Dealers’ Commissions. Except for volume discounts described in the “Plan of Distribution” section of the Prospectus, which volume discounts shall be the responsibility of the Dealer to provide to investors who qualify, and except as otherwise provided in the “Plan of Distribution” section of the Prospectus, the Dealer’s sales commission applicable to the Shares sold by Dealer which it is authorized to sell hereunder is 7.0% of the gross proceeds of Shares sold by it and accepted and confirmed by the Company, which commission will be payable by the Dealer Manager. No sales commissions shall be paid with respect to Shares issued and sold pursuant to the Company’s distribution reinvestment plan. For these purposes, shares shall be deemed to be “sold” if and only if a transaction has closed with a subscriber for Shares pursuant to all applicable offering and subscription documents, the Company has accepted the subscription agreement of such subscriber, and such Shares have been fully paid for. The Dealer affirms that the Dealer Manager’s liability for commissions payable is limited solely to the proceeds of commissions receivable from the Company, and the Dealer hereby waives any and all rights to receive payment of commissions due until such time as the Dealer Manager is in receipt of the commission from the Company. In addition, as set forth in the Prospectus, the Dealer Manager may, in its sole discretion, reallow a portion of its dealer manager fee to Dealers participating in the offering of Shares as marketing fees, reimbursement of costs and expenses of attending educational conferences or to defray other distribution-related expenses. The parties hereby agree that the foregoing commission is not in excess of the usual and customary distributors’ or sellers’ commission received in the sale of securities similar to the Shares, that Dealer’s interest in the offering is limited to such commission from the Dealer Manager and Dealer’s indemnity referred to in Section 4 of the Dealer Manager Agreement, and that the Company is not liable or responsible for the direct payment of such commission to the Dealer. In addition, as set forth in the Prospectus, the Dealer Manager may reimburse Dealer up to 0.5% of gross proceeds for bona fide due diligence expenses incurred by such Dealer. The Dealer Manager shall have the right to require the Dealer to provide a detailed and itemized invoice as a condition to the reimbursement of any such due diligence expenses.
Dealers’ Commissions. Except for discounts described in or as otherwise provided in the “Plan of Distribution” section of the Prospectus (as amended and supplemented), the Dealer’s selling commission applicable to the public offering price of the Shares sold by the Dealer, which it is authorized to sell hereunder, is as follows:
Dealers’ Commissions. Except for discounts described in or as otherwise provided in the "Plan of Distribution" section of the Prospectus, Dealer's selling commission applicable to the total public offering price of Shares sold in the primary offering by Dealer which it is authorized to sell hereunder is as follows: DISTRIBUTION CHANNEL PRIMARY SHARES ----------------------------------------------- -------------------- Dealers 7.00% No selling commissions will be paid, and the per Share cash price shall be reduced to $9.30, in connection with Shares sold in the primary offering in the event that the investor has engaged the services of a registered investment advisor or other financial advisor, paid on a fee-for-service basis by the investor. No selling commissions will be paid, and the per Share cash price shall be reduced to $9.30, in connection with Shares sold to (i) retirement plans of Dealer, (ii) Dealer in its individual capacity, (iii) IRAs and qualified plans of Dealer's registered representatives or (iv) any one of Dealer's registered representatives in their individual capacities. No selling commissions, marketing support fees or due diligence expense reimbursement will be paid in connection with Shares sold under the DRP. Except as otherwise provided herein, all expenses incurred by Dealer in the performance of Dealer's obligations hereunder, including, but not limited to, expenses related to the Offering and any attorneys' fees, shall be at Dealer's sole cost and expense, and the foregoing shall apply notwithstanding the fact that the Offering is not consummated for any reason. The preceding commissions (for the Dealer distribution channel) shall be adjusted for sales under the volume discount program discussed above as follows: SHARES PURCHASED BY A PURCHASER COMMISSION RATE ----------------------------------- ----------------- 1 - 50,000 7.00% 50,001 - 100,000 6.00% 100,001 - 200,000 5.00% 200,001 - 500,000 4.00% 500,001 - 750,000 3.00% 750,001 - 1,000,000 2.00% 1,000,001 - and up 1.00% The above selling commissions shall be based on the gross proceeds of Shares sold by such Dealer and accepted and confirmed by the Company, which commission will be paid by the Dealer Manager. For these purposes, a "sale of Shares" shall occur if and only if a transaction has closed with a securities purchaser pursuant to all applicable offering and subscription documents and the Company has thereafter distributed the commission to the Dealer Manager in connection with such transac...
