Preferred Securities Uses in Agreed Tax Treatment of Trust and Trust Securities Clause

Agreed Tax Treatment of Trust and Trust Securities from Amended and Restated Trust Agreement

This Amended And Restated Trust Agreement, dated as of March 20, 2007, among (i) Crystal River Capital, Inc., a Maryland corporation (including any successors or permitted assigns, the Depositor), (ii) The Bank of New York Trust Company, National Association, a national banking association, as property trustee (in such capacity, the Property Trustee), (iii) The Bank of New York (Delaware), a Delaware banking corporation, as Delaware trustee (in such capacity, the Delaware Trustee), (iv) Clifford E. Lai, an individual, and Jonathan C. Tyras, an individual, each of whose address is c/o Crystal River Capital, Inc., Three World Financial Center, 200 Vesey Street, 10th Floor, New York, New York 10281, as administrative trustees (in such capacities, each an Administrative Trustee and, collectively, the Administrative Trustees and, together with the Property Trustee and the Delaware Trustee, the Trustees) and (v) the several Holders, as hereinafter defined.

Agreed Tax Treatment of Trust and Trust Securities. The parties hereto and, by its acceptance or acquisition of a Trust Security or a beneficial interest therein, the Holder of, and any Person that acquires a beneficial interest in, such Trust Security intend and agree, unless otherwise required by law, to treat the Trust as a grantor trust for United States federal, state and local tax purposes, and to treat the Trust Securities (including all payments and proceeds with respect to such Trust Securities) as undivided beneficial ownership interests in the Trust Property (and payments and proceeds therefrom, respectively) for United States federal, state and local tax purposes and to treat the Notes as indebtedness of the Depositor for United States federal, state and local tax purposes. The provisions of this Trust Agreement shall be interpreted to further this intention and agreement of the parties.

Agreed Tax Treatment of Trust and Trust Securities from Amended and Restated Trust Agreement

THIS AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 29, 2007, among (i) Capital Trust, Inc., a Maryland corporation (including any successors or permitted assigns, the Depositor), (ii) The Bank of New York Trust Company, National Association, a national banking association, as property trustee (in such capacity, the Property Trustee), (iii) The Bank of New York (Delaware), a Delaware banking corporation, as Delaware trustee (in such capacity, the Delaware Trustee), (iv) John R. Klopp, an individual, Stephen D. Plavin, an individual and Geoffrey G. Jervis, an individual, each of whose address is c/o Capital Trust, Inc., 410 Park Avenue, 14th Floor, New York, New York 10022, as administrative trustees (in such capacities, each an Administrative Trustee and, collectively, the Administrative Trustees and, together with the Property Trustee and the Delaware Trustee, the Trustees) and (v) the several Holders, as hereinafter defined.

Agreed Tax Treatment of Trust and Trust Securities. The parties hereto and, by its acceptance or acquisition of a Trust Security or a beneficial interest therein, the Holder of, and any Person that acquires a beneficial interest in, such Trust Security intend and agree, unless otherwise required by law, to treat the Trust as a grantor trust for United States federal, state and local tax purposes, and to treat the Trust Securities (including all payments and proceeds with respect to such Trust Securities) as undivided beneficial ownership interests in the Trust Property (and payments and proceeds therefrom, respectively) for United States federal, state and local tax purposes and to treat the Notes as indebtedness of the Depositor for United States federal, state and local tax purposes. The provisions of this Trust Agreement shall be interpreted to further this intention and agreement of the parties.

Agreed Tax Treatment of Trust and Trust Securities from Amended and Restated Trust Agreement

This AMENDED AND RESTATED TRUST AGREEMENT, dated as of September 13, 2006 (as further defined in Section 1.1, this Trust Agreement), among (i) New Century Financial Corporation, a Maryland corporation (including any successors or permitted assigns, the Depositor), (ii) Wells Fargo Bank, N.A., a national banking association, as property trustee (in such capacity, the Property Trustee), (iii) Wells Fargo Delaware Trust Company, a Delaware corporation, as Delaware trustee (in such capacity, the Delaware Trustee), and (iv) Brad A. Morrice, an individual, and Patti M. Dodge, an individual, each of whose address is c/o New Century Financial Corporation, 18400 Von Karman, Suite 1000, Irvine, California 92612, as administrative trustees (in such capacities, each an Administrative Trustee and, collectively, the Administrative Trustees and, together with the Property Trustee and the Delaware Trustee, the Trustees).

