Common use of Acquisition Fee Clause in Contracts

Acquisition Fee. Subject to Section 10(b), the Company shall pay an Acquisition Fee to the Advisor or its Affiliates as compensation for services rendered in connection with the investigation, selection, acquisition and origination (by purchase, investment or exchange) of Investments. If the Advisor is terminated without cause pursuant to Section 17(a), the Advisor or its Affiliates shall be entitled to an Acquisition Fee for any Investments acquired after the Termination Date for which a contract to acquire any such Investment had been entered into at or prior to the Termination Date. The total Acquisition Fee payable to the Advisor or its Affiliates shall equal one percent (1.0%) of the Contract Purchase Price for any Investment acquired. The Contract Purchase Price allocable for an Investment held through a Joint Venture shall equal the product of (i) the Contract Purchase Price of the Investment and (ii) the direct or indirect ownership percentage in the Joint Venture held directly or indirectly by the Company or the Operating Partnership. For purposes of this Section 10(a), “ownership percentage” shall be the percentage of capital stock, membership interests, partnership interests or other equity interests held by the Company or the Operating Partnership, without regard to classification of such equity interests. The Company shall pay the Advisor or its Affiliates the Acquisition Fee promptly upon the closing of the Investment; provided, however, that such Acquisition Fee shall be paid to an Affiliate of the Advisor that is registered as a FINRA member broker-dealer if applicable laws or regulations prohibit such payment to be made to a person that is not a FINRA member broker-dealer. In addition, if during the period ending two years after the close of the initial Offering, the Company sells an Investment and then reinvests in other Investments, the Company will pay to the Advisor or its Affiliates one percent (1.0%) of the Contract Purchase Price for the other Investments.

Acquisition Fee. Subject to Section 10(b), the The Company shall pay an Acquisition Fee to the Advisor or and its Affiliates as compensation for services rendered the review and evaluation of potential investments in connection with the investigation, selection, acquisition and origination (by purchase, investment or exchange) of InvestmentsAssets. If the Advisor is terminated without cause Cause pursuant to Section 17(a)17, the Advisor or its Affiliates shall be entitled to an Acquisition Fee for any Investments Asset acquired after the Termination Date for which a contract to acquire any such Investment Asset had been entered into at or prior to the Termination Date. The total Acquisition Fee payable to the Advisor or its Affiliates shall equal one percent (1.0%) of the Contract Purchase Price for any Investment of each Asset acquired. The Contract Purchase Price purchase price allocable for an Investment Asset held through a Joint Venture shall equal the product of (i) the Contract Purchase Price of the Investment Asset and (ii) the direct or indirect ownership percentage in the Joint Venture held directly or indirectly by the Company or the Operating Partnership. For purposes of this Section 10(a)section, “ownership percentage” shall be the percentage of capital stock, membership interests, partnership interests or other equity interests held by the Company or the Operating Partnership, without regard to classification of such equity interests. The Company shall pay to the Advisor or its Affiliates the Acquisition Fee promptly upon the closing of the Investment; provided, however, that such Acquisition Fee shall be paid to an Affiliate purchase of the Advisor that is registered as a FINRA member broker-dealer if applicable laws or regulations prohibit such payment to be made to a person that is not a FINRA member broker-dealerAsset. In addition, if during the period ending two years after the close of the initial Offering, the Company sells an Investment Asset and then reinvests in other InvestmentsAssets, the Company will pay to the Advisor or its Affiliates one percent (1.0%) of the Contract Purchase Price for Price. Notwithstanding the other Investmentsabove, the Company shall not agree to pay, and the Advisor and its affiliates shall have no right to, any Acquisition Fees associated with the review and evaluation of investments in Assets which are completed after the Fee Termination Date; provided that the Company shall pay, and the Advisor and its affiliates shall be entitled to an Acquisition Fee with respect to the review and evaluation of potential investments in Assets that are completed after the Fee Termination Date and which were either under negotiation, under contract, or were the subject of a signed letter of intent (regardless of whether the letter was binding) on a date prior to the Fee Termination Date.