Dealers’ Commissions. Except for volume discounts described in the “Plan of Distribution” section of the Prospectus, which volume discounts shall be the responsibility of the Dealer to provide to investors who qualify, and except as otherwise provided in the “Plan of Distribution” section of the Prospectus, the Dealer’s selling commission applicable to the Shares sold by Dealer in the primary offering which it is authorized to sell hereunder is 3.0% of the gross proceeds of the Shares sold by it in the primary offering and accepted and confirmed by the Company, which commissions will be payable by the Dealer Manager. In addition, as compensation for continuing to service stockholders in accordance with Dealer’s internal policies and procedures, the Dealer will be paid a quarterly stockholder servicing fee in the aggregate amount of up to 4.0% of the gross proceeds of the Shares sold by it in the primary offering and accepted and confirmed by the Company, which stockholder servicing fee will accrue daily in an amount equal to 1/365th of 1.0% of the purchase price per Share (or, once reported by the Company, the amount of the Company’s estimated net asset value per share) of Shares sold, excluding Shares sold pursuant to the distribution reinvestment plan. The Company will cease paying the stockholder servicing fee with respect to Shares sold in the Offering at the earliest of (i) the date at which the aggregate underwriting compensation from all sources equals 10.0% of the gross proceeds from the sale of Shares in the primary portion of the Offering (i.e., excluding proceeds from sales pursuant to the distribution reinvestment plan); (ii) the fourth anniversary of the last day of the fiscal quarter in which the Offering (excluding the distribution reinvestment plan offering) terminates; (iii) the date that such Share is redeemed or is no longer outstanding; and (iv) the occurrence of a merger of the Company, listing of the Shares on a national securities exchange, or an extraordinary transaction by the Company. The stockholder servicing fee relates to the share or shares sold. The Dealer Manager may, in its discretion, re-allow to Dealers up to 100% of the stockholder servicing fee for services that such Dealers perform in connection with the Shares; provided, however, that the Dealer Manager will not re-allow the stockholder servicing fee to any Dealer if such Dealer has not executed a Participating Dealer Agreement with the Dealer Manager or if such Dealer’s previously execute...
Dealers’ Commissions. Except for discounts described in or as otherwise provided in the “Plan of Distribution” section of the Prospectus (as amended and supplemented), the Dealer’s selling commission applicable to the public offering price of the Shares sold by the Dealer, which it is authorized to sell hereunder, is as follows: Sales to an investor through a Dealer 6.0 % 3.0 % Sales to an investor who has a contract for investment advisory and related brokerage services that includes a fixed or “wrap” fee feature 0.0 % 0.0 % Sales to an investor who has a contract for a “commission replacement” account, which is an account in which securities are held for a fee only 0.0 % 0.0 % Sales to an investor who has engaged the services of a registered investment adviser with whom the investor has agreed to pay compensation for investment advisory services or other financial or investment advice (whether or not such adviser is affiliated with a Dealer) 0.0 % 0.0 % Sales to an investor investing through a bank acting as a trustee or fiduciary 0.0 % 0.0 % The 3.0% commission payable on Shares sold under the DRP shall be payable until such time as the Company ceases offering Shares under the DRP on such terms. At such time, the commission payable on sales made under the DRP shall be that contemplated pursuant to any new commission structure for the sale of shares under the DRP. The preceding commission (for the Dealer distribution channel) shall be adjusted for sales under the volume discount program discussed above as follows: 1 to 50,000 6.0 % 50,001 to 100,000 5.0 % 100,001 to 250,000 3.0 % 250,001 to 500,000 2.0 % 500,001 and up 1.0 % * All commission rates will be calculated assuming a $10.00 price per share. All selling commissions shall be based on Shares sold by such Dealer and accepted and confirmed by the Company, which commission will be paid by the Dealer Manager. For these purposes, a “sale of Shares” shall occur if and only if a transaction has closed with a subscriber for Shares pursuant to all applicable offering and subscription documents, payment for the Shares has been received in full in the manner provided in Section II hereof, the Company has accepted the subscription agreement of such subscriber and the Company has thereafter distributed the commission to the Dealer Manager in connection with such transaction. The Dealer affirms that the Dealer Manager’s liability for commissions payable is limited solely to the proceeds of commissions receivable from the Company and...