Agreed Tax Treatment of Trust and Trust Securities. The parties hereto and, by its acceptance or acquisition of a Trust Security or a beneficial interest therein, the Holder of, and any Person that acquires a beneficial interest in, such Trust Security intend and agree to treat the Trust as a grantor trust for United States federal, state and local tax purposes, to treat the Trust Securities (including all payments and proceeds with respect to such Trust Securities) as undivided beneficial ownership interests in the Trust Property and not as equity in the Trust (and payments and proceeds therefrom, respectively) for United States federal, state and local tax purposes, and to treat the Notes as indebtedness of the Depositor for United States federal, state and local tax purposes. The provisions of this Trust Agreement shall be interpreted to further this intention and agreement of the parties.

Agreed Tax Treatment of Trust and Trust Securities from Amended and Restated Trust Agreement

THIS AMENDED AND RESTATED TRUST AGREEMENT, dated as of June 15, 2006, among (i) Beazer Homes USA, Inc., a Delaware corporation (including any successors or permitted assigns, the Depositor), (ii) JPMorgan Chase Bank, National Association, a national banking association, as property trustee (in such capacity, the Property Trustee), (iii) Chase Bank USA, National Association, a national banking association, as Delaware trustee (in such capacity, the Delaware Trustee), (iv) James OLeary, an individual, Kenneth J. Gary, an individual and Cory J. Boydston, an individual, each of whose address is c/o Beazer Homes USA, Inc., 1000 Abernathy Road, Suite 1200, Atlanta, GA 30328, as administrative trustees (in such capacities, each an Administrative Trustee and, collectively, the Administrative Trustees and, together with the Property Trustee and the Delaware Trustee, the Trustees) and (v) the several Holders, as hereinafter defined.

Agreed Tax Treatment of Trust and Trust Securities. The parties hereto and, by its acceptance or acquisition of a Trust Security or a beneficial interest therein, the Holder of, and any Person that acquires a beneficial interest in, such Trust Security intend and agree to treat the Trust as a grantor trust for United States federal, state and local tax purposes, and to treat the Trust Securities (including all payments and proceeds with respect to such Trust Securities) as undivided beneficial ownership interests in the Trust Property (and payments and proceeds therefrom, respectively) for United States federal, state and local tax purposes and to treat the Notes as indebtedness of the Depositor for United States federal, state and local tax purposes. The provisions of this Trust Agreement shall be interpreted to further this intention and agreement of the parties.

Agreed Tax Treatment of Trust and Trust Securities from Amended and Restated Trust Agreement

This AMENDED AND RESTATED TRUST AGREEMENT, dated as of February 22, 2006, (this Trust Agreement), among (i) CapitalSource Finance LLC, a Delaware limited liability company (including any successors or permitted assigns, the Depositor), (ii) CapitalSource Inc., a Delaware corporation (including any successors or permitted assigns, the Guarantor), (iii) JPMorgan Chase Bank, National Association, a national banking association, as property trustee (in such capacity, the Property Trustee), (iv) Chase Bank USA, National Association, a national banking association, as Delaware trustee (in such capacity, the Delaware Trustee), (v) Thomas A. Fink, an individual, Steven A. Muscles, an individual, and Bryan D. Smith, an individual, each of whose address is c/o CapitalSource Finance LLC, 4445 Willard Avenue, 12th Floor, Chevy Chase, Maryland 20815, as administrative trustees (in such capacities, each an Administrative Trustee and, collectively, the Administrative Trustees and, together with the P