Acquisition Fee. Subject to Section 10(b), the Company shall pay an Acquisition Fee to the Advisor or its Affiliates as compensation for services rendered in connection with the investigation, selection, selection and acquisition and origination (by purchase, investment or exchange) of Investments. If the Advisor is terminated without cause Cause pursuant to Section 17(a), the Advisor or its Affiliates shall be entitled to an Acquisition Fee for any Investments acquired after the Termination Date for which a contract to acquire any such Investment had been entered into at or prior to the Termination Date. The total Acquisition Fee payable to the Advisor or its Affiliates shall equal one percent (1.0%) of the reimbursement of acquisition expenses. The purchase price of the Real Estate Assets shall equal the amount Contract Purchase Price for any Investment acquiredof each Investment. The Contract Purchase Price purchase price allocable for an Investment held through a Joint Venture shall equal the product of (i) the Contract Purchase Price of the Investment and (ii) the direct or indirect ownership percentage in the Joint Venture held directly or indirectly by the Company or the Operating Partnership. For purposes of this Section 10(a), “ownership percentage” shall be the percentage of capital stock, membership interests, partnership interests or other equity interests held by the Company or the Operating Partnership, without regard to classification of such equity interests. The Company shall pay to the Advisor or its Affiliates the Acquisition Fee promptly upon the closing of the Investment; provided, however, that such Acquisition Fee Investment and shall be paid to an Affiliate of cover services rendered by the Advisor that is registered or its Affiliates until such time as a FINRA member broker-dealer if applicable laws or regulations prohibit letter of intent to purchase such payment Investment has been submitted to be made the seller by the Advisor and the Advisor has presented a detailed investment memorandum to a person that is not a FINRA member broker-dealerthe Board of Directors for approval. In addition, if during the period ending two years after the close of the initial Offering, the Company sells an Investment and then reinvests in other Investments, the Company will pay to the Advisor or its Affiliates one percent (1.0%) of the Contract Purchase Price for of the other Investments.

Acquisition Fee. Subject to Section 10(e) and Section 10(b), the Company shall pay an Acquisition Fee to the Advisor or its Affiliates as compensation for services rendered in connection with the investigation, selection, selection and acquisition and origination (by purchase, investment or exchange) of Investments. If the Advisor is terminated without cause Cause pursuant to Section 17(a16(a), the Advisor or its Affiliates shall be entitled to an Acquisition Fee for any Investments acquired after the Termination Date for which a contract to acquire any such Investment had been entered into at or prior to the Termination Date. The total Acquisition Fee payable to the Advisor or its Affiliates shall equal one percent (1.0%) of the Contract Purchase Price for any Investment acquiredof each Investment. The Contract Purchase Price purchase price allocable for an Investment held through a Joint Venture shall equal the product of (i) the Contract Purchase Price of the Investment and (ii) the direct or indirect ownership percentage in the Joint Venture held directly or indirectly by the Company or the Operating Partnership. For purposes of this Section 10(a), “ownership percentage” shall be the percentage of capital stock, membership interests, partnership interests or other equity interests held by the Company or the Operating Partnership, without regard to classification of such equity interests. The Company shall pay to the Advisor or its Affiliates the Acquisition Fee promptly upon the closing of the Investment; provided, however, that such Acquisition Fee Investment and shall be paid to an Affiliate of cover services rendered by the Advisor that is registered or its Affiliates until such time as a FINRA member broker-dealer if applicable laws or regulations prohibit letter of intent to purchase such payment Investment has been submitted to be made the seller by the Advisor and the Advisor has presented a detailed investment memorandum to a person that is not a FINRA member broker-dealerthe Board of Directors for approval. In addition, if during the period ending two years after the close of the initial Offering, the Company sells an Investment and then reinvests in other Investments, the Company will pay to the Advisor or its Affiliates one percent (1.0%) of the Contract Purchase Price purchase price of Real Estate Assets and one percent (1.0%) of the amount advanced for Real Estate Related Loans or other Investments (other than Real Estate Assets), along with reimbursement of acquisition expenses. Notwithstanding the other Investmentsabove, the Company shall not pay, and the Advisor and its affiliates shall have no right to receive, any Acquisition Fees associated with Investments that are completed after the Fee Termination Date; provided that the Company shall pay, and the Advisor and its affiliates shall be entitled to receive Acquisition Fees with respect to Investments that are completed after the Fee Termination Date and which were either under negotiation, under contract, or were the subject of a signed letter of intent (regardless of whether the letter was binding) on a date prior to the Fee Termination Date.

