Common use of Compensation and Reimbursement of Expenses Clause in Contracts

Compensation and Reimbursement of Expenses. In consideration of all of the services provided or caused to be provided by the Asset Manager hereunder, the Fund or its subsidiaries shall be obligated to pay to the Asset Manager an Asset Management Fee and an Acquisition Fee as follows: (a) On a quarterly basis, the Fund shall remit or cause to be remitted to the Asset Manager an Asset Management Fee, as provided in the Partnership Agreement, equal to an annual rate of 1.25% of the Fund’s gross asset value. The Asset Management Fee shall be paid quarterly in arrears no later than the 15th day of the month following the end of each calendar quarter and shall be prorated for any partial calendar quarter. (b) The Fund shall remit or cause to be remitted to the Asset Manager an Acquisition Fee, as provided in the Partnership Agreement, in connection with the evaluation, investigation, negotiation, selection and purchase of each Real Estate Asset, equal to 0.50% of the aggregate purchase price (including the amount of indebtedness actually incurred in connection with the acquisition of such Real Estate Asset) paid by the Fund (or any REIT Subsidiary or Non-REIT Subsidiary) for such Real Estate Asset. In addition, the Asset Manager shall be reimbursed, at cost (but without accrued or implied interest), on a timely basis and in any event as soon as practicable, for any costs, expenses or outlays it has made up and through the date of this Agreement, and, from and after the date of this Agreement, those costs, expenses or outlays it makes from time to time on behalf of the Fund, any subsidiary thereof or the General Partner to the extent such costs, expenses or outlays are properly attributable to the Fund in accordance with the terms of the Partnership Agreement, including, without limitation, Organizational Expenses, provided that the Asset Manager will bear all costs and expenses of its employees and any of its overhead incurred in connection with its duties hereunder.

Appears in 2 contracts

Samples: Asset Management Agreement (TIAA-CREF U.S. Real Estate Fund I, L.P.), Asset Management Agreement (TIAA-CREF U.S. Real Estate Fund I, L.P.)

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Compensation and Reimbursement of Expenses. In consideration of all of the services provided or caused to be provided by the Asset Manager hereunder, the Fund or its subsidiaries shall be obligated to pay to the Asset Manager an Asset Management Fee and an Acquisition Fee as follows: (a) On a quarterly basisSubject to section 6(d) below, the Fund shall remit or cause to be remitted to the Asset Manager an Asset Management Fee, as provided in the Partnership Agreement, equal to an annual rate within 30 days of 1.25% of the Fund’s gross asset value. The Asset Management Fee shall be paid quarterly in arrears no later than the 15th day of the month following the end of each calendar quarter, Maiden LF shall pay its proportionate share of the fee paid by Maiden Holdings to AIIM. The asset management fee is calculated as follows: (i) if the average value of the Maiden Holdings assets managed by AIIM for the preceding calendar quarter and shall be prorated is $1 billion or less, an amount equal to 0.05% of the average value of the Account for any partial the preceding calendar quarterquarter is payable; or (ii) if the average value of the Account for the preceding calendar quarter is greater than $1 billion, an amount equal to 0.0375% of the average value of the Account for the preceding calendar quarter is payable. (b) The Fund Maiden LF shall remit or cause to be remitted to responsible for the Asset Manager an Acquisition Feeinvestment expenses of the Account, as provided in the Partnership Agreement, in connection with the evaluation, investigation, negotiation, selection and purchase of each Real Estate Asset, equal to 0.50% of the aggregate purchase price (including the amount of indebtedness actually well as expenses incurred in connection with carrying out its own accounting, auditing, and compliance policies, procedures, and other obligations with respect to the acquisition Account. Maiden LF shall reimburse AIIM for the payment of reasonable expenses incurred by AIIM with respect to such Real Estate Assetpolicies, procedures, and obligations of Maiden LF, but in no event shall Maiden LF be responsible for AIIM’s general overhead expenses or expenses of AIIM in carrying out its own accounting, auditing and compliance policies, procedures or obligations. Investment expenses shall include brokerage commissions, transfer fees, registration costs, taxes and other similar costs and transaction-related expenses and fees arising out of transactions in the Account. AIIM may, at its discretion, make payments out of fees received from Maiden LF pursuant to this Agreement to any Investment Service Provider from which it obtains investment advisory services, including Investment Service Providers that are affiliates of AIIM, and Maiden LF shall have no obligation to compensate such Investment Service Provider for such services. (c) paid Custodial fees are charged separately by the Fund Custodian for the Account and are not included in the investment advisory fee due AIIM pursuant to this Agreement. Maiden LF will pay any custodial fees directly from the custodial account. (or d) AIIM agrees to waive the investment advisory fee due pursuant to Section 6(a) of this Agreement on any REIT Subsidiary or Non-REIT Subsidiary) for such Real Estate Asset. In addition, assets of the Asset Manager shall be reimbursed, at cost (but without accrued or implied interest), on a timely basis and Account invested in any event as soon as practicable, for any costs, expenses collective investment vehicle advised or outlays it has made up and through the date of this Agreement, and, from and after the date of this Agreement, those costs, expenses sponsored by AIIM or outlays it makes from time to time on behalf of the Fund, any subsidiary thereof or the General Partner to the extent such costs, expenses or outlays are properly attributable to the Fund in accordance with the terms of the Partnership Agreement, including, without limitation, Organizational Expenses, provided that the Asset Manager will bear all costs and expenses of its employees and any of its overhead incurred in connection with its duties hereunderaffiliates.