Agreed Tax Treatment of Trust and Trust Securities. The parties hereto and, by its acceptance or acquisition of a Trust Security or a beneficial interest therein, the Holder of, and any Person that acquires a beneficial interest in, such Trust Security intend and agree to treat the Trust as a grantor trust for United States federal, state and local tax purposes, and to treat the Trust Securities (including all payments and proceeds with respect to such Trust Securities) as undivided beneficial ownership interests in the Trust Property (and payments and proceeds therefrom, respectively) for United States federal, state and local tax purposes and to treat the Notes as indebtedness of the Depositor for United States federal, state and local tax purposes. The provisions of this Trust Agreement shall be interpreted to further this intention and agreement of the parties.

Agreed Tax Treatment of Trust and Trust Securities from Amended and Restated Trust Agreement

THIS AMENDED AND RESTATED TRUST AGREEMENT, dated as of September 14, 2005, among (i) iStar Financial Inc., a Maryland corporation (including any successors or permitted assigns, the Depositor), (ii) JPMorgan Chase Bank, National Association, as property trustee (in such capacity, the Property Trustee), (iii) Chase Bank USA, National Association, a national banking association, as Delaware trustee (in such capacity, the Delaware Trustee), (iv) Catherine D. Rice, an individual, and Andrew C. Richardson, an individual, each of whose address is c/o 1114 Avenue of the Americas, 27th Floor, New York, NY 10036 as administrative trustees (in such capacities, each an Administrative Trustee and, collectively, the Administrative Trustees and, together with the Property Trustee and the Delaware Trustee, the Trustees) and (v) the several Holders, as hereinafter defined.

Agreed Tax Treatment of Trust and Trust Securities. The parties hereto and, by its acceptance or acquisition of a Trust Security or a beneficial interest therein, the Holder of, and any Person that acquires a beneficial interest in, such Trust Security intend and agree to treat the Trust as a grantor trust for United States federal, state and local tax purposes, and to treat the Trust Securities (including all payments and proceeds with respect to such Trust Securities) as undivided beneficial ownership interests in the Trust Property (and payments and proceeds therefrom, respectively) for United States federal, state and local tax purposes and to treat the Notes as indebtedness of the Depositor for United States federal, state and local tax purposes. The provisions of this Trust Agreement shall be interpreted to further this intention and agreement of the parties set forth in this Section 10.2.

Agreed Tax Treatment of Trust and Trust Securities from Amended and Restated Trust Agreement

THIS SECOND AMENDED AND RESTATED TRUST AGREEMENT, dated as of September 16, 2005, (as amended and restated, the Trust Agreement), among (i) Impac Mortgage Holdings, Inc., a Maryland corporation (including any successors or permitted assigns, the Depositor), (ii) JPMorgan Chase Bank, National Association, a national banking association, as property trustee (in such capacity, the Property Trustee), (iii) Chase Bank USA, National Association, a national banking association, as Delaware trustee (in such capacity, the Delaware Trustee), (iv) Richard J. Johnson, an individual, William S. Ashmore, an individual and Ronald M. Morrison, an individual, each of whose address is c/o Impac Mortgage Holdings, Inc. 1401 Dove Street, Newport Beach, CA 92660, as administrative trustees (in such capacities, each an Administrative Trustee and, collectively, the Administrative Trustees and, together with the Property Trustee and the Delaware Trustee, the Trustees) and (v) the several Holders, as hereinaft

Agreed Tax Treatment of Trust and Trust Securities. The parties hereto and, by its acceptance or acquisition of a Trust Security or a beneficial interest therein, the Holder of, and any Person that acquires a beneficial interest in, such Trust Security intend and agree to treat the Trust as a grantor trust for United States federal, state and local tax purposes, and to treat the Trust Securities (including all payments and proceeds with respect to such Trust Securities) as undivided beneficial ownership interests in the Trust Property (and payments and proceeds therefrom, respectively) for United States federal, state and local tax purposes and to treat the Notes as indebtedness of the Depositor for United States federal, state and local tax purposes. The provisions of this Trust Agreement shall be interpreted to further this intention and agreement of the parties.