Annaly Management Agreement

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The internalization agreement contains various assurances, guarantees and assurances, including that (i) prior to the conclusion, the manager will manage the normal activities of the manager (it is presumed that the manager will continue to manage the activities of the company in accordance with the previous practices provided for in the management agreement), (ii) before the conclusion, the company does not have the right to do so: With respect to proposals for external management services for the Company, (iii) any new Chief Executive Officer („CEO”) who does not currently hold any position within the Company that has been hired prior to closing is recruited and compensated by the Company and (iv) the Parties will make reasonable efforts to fulfill the Closing Conditions. .

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