Dealers’ Commissions. The Dealer's compensation for the offering and sale of Units will be sales commissions of up to three and one half percent (3.5%), marketing incentive fees of up to one half of one percent (0.5%) and reimbursement of accountable expenses of up to one-half of one percent (0.5%) of gross proceeds of the offering. For these purposes, a "sale of Units" shall occur if and only if a transaction has closed with a purchaser of Units pursuant to all applicable offering and subscription documents and the Fund has thereafter distributed the commission to the Underwriter in connection with such transaction. The Dealer hereby waives any and all rights to receive payment of commissions due until such time as the Underwriter is in receipt of the commission from the Fund. The Dealer affirms that the Underwriter's liability for commissions payable is limited solely to the proceeds of commissions receivable associated therewith.
Dealers’ Commissions. The Dealer's compensation for the offering and sale of Notes will be sales commissions of up to four percent (4%), marketing incentive fees of up to one half of one percent (0.5%) and reimbursement of accountable expenses of up to one-half of one percent (0.5%) of the aggregate proceeds generated from the sale of Notes by such Dealer. For these purposes, a "sale of Notes" shall occur if and only if a transaction has closed with a purchaser of Notes pursuant to all applicable offering and subscription documents and the Company has thereafter distributed the commission to the Dealer Manager in connection with such transaction. The Dealer hereby waives any and all rights to receive payment of commissions due until such time as the Dealer Manager is in receipt of the commission from the Company. The Dealer affirms that the Dealer Manager's liability for commissions payable is limited solely to the proceeds of commissions receivable associated therewith.
Dealers’ Commissions. Except for discounts described in or as otherwise provided in the “Plan of Distribution” section of the Prospectus (as amended and supplemented), the Dealer’s selling commission applicable to the public offering price of the Shares sold by the Dealer, which it is authorized to sell hereunder, is as follows: Sales through a Dealer earning transaction-based compensation 7.0 %* 0.0 % Sales through all other distribution channels as described in the Prospectus 0.0 % 0.0 % * The Company will not pay any selling commissions in connection with Shares sold pursuant to the DRP. The preceding commission (for the Dealer distribution channel) shall be adjusted for sales under the volume discount program in accordance with the following table, which may be amended and supplemented by the Prospectus: Dollar Volume Shares Purchased Sales Commissions (Based on $10.00 Price Per Share) Dealer Manager Fee (Based on $10.00 Price Per Share) Price Per Share to Investor $ 0 to $ 499,999 7.0 % 3.0 % $ 10.00 $ 500,000 to $ 999,999 6.0 % 3.0 % $ 9.90 $ 1,000,000 to $1,999,999 5.0 % 3.0 % $ 9.80 $ 2,000,000 to $2,999,999 4.0 % 3.0 % $ 9.70 $ 3,000,000 to $3,999,999 3.0 % 2.5 % $ 9.55 $ 4,000,000 to $9,999,999 2.0 % 2.0 % $ 9.40 $10,000,000 and above 1.0 % 2.0 % $ 9.30
(1) Following the NAV pricing date, the percentage discounts on selling commissions and dealer manager fees set out above will be applied to the adjusted per share public offering price. The reduced selling commission and dealer manager fee will apply to the entire purchase until the NAV pricing date. All commission rates and dealer manager fees are calculated assuming a price per share of $10.00. For example, a purchase of 250,000 shares in a single transaction would result in selling commissions of $125,000 and dealer manager fees of $75,000. The Company will not pay any selling commissions or dealer manager fees in connection with Shares sold pursuant to the distribution reinvestment plan. All selling commissions shall be based on Shares sold by Dealer and accepted and confirmed by the Company, which commission will be paid by the Dealer Manager. For these purposes, a “sale of Shares” shall occur if and only if a transaction has closed with a subscriber for Shares pursuant to all applicable offering and subscription documents, payment for the Shares has been received in full in the manner provided in Section 2 hereof, the Company has accepted the subscription agreement of such subscriber and the Company has thereaft...
