Compensation of the Placement Agent Sample Clauses

Compensation of the Placement Agent. (a) As set forth in the Memorandum, the Placement Agent will receive a quarterly fee out of the net assets of the Interests at the annual rate of [0.50]% from the commencement of the Fund’s investment operations through the end of year eight, and [0.15]% thereafter, based on the investors’ total capital commitments to the Fund, determined and accrued as of the last day of each calendar quarter; which fee shall be paid to the Financial Intermediaries responsible for such sales pursuant to Servicing and Sub-Placement Agency Agreements entered into by and between the Placement Agent and each Financial Intermediary. The Placement Agent will receive no separate fee, payment or other remuneration for purchases of Interests by or on behalf of accounts for which the Placement Agent, in its capacity as the Fund’s investment adviser, or one of its affiliates acts in a fiduciary, advisory, custodial or similar capacity. (b) Except as may otherwise be agreed to by the Fund, the Placement Agent shall be responsible for the payment of all costs and expenses incurred by the Placement Agent in connection with the performance of its obligations under this Agreement. (c) The Placement Agent shall pay all expenses relating to its licenses and registrations necessary under applicable law and regulations to provide the services described herein, and shall also pay all expenses incurred in providing office space, equipment, and personnel as may be necessary or convenient to provide the services contemplated herein.
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Compensation of the Placement Agent. (a) As set forth in the Memorandum, the Placement Agent will receive a quarterly fee at the annual rate of 0.80% from the commencement of the Fund’s investment operations through the end of year eight, and 0.15% thereafter, based on the investors’ total capital commitments to the Fund, determined and accrued as of the last day of each calendar quarter; which fee shall be paid to the Financial Intermediaries responsible for such sales pursuant to Servicing and Sub-Placement Agency Agreements entered into by and between the Placement Agent and each Financial Intermediary. The Placement Agent will receive no separate fee, payment or other remuneration for purchases of Interests by or on behalf of accounts for which the Placement Agent, in its capacity as the Fund’s investment adviser, or one of its affiliates acts in a fiduciary, advisory, custodial or similar capacity. (b) Except as may otherwise be agreed to by the Fund, the Placement Agent shall be responsible for the payment of all costs and expenses incurred by the Placement Agent in connection with the performance of its obligations under this Agreement. (c) The Placement Agent shall pay all expenses relating to its licenses and registrations necessary under applicable law and regulations to provide the services described herein, and shall also pay all expenses incurred in providing office space, equipment, and personnel as may be necessary or convenient to provide the services contemplated herein.
Sample 1Sample 2
Compensation of the Placement Agent. Each Purchaser acknowledges that it is fully aware that the Placement Agent and each soliciting dealer appointed by the Placement Agent will receive from the Company, in consideration of their respective services as placement agent or soliciting dealer in respect of the offer and sale of the Shares contemplated hereby a commission of seven percent (7%) of the gross proceeds raised by the Company from the sale of Shares at each Closing, payable in cash. In addition, each Purchaser acknowledges that it is aware that the Placement Agent will receive from the Company payment of certain expenses including, but not limited to, legal fees and expenses incurred in connection with the offering of the Shares contemplated hereby. In addition, officers, directors, registered representatives or other affiliates of the Placement Agent may purchase Series B Preferred Stock under this Agreement on the same terms as other Purchasers hereunder.
Sample 1
Compensation of the Placement Agent. The Company shall pay the Placement Agent, directly from the escrowed funds at the Closing, a fee of 4.5% of the gross proceeds from the Placement hereunder. The Company further agrees to pay to the Placement Agent all of the Placement Agent's actual out-of-pocket expenses incurred in connection with this transaction, regardless of whether the sales contemplated hereby are consummated, including, but not limited to, fees and disbursements of its counsel and counsel to the Purchasers (which fees shall be paid at the sole discretion of the Placement Agent), fees and disbursements of the escrow agent and any co-management and due diligence fees, up to $80,000, directly from the escrowed funds at Closing or, in the event there is no Closing, within five business days after submission of invoices or receipts therefor by the Placement Agent. The Company will pay all of its expenses incurred in connection with these transactions.
Sample 1
Compensation of the Placement Agent. (a) As set forth in the Memorandum, the Placement Agent will receive a servicing fee (“Servicing Fee”), payable quarterly out of the net assets of the Interests at the annual rate of 0.25% from the commencement of the Fund’s investment operations through the end of the Fund’s term or the earlier termination of this Agreement in accordance with Section 12 of this Agreement, based on the investors’ total capital commitments to the Fund, determined and accrued as of the last day of each calendar quarter. The Servicing Fee shall be paid to the Financial Intermediaries responsible for ongoing investor services and account maintenance services pursuant to Servicing and Sub-Placement Agency Agreements entered into by and between the Placement Agent and each Financial Intermediary. The Placement Agent may pay Financial Intermediaries all or a portion of the Servicing Fee according to the services provided by the applicable Financial Intermediaries. (b) Except as may otherwise be agreed to by the Fund, the Placement Agent shall be responsible for the payment of all costs and expenses incurred by the Placement Agent in connection with the performance of its obligations under this Agreement. (c) The Placement Agent shall pay all expenses relating to its licenses and registrations necessary under applicable law and regulations to provide the services described herein, and shall also pay all expenses incurred in providing office space, equipment, and personnel as may be necessary or convenient to provide the services contemplated herein.
Sample 1
Compensation of the Placement Agent. (a) Except as may otherwise be agreed to by the Fund, the Placement Agent shall be responsible for the payment of all costs and expenses incurred by the Placement Agent in connection with the performance of its obligations under this Agreement. (b) The Placement Agent shall pay all expenses relating to its licenses and registrations necessary under applicable law and regulations to provide the services described herein, and shall also pay all expenses incurred in providing office space, equipment, and personnel as may be necessary or convenient to provide the services contemplated herein.
Sample 1