Acquisition Fee. Subject to Section 10(b), the Company shall pay an Acquisition Fee to the Advisor or its Affiliates as compensation for services rendered in connection with the investigation, selection, selection and acquisition and origination (by purchase, investment or exchange) of Investments. If the Advisor is terminated without cause Cause pursuant to Section 17(a), the Advisor or its Affiliates shall be entitled to an Acquisition Fee for any Investments acquired after the Termination Date for which a contract to acquire any such Investment had been entered into at or prior to the Termination Date. The total Acquisition Fee payable to the Advisor or its Affiliates shall equal one and one-half percent (1.01.5%) of the Contract Purchase Price for any Investment acquiredof each Investment. The Contract Purchase Price purchase price allocable for an Investment held through a Joint Venture shall equal the product of (i) the Contract Purchase Price of the Investment and (ii) the direct or indirect ownership percentage in the Joint Venture held directly or indirectly by the Company or the Operating Partnership. For purposes of this Section 10(a), “ownership percentage” shall be the percentage of capital stock, membership interests, partnership interests or other equity interests held by the Company or the Operating Partnership, without regard to classification of such equity interests. The Company shall pay to the Advisor or its Affiliates the Acquisition Fee promptly upon the closing of the Investment; provided, however, that such . The Acquisition Fee shall be paid to an Affiliate of cover services rendered by the Advisor that is registered or its Affiliates until such time as a FINRA member broker-dealer if applicable laws or regulations prohibit letter of intent to purchase such payment Investment has been submitted to be made the seller by the Advisor and the Advisor has presented a detailed investment memorandum to a person that is not a FINRA member broker-dealerthe Board of Directors for approval. In addition, if during the period ending two years after the close of the initial Offering, the Company sells an Investment and then reinvests in other Investments, the Company will pay to the Advisor or its Affiliates one percent (1.0%) of the Contract Purchase Price for of the other Investments.

Acquisition Fee. Subject to Section 10(b), the Company shall pay an Acquisition Fee to the Advisor or its Affiliates as compensation for services rendered in connection with the investigation, selection, selection and acquisition and origination (by purchase, investment or exchange) of Investments. If the Advisor is terminated without cause Cause pursuant to Section 17(a), the Advisor or its Affiliates shall be entitled to an Acquisition Fee for any Investments acquired after the Termination Date for which a contract to acquire any such Investment had been entered into at or prior to the Termination Date. The total Acquisition Fee payable to the Advisor or its Affiliates shall equal one and one-half percent (1.01.5%) of the Contract Purchase Price for any Investment acquiredof each Investment. The Contract Purchase Price purchase price allocable for an Investment held through a Joint Venture shall equal the product of (i) the Contract Purchase Price of the Investment and (ii) the direct or indirect ownership percentage in the Joint Venture held directly or indirectly by the Company or the Operating Partnership. For purposes of this Section 10(a), “ownership percentage” shall be the percentage of capital stock, membership interests, partnership interests or other equity interests held by the Company or the Operating Partnership, without regard to classification of such equity interests. The Company shall pay to the Advisor or its Affiliates the Acquisition Fee promptly upon the closing of the Investment; provided, however, that such Acquisition Fee Investment and shall be paid to an Affiliate of cover services rendered by the Advisor that is registered or its Affiliates until such time as a FINRA member broker-dealer if applicable laws or regulations prohibit letter of intent to purchase such payment Investment has been submitted to be made the seller by the Advisor and the Advisor has presented a detailed investment memorandum to a person that is not a FINRA member broker-dealerthe Board of Directors for approval. In addition, if during the period ending two years after the close of the initial Offering, the Company sells an Investment and then reinvests in other Investments, the Company will pay to the Advisor or its Affiliates one percent (1.0%) of the Contract Purchase Price for of the other Investments.

