For the Services to be rendered by Advisors hereunder, Advisors shall receive an annual fee (the “Management Fee”) equal to ​ to be split equally among the Advisors. The Company shall pay the Management Fee in quarterly installments, in advance, equal to ​. Within ten (10) days of the date hereof, the Company shall pay Advisors an amount representing the pro rata portion of the Management Fee for the quarter ending ​.

“Business Management Fee” means the fee payable to the Business Manager under [Section 7(a)] hereof.

“Management Fee” means an annual amount equal to, for any fiscal year, the sum of the Quarterly Fee Amounts for such fiscal year plus the Additional Fee Amount with respect to such fiscal year. The Management Fee may be increased or decreased from time to time by an agreed upon amount resulting from the amendment of the scope of the Services pursuant to [Section 11.1] hereof;

o The management fee shall be increased by ​ per month, payable in cash, for a 12-month period upon the earlier of # the Company’s election to increase the management fee, or # the 6th full month following the effective date.

As of the Effective Date and through the Termination Date, the Base Management Fee will be calculated at an annual rate of 1.375% (the “Reduced Base Management Fee”). The Reduced Base Management Fee will be payable quarterly in arrears, and will be calculated based on a percentage of the average outstanding assets of the Company (which equals the gross value of equity and debt instruments, including investments made utilizing leverage), excluding cash assets, during such fiscal quarter. Base Management Fees for any partial quarter will be appropriately pro-rated.

“Asset Management Fee” has the meaning set forth in [Section 8.02].

“Management Fee” shall have the meaning set forth in [Section 10(a)].

#​ (“​”)

In the ​ Waiver Letter, FCM agreed to waive a portion of the Base Management Fee that has been accrued pursuant to the IMA prior to the date of the ​ Waiver Letter and remains unpaid by the Company as of the date of the ​ Waiver Letter (the “Pre-​ Accrued Base Management Fee”). The portion of the Pre-​ Accrued Base Management Fee that FCM agreed to waive pursuant to the ​ Waiver Letter (“​ Partial Waiver Amount”) is ​, approximately 27% of the Pre-​ Accrued Base Management Fee owed to FCM as of the date of the ​ Waiver Letter. The ​ Waiver Letter also provided certain recoupment provisions.

Asset Management Fees. The Company shall pay the Advisor or its Affiliates as compensation for the services described in [Section 3.03] hereof a monthly fee (the “Asset Management Fee”) in an amount equal to one-twelfth of 1.25% of the sum of the Cost of Investments (or in the case of Loans, the principal amount), less any principal repaid by borrowers on Loans or other debt-related investments (or the Company’s proportionate share thereof in the case of an Investment made through a Joint Venture), as of the end of each month; provided that, if the Board determines an estimated net asset value per share, with respect to the Investments included in the Board’s determination, the Asset Management Fee will be equal to one-twelfth of 1.25% of the most recently determined value of such Investment, as of the end of each month. For purposes of calculating the Asset Management Fee, the Cost of Investments for each Investment shall be prorated for the number of days during the applicable month that the Company owns such Investment. The Advisor shall submit a monthly invoice to the Company, accompanied by a computation of the Asset Management Fee for the applicable month. The Asset Management Fee shall generally be payable on the last day of the month that immediately follows the month in which such Asset Management Fee was earned, or the first business day following the last day of such month. However, payment of the Asset Management Fee may be deferred or waived, in whole or in part (or received in Shares) as to any transaction in the sole discretion of the Advisor. Any such deferred or waived Asset Management Fees shall be paid to the Advisor or its Affiliates without interest at such subsequent date as the Advisor shall request.