Related to Compensation of the Placement Agent

  • Indemnification of the Placement Agent The Company agrees to indemnify and hold harmless the Placement Agent, its affiliates and each person controlling such Placement Agent (within the meaning of Section 15 of the Securities Act), and the directors, officers, agents and employees of the Placement Agent, its affiliates and each such controlling person (the Placement Agent, and each such entity or person hereafter is referred to as an “Indemnified Person”) from and against any losses, claims, damages, judgments, assessments, costs and other liabilities (collectively, the “Liabilities”), and shall reimburse each Indemnified Person for all fees and expenses (including the reasonable fees and expenses of counsel for the Indemnified Persons, except as otherwise expressly provided in this Agreement) (collectively, the “Expenses”) and agrees to advance payment of such Expenses as they are incurred by an Indemnified Person in investigating, preparing, pursuing or defending any actions, whether or not any Indemnified Person is a party thereto, arising out of or based upon any untrue statement or alleged untrue statement of a material fact contained in (i) the Registration Statement, the Disclosure Package, the Preliminary Prospectus, the Prospectus or in any Issuer Free Writing Prospectus (as from time to time each may be amended and supplemented); (ii) any materials or information provided to investors by, or with the approval of, the Company in connection with the marketing of the Offering, including any “road show” or investor presentations made to investors by the Company (whether in person or electronically); or (iii) any application or other document or written communication (in this Section 9, collectively called “application”) executed by the Company or based upon written information furnished by the Company in any jurisdiction in order to qualify the Securities under the securities laws thereof or filed with the Commission, any state securities commission or agency, any national securities exchange; or the omission or alleged omission therefrom of a material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading, unless such statement or omission was made in reliance upon, and in conformity with, the Placement Agent’s information. The Company also agrees to reimburse each Indemnified Person for all Expenses as they are incurred in connection with such Indemnified Person’s enforcement of his or its rights under this Agreement. Each Indemnified Person is an intended third party beneficiary with the same rights to enforce the indemnification that each Indemnified Person would have if he was a party to this Agreement.