Acquisition Fee. Subject to Section 10(b), the Company shall pay an Acquisition Fee to the Advisor or its Affiliates as compensation for services rendered in connection with the investigation, selection, selection and acquisition and origination (by purchase, investment or exchange) of Investments. If the Advisor is terminated without cause Cause pursuant to Section 17(a), the Advisor or its Affiliates shall be entitled to an Acquisition Fee for any Investments acquired after the Termination Date for which a contract to acquire any such Investment had been entered into at or prior to the Termination Date. The total Acquisition Fee payable to the Advisor or its Affiliates shall equal one percent (1.0%) of the Contract Purchase Price for any Investment acquiredof each Investment. The Contract Purchase Price purchase price allocable for an Investment held through a Joint Venture shall equal the product of (i) the Contract Purchase Price of the Investment and (ii) the direct or indirect ownership percentage in the Joint Venture held directly or indirectly by the Company or the Operating Partnership. For purposes of this Section 10(a), “ownership percentage” shall be the percentage of capital stock, membership interests, partnership interests or other equity interests held by the Company or the Operating Partnership, without regard to classification of such equity interests. The Company shall pay to the Advisor or its Affiliates the Acquisition Fee promptly upon the closing of the Investment; provided, however, that such Acquisition Fee Investment and shall be paid to an Affiliate of cover services rendered by the Advisor that is registered or its Affiliates until such time as a FINRA member broker-dealer if applicable laws or regulations prohibit letter of intent to purchase such payment Investment has been submitted to be made the seller by the Advisor and the Advisor has presented a detailed investment memorandum to a person that is not a FINRA member broker-dealerthe Board of Directors for approval. In addition, if during the period ending two years after the close of the initial Offering, the Company sells an Investment and then reinvests in other Investments, the Company will pay to the Advisor or its Affiliates one percent (1.0%) of the Contract Purchase Price for of the other Investments.

Acquisition Fee. Subject to Section 10(b11(b), the Company shall pay an Acquisition Fee to the Advisor or Advisor, its Affiliates or assignees as compensation for services rendered in connection with the investigation, selection, development, construction and acquisition and origination (by purchase, investment or exchange) of Investments. If the Advisor is terminated without cause Cause pursuant to Section 17(a20(a), the Advisor or its Affiliates shall be entitled to an Acquisition Fee for any Investments acquired after the Termination Date for which a contract to acquire any such Investment had been entered into at or prior to the Termination Date. The total Acquisition Fee payable to the Advisor or its Affiliates shall equal one percent (1.0%) of the Contract Purchase Price for any Investment acquiredof each Investment. The Contract Purchase Price purchase price allocable for an Investment held through a Joint Venture shall equal the product of (i) the Contract Purchase Price of the Investment and (ii) the direct or indirect ownership percentage in the Joint Venture held 12 directly or indirectly by the Company or the Operating Partnership. For purposes of this Section 10(a11(a), “ownership percentage” shall be the percentage of capital stock, membership interests, partnership interests or other equity interests held by the Company or the Operating Partnership, without regard to classification of such equity interests. The Company shall pay to the Advisor or its Affiliates the Acquisition Fee promptly upon the closing of the Investment; provided, however, that such Acquisition Fee shall be paid to an Affiliate of the Advisor that is registered as a FINRA member broker-dealer if applicable laws or regulations prohibit such payment to be made to a person that is not a FINRA member broker-dealer. In addition, if during the period ending two years after the close of the initial Offering, the Company sells an Investment and then reinvests in other Investments, the Company will pay to the Advisor or its Affiliates one percent (1.0%) of the Contract Purchase Price for of the other Investments.

