A direct or indirect investment in the BorrowerBorrowerPerson who is the obligor per the Note. , for which the organizational documents provide that equity investor with:

• an asset management fee or other fee before dividends, distributions, payments, or returns are paid to the investors; or
• preferred or unequal rights to receive dividends, distributions, payments, or returns relative to other equity owners, but excluding:
  • an equity investment made solely for the allocation of LIHTCsLIHTCsFederal program offering tax credits to owners of eligible properties that contain low-income occupants and rent restrictions. ; or
  • preferred dividends, distributions, payments, or returns paid to:
    • a REIT Equity Investor from Excess Net Cash FlowExcess Net Cash FlowFor any specified period, the Net Cash Flow remaining after subtracting, in order of priority: first, all amounts due and owing on the Mortgage Loan, including: principal and interest; and any other funding obligations per the Loan Documents;  second, any payments due on any…; or
    • an equity investor in the form of
      • payments or a promote return after pari passu payments are made to all equity investors based on a specified minimum internal rate of return or return threshold; or
      • repayment of a protective advance to pay debt service or other amounts due under the Loan DocumentsLoan DocumentsAll Fannie Mae-approved documents evidencing, securing, or guaranteeing the Mortgage Loan. , or any other amounts reasonably required for the operation and maintenance of the PropertyPropertyMultifamily residential real estate securing the Mortgage Loan, including the fee simple or Leasehold interest, Improvements, and personal property (per the Uniform Commercial Code). .