  • Compensation of the Investment Manager For the services rendered, the facilities furnished and expenses assumed by the Investment Manager, the Fund shall pay to the Investment Manager at the end of each calendar month a fee which shall accrue daily at the annual rate specified by the schedule of fees in the Appendix to this Agreement. The average daily value of the net assets of the Portfolio shall be determined and computed in accordance with the description of the method of determination of net asset value contained in the Prospectus.

  • Compensation of the Adviser For all of the services to be rendered and payments to be made as provided in this Agreement, as of the last business day of each month, the Fund will pay you a fee at the annual rate of 1.50% of the average value of its daily net assets. The average value of the daily net assets of the Fund shall be determined pursuant to the applicable provisions of the Declaration of Trust of the Trust or a resolution of the Board, if required. If, pursuant to such provisions, the determination of net asset value of the Fund is suspended for any particular business day, then for the purposes of this paragraph, the value of the net assets of the Fund as last determined shall be deemed to be the value of the net assets as of the close of the business day, or as of such other time as the value of the Fund's net assets may lawfully be determined, on that day. If the determination of the net asset value of the Fund has been suspended for a period including such month, your compensation payable at the end of such month shall be computed on the basis of the value of the net assets of the Fund as last determined (whether during or prior to such month).

  • Compensation of the Advisor Each Fund agrees to pay to the Advisor and the Advisor agrees to accept as full compensation for all services rendered by the Advisor pursuant to this Agreement, a fee accrued daily and paid monthly in arrears at an annual rate listed in Appendix A with respect to the Fund’s average daily net assets. For any period less than a month during which this Agreement is in effect, the fee shall be prorated according to the proportion which such period bears to a full month of 28, 29, 30 or 31 days, as the case may be. The fee payable to the Advisor under this Agreement will be reduced to the extent required by any expense limitation agreement. The Advisor may voluntarily absorb certain Fund expenses or waive all or a portion of its fee.

  • Compensation of the Sub-Adviser As full compensation for all services rendered, facilities furnished and expenses borne by the Sub-Adviser hereunder, the Sub-Adviser shall be paid the fees in the amounts and in the manner set forth in Appendix A hereto.

  • Compensation of the Executive 3 4. Termination.........................................................................

  • Compensation of the Manager For the services to be rendered by the Manager as provided in this Agreement, the Fund shall pay to the Manager a fee computed on the aggregate net asset value of the Portfolio as of the close of each business day and payable monthly at the annual rate of 0.20%. In the event that this Agreement is terminated at other than a month-end, the fee for such month shall be prorated, as applicable.

  • REPRESENTATIONS OF THE PLACEMENT AGENT The Placement Agent represents and warrants that it (i) is a member in good standing of FINRA, (ii) is registered as a broker/dealer under the Exchange Act, (iii) is licensed as a broker/dealer under the laws of the United States of America, applicable to the offers and sales of the Placement Agent Securities by the Placement Agent, (iv) is and will be a corporate body validly existing under the laws of its place of incorporation, (v) has full power and authority to enter into and perform its obligations under this Agreement. The Placement Agent will immediately notify the Company in writing of any change in its status with respect to subsections (i) through (v) above. The Placement Agent covenants that it will use its reasonable best efforts to conduct the Placement hereunder in compliance with the provisions of this Agreement and the requirements of applicable law.

  • Compensation of the Subadviser The Subadviser will bear all expenses in connection with the performance of its services under this Subadvisory Agreement, which expenses shall not include brokerage fees or commissions in connection with the effectuation of securities transactions for the Portfolio. For the services provided and the expenses assumed pursuant to this Subadvisory Agreement, MML Advisers agrees to pay the Subadviser and the Subadviser agrees to accept as full compensation for the performance of all functions and duties on its part to be performed pursuant to the provisions hereof, a fee paid monthly, in arrears, at the following rate: [ ].

  • Termination of the Plan Any other provi- sion of this plan to the contrary notwith- standing, no benefit will be paid for charges incurred by a participant or former par- ticipant after the termination of this plan.

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