Acquisition Fee. Subject to Section 10(b), the Company shall pay an Acquisition Fee to the Advisor or its Affiliates as compensation for services rendered in connection with the investigation, selection, acquisition and origination (by purchase, investment or exchange) of Investments. If the Advisor is terminated without cause pursuant to Section 17(a16(a), the Advisor or its Affiliates shall be entitled to an Acquisition Fee for any Investments acquired after the Termination Date for which a contract to acquire any such Investment had been entered into at or prior to the Termination Date. The total Acquisition Fee payable to the Advisor or its Affiliates shall equal one percent (1.0%) of the Contract Purchase Price for any each Investment acquiredacquired after the date of this Agreement; provided, however, that if and when the aggregate Contract Purchase Price for all Investments acquired after the date of this Agreement reaches $600,000,000, the Company’s obligation to pay Acquisition Fees to the Advisor or its Affiliates shall terminate. The Contract Purchase Price allocable for an Investment held through a Joint Venture shall equal the product of (i) the Contract Purchase Price of the Investment and (ii) the direct or indirect ownership percentage in the Joint Venture held directly or indirectly by the Company or the Operating Partnership. For purposes of this Section 10(a), “ownership percentage” shall be the percentage of capital stock, membership interests, partnership interests or other equity interests held by the Company or the Operating Partnership, without regard to classification of such equity interests. The Company shall pay the Advisor or its Affiliates the Acquisition Fee promptly upon the closing of the Investment; provided, however, that such Acquisition Fee shall be paid to an Affiliate of the Advisor that is registered as a FINRA member broker-dealer if applicable laws or regulations prohibit such payment to be made to a person that is not a FINRA member broker-dealer. The Company shall cover services rendered by the Advisor or its Affiliates until such time as a non-binding indication of interest to purchase such Investment has been submitted to the seller by the Advisor and the Advisor has presented a detailed investment memorandum to the Board of Directors for approval. In addition, if during the period ending two years after the close of the initial Offering, the Company sells an Investment and then reinvests in other Investments, the Company will pay to the Advisor or its Affiliates one percent (1.0%) of the Contract Purchase Price for the other Investments.

Acquisition Fee. Subject to Section 10(b), the Company shall pay an Acquisition Fee to the Advisor or its Affiliates as compensation for services rendered in connection with the investigation, selection, acquisition and origination (by purchase, investment or exchange) of Investments. If the Advisor is terminated without cause pursuant to Section 17(a), the Advisor or its Affiliates shall be entitled to an Acquisition Fee for any Investments acquired after the Termination Date for which a contract to acquire any such Investment had been entered into at or prior to the Termination Date. The total Acquisition Fee payable to the Advisor or its Affiliates shall equal one percent (1.0%) of the Contract Purchase Price for any Investment acquired. The Contract Purchase Price allocable for an Investment held through a Joint Venture shall equal the product of (i) the Contract Purchase Price of the Investment and (ii) the direct or indirect ownership percentage in the Joint Venture held directly or indirectly by the Company or the Operating Partnership. For purposes of this Section 10(a), “ownership percentage” shall be the percentage of capital stock, membership interests, partnership interests or other equity interests held by the Company or the Operating Partnership, without regard to classification of such equity interests. The Company shall pay the Advisor or its Affiliates the Acquisition Fee promptly upon the closing of the Investment; provided, however, that such Acquisition Fee shall be paid to an Affiliate of the Advisor that is registered as a FINRA member broker-dealer if applicable laws or regulations prohibit such payment to be made to a person that is not a FINRA member broker-dealer. The Company shall cover services rendered by the Advisor or its Affiliates until such time as a non-binding indication of interest to purchase such Investment has been submitted to the seller by the Advisor and the Advisor has presented a detailed investment memorandum to the Board of Directors for approval. In addition, if during the period ending two years after the close of the initial Offering, the Company sells an Investment and then reinvests in other Investments, the Company will pay to the Advisor or its Affiliates one percent (1.0%) of the Contract Purchase Price for the other Investments.