Dealers’ Commissions. Except for volume discounts and other special circumstances described in or as otherwise provided in the “Plan of Distribution” section of the Prospectus, the Dealer’s upfront selling commission applicable to the following Shares in the primary offering sold by Dealer which it is authorized to sell hereunder is (i) with respect to the Class T Shares sold in the primary offering, up to 3.00% of the transaction price per Class T Share and (ii) with respect to the Class S Shares sold in the primary offering, up to 3.50% of transaction price per Class S Share, which commission will be paid by the Dealer Manager. For these purposes, a “sale” of Class T Shares or Class S Shares shall occur if, and only if, a transaction has closed with a securities purchaser pursuant to all applicable offering and subscription documents, and the Company has thereafter distributed the commission to the Dealer Manager in connection with such transaction. There shall be no selling commission on Class D Shares or Class I Shares sold in the primary offering or on Shares sold pursuant to the Company’s distribution reinvestment plan. The Dealer hereby waives any and all rights to receive payment of commissions due until such time as the Dealer Manager is in receipt of the commission from the Company. The Dealer shall be responsible for implementing the volume discounts and other special circumstances described in or as otherwise provided in the “Plan of Distribution” section of the Prospectus. Requests to combine purchase orders of Class T or Class S Shares as a part of a combined order for the purpose of qualifying for discounts or fee waivers as described in the “Plan of Distribution” section of the Prospectus must be made in writing by the Dealer, and any resulting reduction in selling commissions or fee waivers will be prorated among the separate subscribers. As set forth in the Prospectus, the Dealer Manager shall receive an upfront asset-based dealer manager fee in an amount equal to 0.50% of the transaction price per Class T Share. At the Dealer Manager’s discretion, it may reallow a percentage of the dealer manager fee received on the Shares to the Dealer. In addition, as set forth in the Prospectus, for sales on or after November 27, 2018, the Dealer Manager shall receive a stockholder servicing fee that is payable in arrears on a monthly basis in an amount (i) with respect to the Class D Shares, equal to 0.25% per annum of the aggregate NAV of the Company’s outstanding Class ...
Dealers’ Commissions. The Dealer's compensation for the offering and sale of Units will be sales commissions of seven percent (7.0%) of the aggregate proceeds generated from the sale of Units by such Dealer. For these purposes, a "sale of Units" shall occur if and only if a transaction has closed with a Purchaser pursuant to all applicable offering and subscription documents and the Company has thereafter distributed the commission to the Dealer Manager in connection with such transaction. The Dealer hereby waives any and all rights to receive payment of commissions due until such time as the Dealer Manager is in receipt of the commission from the Manager. The Dealer affirms that the Dealer Manager's liability for commissions payable is limited solely to the proceeds of commissions receivable associated therewith. The parties hereby agree that the foregoing commission are not in excess of the usual and customary distributors' or sellers' commission received in the sale of securities similar to the Units, that Dealer's interest in the offering is limited to such commission from the Dealer Manager and Dealer's indemnity referred to in the Dealer Manager Agreement, that the Company is not liable or responsible for the direct payment of such commission to the Dealer.
