Advisor Payment Sample Clauses

Advisor Payment. The Advisor shall pay the Placement Agent from its own resources an annual amount (the "Advisor Payment"), payable quarterly in arrears, equal to, on an annualized basis, 1% of the Fund's net asset value attributable to investments in the Fund made by Placement Agent Customers (taking into account the Fund's classes and series) on the last business day of the relevant quarter, determined in accordance with the valuation procedures used to calculate the Management Fee payable to the Advisor. The Advisor Payment shall be paid by the Advisor to the Placement Agent by wire transfer in immediately available federal funds to an account designated by the Placement Agent, within twenty (20) days after the conclusion of each calendar quarter, beginning with the quarter ending subsequent to the initial closing date. The obligations of the Advisor to pay the Advisor Payment to the Placement Agent shall survive the termination of this Agreement for as long as (1) one or more Shareholders are Placement Agent Customers and (2) the Placement Agent is not in material breach of any of its representations or warranties contained herein.
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Advisor Payment. (i) Within 45 days after the end of each of the Fiscal Quarters ended March 31, June 30, and September 30, and within 90 days after the Fiscal Quarter ended December 31, and in no event later than the date of delivery of the Company's financial statements by the Advisor to the Company as of and for the end of the applicable Fiscal Quarter, the Advisor shall provide or cause to be provided to the Company a statement (the “Reconciliation Statement”) setting forth, in reasonable detail and with appropriate calculations and computations, in all respects satisfactory to the Company, (a) 1.0% of the Assets under Management as of the last day of the preceding Fiscal Quarter (the “Periodic Assets under Management Calculation”) less Adjusted Advisor Payment for the previous three Fiscal Quarters and (b) the Free Cash Flow Calculation for the prior twelve month period concluding on the last day of the preceding Fiscal Quarter (the “Periodic Free Cash Flow Calculation”). Such Reconciliation Statement shall also include calculations and computations, in all respects satisfactory to the Company, demonstrating compliance with the Free Cash Flow Coverage Ratio Requirement as of and for the following four Fiscal Quarters on a pro forma basis after giving effect to the Adjusted Advisor Payment.
Sample 1
Advisor Payment. (i) Within 45 days after end of each Fiscal Quarter, and 90 days after the end of the Fiscal Year, and in no event later than the date of delivery of financial statements by the Advisor to the Company as of and for the end of such Fiscal Quarter, the Advisor shall provide or cause to be provided to the Company a statement (the “Reconciliation Statement”) setting forth, in reasonable detail and with appropriate calculations and computations, in all respects satisfactory to the Company: (a) as of and for the Fiscal Quarter then ended, the Asset Management Fee payable under Section 8(A) hereof plus all Operating Expenses to be reimbursed to the Advisor pursuant to Section 9(A) hereof (the “Periodic Advisor Calculation”), (b) as of and for the Fiscal Quarter then ended, a calculation setting forth one-quarter of 1.5% of Assets under Management (“Periodic Assets under Management Calculation”), and (c) the Free Cash Flow Calculation. Such Reconciliation Statement shall also include calculations and computations, in all respects satisfactory to the Company, demonstrating compliance with Free Cash Flow Coverage Ratio Requirement as of and for the following four Fiscal Quarters on a pro forma basis after giving effect to any Adjusted Advisor Payment (as defined and described below).
Sample 1

Related to Advisor Payment

  • Contingent Payment Notwithstanding anything in this Agreement to the contrary, if any of the Properties are sold by Buyer within twelve (12) months after the Closing Date, Buyer shall pay to Seller an amount equal to five percent (5%) of the Consideration allocated to such Property. The Deeds shall contain a deed restriction granting Seller the right to receive such additional sum from Buyer.

  • Down Payment The Mortgagor has contributed at least 5% of the purchase price for the Mortgaged Property with his/her own funds.

  • Other Payments (a) Any payments received by the Subordination Agent for which no provision as to the application thereof is made in this Agreement shall be distributed by the Subordination Agent (i) in the order of priority specified in Section 3.2 hereof and (ii) to the extent received or realized at any time after the Final Distributions for each Class of Certificates have been made, in the manner provided in clause “first” of Section 3.2 hereof.

  • No Restricted Junior Payments As of and following the Closing Date, neither Holdings nor any of its Subsidiaries has directly or indirectly declared, ordered, paid or made, or set apart any sum or property for, any Restricted Junior Payment or agreed to do so except as permitted pursuant to Section 6.4.

  • Mandatory Payment (a) If, at any time, the Revolving Credit Exposure shall exceed the Total Commitment Amount as then in effect, Borrowers shall, as promptly as practicable, but in no event later than the next Business Day, prepay an aggregate principal amount of the Loans sufficient to bring the Revolving Credit Exposure within the Total Commitment Amount.

  • Contingent Payments The Unilever Stockholder shall have the right to receive the Contingent Payments, if any, on the terms and subject to the conditions set forth on Exhibit 9 in recognition of its period of ownership of the Class B Shares.

  • Restricted Junior Payments No Credit Party shall, nor shall it permit any of its Subsidiaries or Affiliates through any manner or means or through any other Person to, directly or indirectly, declare, order, pay, make or set apart, or agree to declare, order, pay, make or set apart, any sum for any Restricted Junior Payment except that:

  • Other Payment Default The Borrower shall default in the payment when and as due (whether at maturity, by reason of acceleration or otherwise) of interest on any Loan or Reimbursement Obligation or the payment of any other Obligation, and such default shall continue for a period of three (3) Business Days.

  • Disbursements from Escrow Funds to Pay NCPS NCPS is authorized to and may disburse from time to time, to itself or to any Indemnified Party from the Escrow Funds (but only to the extent of Issuer’s rights thereto), the amount of any compensation and reimbursement of out-of-pocket expenses due and payable hereunder (including any amount to which NCPS or any Indemnified Party is entitled to seek indemnification pursuant to Section 9 hereof). NCPS shall notify Issuer of any disbursement from the Escrow Funds to itself or to any Indemnified Party in respect of any compensation or reimbursement hereunder and shall furnish to Issuer copies of all related invoices and other statements. Such disbursements will not occur before the minimum contingency is met in compliance with SEC Rule 15c2-4.

  • No Additional Fees/Payment Other than the consideration specifically referenced herein, the parties hereto agree that no fee, payment or additional consideration in any form has been or will be paid to the Holder in connection with this Agreement.

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