Appears in 1 contract

Samples: Asset Management Agreement (Maiden Holdings, Ltd.)

Compensation and Reimbursement of Expenses. In consideration of all of the services provided or caused to be provided by the Asset Manager hereunder, the Fund or its subsidiaries shall be obligated to pay to the Asset Manager an Asset Management Fee and an Acquisition Fee as follows: (a) On a quarterly basis, the Fund shall remit or cause to be remitted to the Asset Manager an Asset Management Fee, as provided in the Partnership Agreement, equal to an annual rate of 1.25% of the Fund’s gross asset value. The Asset Management Fee shall be paid quarterly in arrears no later than the 15th day of the month following the end of each calendar quarter and shall be prorated for any partial calendar quarter. (b) The Fund shall remit or cause to be remitted to the Asset Manager an Acquisition Fee, as provided in the Partnership Agreement, in connection with the evaluation, investigation, negotiation, selection and purchase of each Real Estate Asset, equal to 0.50% of the aggregate purchase price (including the amount of indebtedness actually incurred in connection with the acquisition of such Real Estate Asset) paid by the Fund (or any REIT Subsidiary or Non-REIT Subsidiary) for such Real Estate Asset. In addition, the Asset Manager shall be reimbursed, at cost (but without accrued or implied interest), on a timely basis and in any event as soon as practicable, for any costs, expenses or outlays it has made up and through the date of this Agreement, and, from and after the date of this Agreement, those costs, expenses or outlays it makes from time to time on behalf of the Fund, any subsidiary thereof or the General Partner to the extent such costs, expenses or outlays are properly attributable to the Fund in accordance with the terms of the Partnership Agreement, including, without limitation, Organizational Expenses, provided that the Asset Manager will (i) pay or reimburse Organizational Expenses in excess of $1,250,000 and (ii) bear all costs and expenses of its employees and any of its overhead incurred in connection with its duties hereunder.

Appears in 1 contract

Samples: Asset Management Agreement (TIAA-CREF U.S. Real Estate Fund I, L.P.)

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Compensation and Reimbursement of Expenses. In consideration of all of the services provided or caused to be provided by the Asset Manager hereunder, the Fund or its subsidiaries shall be obligated to pay to the Asset Manager an Asset Management Fee and an Acquisition Fee as follows: (a) On a quarterly basisSubject to section 6(d) below, the Fund shall remit or cause to be remitted to the Asset Manager an Asset Management Fee, as provided in the Partnership Agreement, equal to an annual rate within 30 days of 1.25% of the Fund’s gross asset value. The Asset Management Fee shall be paid quarterly in arrears no later than the 15th day of the month following the end of each calendar quarter and quarter, Company shall be prorated pay to AIM an amount equal to 0.0875% of the average value of the Account for any partial the preceding calendar quarter. (b) The Fund Company shall remit or cause to be remitted to responsible for the Asset Manager an Acquisition Feeinvestment expenses of the Account, as provided in the Partnership Agreement, in connection with the evaluation, investigation, negotiation, selection and purchase of each Real Estate Asset, equal to 0.50% of the aggregate purchase price (including the amount of indebtedness actually well as expenses incurred in connection with carrying out its own accounting, auditing, and compliance policies, procedures, and other obligations with respect to the acquisition Account. Company shall reimburse AIM for the payment of reasonable expenses incurred by AIM with respect to such Real Estate Assetpolicies, procedures, and obligations of Company, but in no event shall Company be responsible for AIM’s general overhead expenses or expenses of AIM in carrying out its own accounting, auditing and compliance policies, procedures or obligations. Investment expenses shall include brokerage commissions, transfer fees, registration costs, taxes and other similar costs and transaction-related expenses and fees arising out of transactions in the Account. AIM may, at its discretion, make payments out of fees received from Company pursuant to this Agreement to any Investment Service Provider from which it obtains investment advisory services, including Investment Service Providers that are affiliates of AIM, and Company shall have no obligation to compensate such Investment Service Provider for such services. (c) paid Custodial fees are charged separately by the Fund Custodian for the General Account and are not included in the investment advisory fee due AIM pursuant to this Agreement. Company will pay any custodial fees directly from the custodial account. Trustee fees may not be paid from the Trust Accounts; Company will pay any trustee fees due under the Trust Agreements. (or d) AIM agrees to waive the investment advisory fee due pursuant to Section 6(a) of this Agreement on any REIT Subsidiary or Non-REIT Subsidiary) for such Real Estate Asset. In addition, assets of the Asset Manager shall be reimbursed, at cost (but without accrued or implied interest), on a timely basis and Account invested in any event as soon as practicable, for any costs, expenses collective investment vehicle advised or outlays it has made up and through the date of this Agreement, and, from and after the date of this Agreement, those costs, expenses sponsored by AIM or outlays it makes from time to time on behalf of the Fund, any subsidiary thereof or the General Partner to the extent such costs, expenses or outlays are properly attributable to the Fund in accordance with the terms of the Partnership Agreement, including, without limitation, Organizational Expenses, provided that the Asset Manager will bear all costs and expenses of its employees and any of its overhead incurred in connection with its duties hereunderaffiliates.

Appears in 1 contract

Samples: Asset Management Agreement (Maiden Holdings, Ltd.)

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