Common use of Dealer Manager Fees in Respect of Certain Special Sales Clause in Contracts

Dealer Manager Fees in Respect of Certain Special Sales. The Dealer Manager will not reallow Selling Commissions, but subject to the conditions and limitations in this Agreement will reallow one and one-half percent (1.5%) of the Dealer Manager Fee, in connection with certain Special Sales of Class A Shares. For purposes of this Section 4(e), “Special Sale” shall mean: (i) the purchase of Class A Shares by each Soliciting Dealer and any of their respective directors, officers, employees or affiliates who request and are entitled to purchase Class A Shares net of selling commissions for $23.25 per share; (ii) the sale of Class A Shares through certain registered investment advisors that are affiliated with the Soliciting Dealer; (iii) the sale of Class A Shares to investors whose contracts for investment advisory and related brokerage services include a fixed or “wrap” fee feature; and (iv) the Class A Shares credited to an investor as a result of a volume discount. In each of the four types of Special Sales specified above, the Dealer Manager may reallow one and one-half percent (1.5%) of the Dealer Manager Fee to the Soliciting Dealer. Neither the Dealer Manager nor its affiliates will compensate any person engaged as an investment advisor by a potential investor as an inducement for such investment advisor to advise favorably for an investment in us. However, in the case of special sales of Class A Shares to investors through certain registered investment advisors that are affiliated with Soliciting Dealer or for investors whose contracts for investment advisory and related brokerage services include a fixed or “wrap” fee feature, the Dealer Manager Fee will only be reallowed by the Dealer Manager in cases where the registered investment adviser is affiliated with the Soliciting Dealer, and the Dealer Manager may then reallow 1.5% of the price per Share, out of the Dealer Manager Fee, to the Soliciting Dealer entity with which the registered investment adviser is affiliated. In the case of Special Sales of Class A Shares to investors through certain registered investment advisors that are not affiliated with a participating Soliciting Dealer and whose contracts for investment advisory and related brokerage services include a fixed or “wrap” fee feature, the Dealer Manager Fee will be paid by the Company to the Dealer Manager.

Appears in 4 contracts

Samples: Escrow Agreement (Inland Residential Properties Trust, Inc.), Escrow Agreement (Inland Residential Properties Trust, Inc.), Soliciting Dealer Agreement (Inland Retail Properties Trust V, Inc.)

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Dealer Manager Fees in Respect of Certain Special Sales. The Dealer Manager Company will not reallow pay Selling Commissions, but subject to the conditions and limitations in this Agreement will reallow one and one-half percent (1.5%) of pay the Dealer Manager Fee, in connection with certain Special Sales of Class A Shares. For purposes of this Section 4(e), “Special Sale” shall mean: (i) the purchase of Class A Shares by each Soliciting Dealer and any of their respective directors, officers, employees or affiliates who request and are entitled to purchase Class A Shares net of selling commissions for $23.25 per share; (ii) the sale of Class A Shares through certain registered investment advisors that are affiliated with the Soliciting Dealera participating soliciting dealer; (iii) the sale of Class A Shares to investors whose contracts for investment advisory and related brokerage services include a fixed or “wrap” fee feature; and (iv) the Class A Shares credited to an investor as a result of a volume discount. In each of the four types of Special Sales specified above, the Dealer Manager may reallow one and one-half percent (1.5%) of Company will pay the Dealer Manager Fee to the Dealer Manager, which may then reallow (pay) 1.5% of the price per share, out of the Dealer Manager Fee, to the participating Soliciting Dealer. Neither the Dealer Manager nor its affiliates will compensate any person engaged as an investment advisor by a potential investor as an inducement for such investment advisor to advise favorably for an investment in us. However, in the case of special sales of Class A Shares to investors through certain registered investment advisors that are affiliated with a participating Soliciting Dealer or for investors whose contracts for investment advisory and related brokerage services include a fixed or “wrap” fee feature, the Dealer Manager Fee will only be reallowed paid by the Dealer Manager Company in cases where the registered investment adviser is affiliated with a participating Soliciting Dealer that is a party to a soliciting dealer agreement with the Soliciting DealerDealer Manager, and the Dealer Manager may then reallow (pay) 1.5% of the price per Share, out of the Dealer Manager Fee, to the participating Soliciting Dealer entity with which the registered investment adviser is affiliated. In the case of Special Sales of Class A Shares to investors through certain registered investment advisors that are not affiliated with a participating Soliciting Dealer and whose contracts for investment advisory and related brokerage services include a fixed or “wrap” fee feature, the Dealer Manager Fee will be paid by the Company to the Dealer ManagerInland Securities.

Appears in 4 contracts

Samples: Escrow Agreement (Inland Residential Properties Trust, Inc.), Escrow Agreement (Inland Residential Properties Trust, Inc.), Soliciting Dealer Agreement (Inland Retail Properties Trust V, Inc.)

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Dealer Manager Fees in Respect of Certain Special Sales. The Dealer Manager Company will not reallow pay Selling Commissions, but subject to the conditions and limitations in this Agreement will reallow one and one-half percent (1.5%) of pay the Dealer Manager Fee, in connection with certain Special Sales of Class A Shares. For purposes of this Section 4(e4(f), “Special Sale” shall mean: (i) the purchase of Class A Shares by each Soliciting Dealer and any of their respective directors, officers, employees or affiliates who request and are entitled to purchase Class A Shares net of selling commissions for $23.25 23.50 per share; (ii) the sale of Class A Shares through certain registered investment advisors that are affiliated with the Soliciting Dealeradvisors; (iii) and the sale of Class A Shares to investors whose contracts for investment advisory and related brokerage services include a fixed or “wrap” fee feature; and (iv) the Class A Shares credited to an investor as a result of a volume discount. In each of the four three types of Special Sales specified above, the Company will pay the Dealer Manager Fee to the Dealer Manager, which may then reallow one and one-half percent (1.5%pay) 1.375% of the price per share out of the Dealer Manager Fee to the a participating Soliciting Dealer. Neither the Dealer Manager nor its affiliates will compensate any person engaged as an investment advisor by a potential investor as an inducement for such investment advisor to advise favorably for an investment in us. However, in the case of special sales of Class A Shares to investors through certain the client of a registered investment advisors that are adviser in which the registered investment advisor is affiliated with a participating Soliciting Dealer or for investors whose contracts for investment advisory and related brokerage services include that is a fixed or “wrap” fee featureparty to a soliciting dealer agreement with the Dealer Manager, the Dealer Manager Fee will only be reallowed by the Dealer Manager in cases where the registered investment adviser is affiliated with the Soliciting Dealer, and the Dealer Manager may then reallow 1.5(pay) 1.375% of the price per Share, out of the Dealer Manager Fee, to the participating Soliciting Dealer entity with which entity. If the registered investment adviser advisor is affiliated. In the case of Special Sales of Class A Shares to investors through certain registered investment advisors that are not affiliated with a participating Soliciting Dealer and whose contracts for investment advisory and related brokerage services include that is a fixed or “wrap” fee featureparty to a soliciting dealer agreement with the Dealer Manager, the Dealer Manager Fee will not be paid by the Company to the Dealer Managerreallowed.

Appears in 4 contracts

Samples: Dealer Manager Agreement (Inland Residential Properties Trust, Inc.), Soliciting Dealer Agreement (Inland Residential Properties Trust, Inc.), Soliciting Dealer Agreement (Inland Residential Properties Trust, Inc.)

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