AG Mortgage Investment Trust

The Manager may enter into agreements with its own affiliates for property management, asset management, and other services on behalf of the Company, subject only to arm's-length terms and Independent Director approval, creating ongoing related-party transaction risk.

“The Manager may enter into agreements with other parties, including its Affiliates, for the purpose of engaging one or more parties for and on behalf of the Company...any such agreements entered into with Affiliates of the Manager shall be on terms no more favorable to such Affiliates than would be obtained from a third party”

Angelo, Gordon & Co., L.P. manages multiple clients with similar investment strategies and allocates investment opportunities among them, which may result in the Company receiving less favorable allocations than it would otherwise obtain.

“Angelo, Gordon & Co., L.P. may have clients with similar investment strategies. As a result, if an investment opportunity would be appropriate for more than one client, Angelo, Gordon may be required to choose among those clients in allocating such opportunity”