Common use of Compensation of Members and Affiliates Clause in Contracts

Compensation of Members and Affiliates. Until the earlier of (i) such time as Whitehall no longer owns Membership Units and/or Shares in WCPT having an aggregate original cost or fair market value, whichever is greater, of at least $10 million and (ii) such time as WCPT makes an initial public offering (and in connection with an initial public offering by WCPT), the Company agrees that, to the extent the Company seeks to retain an investment bank for any financial or related services with respect to actions of the Company (including an initial public offering by WCPT), the Company will retain Xxxxxxx, Xxxxx & Co. or one or more of its Affiliates to provide such services; provided, that the foregoing requirement shall not apply to the sale or financing of a single Property or to the sale or financing of Properties having an aggregate book value of less than $50 million. If Xxxxxxx, Sachs & Co. or such Affiliate agrees to accept any such engagement, Xxxxxxx, Xxxxx & Co. and/or such Affiliate shall be entitled to receive its customary indemnification, and fees and commissions at rates that are consistent with the then prevailing rates for such services charged by similar quality providers of such services, for acting in such capacity.

Compensation of Members and Affiliates. Until the earlier of (i) such time as all of the Members of the Whitehall no longer owns Group, taken together, cease to own Membership Units and/or Shares in WCPT having an aggregate original cost or fair market value, whichever is greater, of at least $10 15 million and (ii) such time as WCPT makes an initial public offering (and in connection with an initial public offering by WCPT), the Company agrees that, to the extent the Company seeks to retain an investment bank for any financial or related services with respect to actions of the Company (including an initial public offering by WCPT), the Company will retain Xxxxxxx, Xxxxx & Co. or one or more of its Affiliates to provide such services; providedPROVIDED, that the foregoing requirement shall not apply to the sale or financing of a single Property or to the sale or financing of Properties having an aggregate book value of less than $50 million. If Xxxxxxx, Sachs & Co. or such Affiliate agrees to accept any such engagement, Xxxxxxx, Xxxxx & Co. and/or such Affiliate shall be entitled to receive its customary indemnification, and fees and commissions at rates that are consistent with the then prevailing rates for such services charged by similar quality providers of such services, for acting in such capacity.

Compensation of Members and Affiliates. Until the earlier of (i) such time as all of the Members of the Whitehall no longer owns Group, taken together, cease to own Membership Units and/or Shares in WCPT having an aggregate original cost or fair market value, whichever is greater, of at least $10 15 million and (ii) such time as WCPT makes an initial public offering (and in connection with an initial public offering by WCPT), the Company agrees that, to the extent the Company seeks to retain an investment bank for any financial or related services with respect to actions of the Company (including an initial public offering by WCPT), the Company will retain Xxxxxxx, Xxxxx & Co. or one or more of its Affiliates to provide such services; provided, that the foregoing requirement shall not apply to the sale or financing of a single Property or to the sale or financing of Properties having an aggregate book value of less than $50 million. If Xxxxxxx, Sachs & Co. or such Affiliate agrees to accept any such engagement, Xxxxxxx, Xxxxx & Co. and/or such Affiliate shall be entitled to receive its customary indemnification, and fees and commissions at rates that are consistent with the then prevailing rates for such services charged by similar quality providers of such services, for acting in such capacity.