCE) OR IN CONNECTION WITH ANY
OFFICER AND TRUSTEE INDEMNITY AGREEMENT TO WHICH THE COMPANY IS A PARTY;
(H)
EXPENSES CONNECTED WITH PAYMENTS OF DIVIDENDS OR INTEREST OR
CONTRIBUTIONS IN CASH OR ANY OTHER FORM MADE OR CAUSED TO BE MADE BY THE
TRUSTEES TO HOLDERS OF SECURITIES OF THE COMPANY;
(I)
ALL EXPENSES CONNECTED WITH COMMUNICATIONS TO HOLDERS OF
SECURITIES OF THE COMPANY AND OTHER BOOKKEEPING AND CLERICAL WORK NECESSARY TO
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;
(J)
LEGAL, ACCOUNTING AND AUDITING FEES AND EXPENSES; AND
(K)
EXPENSES RELATING TO ANY OFFICE OR OFFICE FACILITIES MAINTAINED BY
THE COMPANY SEPARATE FROM THE OFFICE OF THE ADVISOR.
13.
LIMITS OF ADVISOR RESPONSIBILITY. THE ADVISOR ASSUMES NO
RESPONSIBILITY OTHER THAN TO RENDER THE SERVICES