Description of Investor Services on a Continuous Basis Sample Clauses
Description of Investor Services on a Continuous Basis. The Sub-Administrator will perform the following services if required by the Administrator with respect to each Fund:
(i) Maintain the register of Members or Shareholders of the Fund, as the case may be, and enter on such register all issues, transfers and repurchases of Interests in the Fund;
(ii) Receive, process and maintain investor subscriptions for purchase of Interests to confirm such subscriptions are received in good order. For the avoidance of doubt, the Sub-Administrator’s processing of any investor subscription documents for “good order” shall be limited to reviewing such documents for completion only; nothing in this Agreement shall be construed as imposing upon the Sub-Administrator an obligation to conduct a substantive review of any investor subscription documents on behalf of the Administrator or a Fund for compliance with the Securities Laws (including, without limitation, Regulation D under the 0000 Xxx) or other applicable laws and regulations, or to confirm the accuracy of representations made in any subscription documents by an investor. As between the Sub-Administrator and the Administrator, the Administrator shall be responsible for final approval of investors into a Fund;
(iii) Coordinate the printing and mailing of periodic tender offers, track responses and tabulate offer results;
Description of Investor Services on a Continuous Basis. The Sub-Administrator will perform the following functions:
(i) Maintain the register of Members and enter on such register all issues, transfers and repurchases of interests in each Fund;
(ii) Arrange for the calculation of the issue and repurchase prices of interests in each Fund in accordance with the Fund's LLC Agreement;
(iii) Allocate income, expenses, gains and losses to individual Members' capital accounts in accordance with each Fund's LLC Agreement;
(iv) Calculate the Incentive Allocation in accordance with each Fund's LLC Agreement and reallocate corresponding amounts from the applicable Members' accounts to the Adviser's account; and
(v) Coordinate the annual mailing of Form K-1 prepared by the audit firm to each Member in accordance with applicable tax regulations.
(vi) Provide statements to Members on a monthly basis or as frequently as may otherwise be agreed that set forth the value of and appropriate detail for the Members' Interests in each Fund [END OF SCHEDULE A] SCHEDULE B Fees & EXPENSES Administration, Accounting Services and Investor Servicing Fee (Monthly Valuation): Asset Based Fees - calculated on the net assets of the Fund ---------------------------------------- ASSET LEVEL PER FUND ---------------------------------------- FIRST $500 MILLION 10 BP ---------------------------------------- EXCESS OF $500 MILLION 8 BP ---------------------------------------- Annual Minimum Fees - calculated monthly and paid quarterly ---------------------------------------- PER FUND ---------------------------------------- MINIMUM $60,000 ---------------------------------------- INVESTOR SERVICING FEE: Annual charge of $20,000 per Fund (1/4th payable each quarter), plus: o $40 annual per investor account charge o $25 per new investor set up charge (one-time), plus o $12 per investor transaction OTHER: All reasonable out of pocket expenses (i.e., blue sky fees, fulfillment charges, pricing service fees, postage, independent board members, registration fees, facsimile and telephone charges) incurred by the Sub-Administrator on behalf of the Fund(s) would be billed to the Fund(s) quarterly in arrears.
Description of Investor Services on a Continuous Basis. The Sub-Administrator will perform the following functions with respect to each Fund:
(i) Maintain the register of members and enter on such register all issues, transfers and repurchases of Interests;
(ii) Arrange for the calculation of the issue and repurchase prices of Interests in accordance with the Fund’s LLC Agreement;
(iii) Allocate income, expenses, gains and losses to individual members’ capital accounts in accordance with the Fund’s LLC Agreement;
(iv) Calculate the incentive fee in accordance with the Fund’s LLC Agreement and reallocate corresponding amounts from the members’ accounts to the account of Mercantile Capital Advisors, Inc., the Fund’s investment manager;
(v) Coordinate the annual mailing of Form K-1 prepared by the audit firm to each member in accordance with applicable tax regulations; and
(vi) Provide statements to members on a monthly basis or as frequently as may otherwise be agreed that set forth the value of and appropriate detail for the members’ Interests.
Description of Investor Services on a Continuous Basis. PFPC will perform the following functions:
(i) Maintain the register of Members and enter on such register all issues, transfers and repurchases of interests in the Fund;
(ii) Arrange for the calculation of the issue and repurchase prices of interests in the Fund in accordance with the Limited Liability Company Agreement and the Fund's then current prospectus and statement of additional information;
(iii) Allocate income, expenses, gains and losses to individual Members' capital accounts in accordance with applicable tax laws and with the Fund's then current prospectus and statement of additional information;
(iv) Calculate the Incentive Allocation in accordance with the Fund's then current prospectus and statement of additional information and reallocate corresponding amounts from the applicable Members' accounts to the Manager's account;
(v) Prepare and mail annually to Members a Form K-1 in accordance with applicable tax regulations; and
(vi) Mail tender offers to Members for purposes of executing repurchases.
Description of Investor Services on a Continuous Basis. PNC will perform the following services if required with respect to the Fund:
(i) Maintain the register of Shareholders of the Fund and enter on such register all issues, transfers and repurchases of Shares in the Fund; and
(ii) In coordination with the Fund’s accounting agent, arrange for the calculation of the issue and repurchase prices of Shares in the Fund in accordance with the LLC Agreement.
Description of Investor Services on a Continuous Basis. PFPC will perform the following functions:
(a) Maintain the register of Members of the Fund and enter on such register all issues, transfers, and repurchases of units in the Fund;
(b) Calculate monthly the issue and repurchase prices of units in the Fund in accordance with the Operating Agreement;
(c) Allocate income, expenses, gains, and losses to individual Member's capital accounts in accordance with the Fund's Operating Agreement;
(d) Calculate the Incentive Allocation, if applicable, in accordance with the Operating Agreement and Prospectus and reallocate corresponding amounts from the applicable Members' capital accounts to the board of directors' capital account;
(e) Prepare and mail annually to Members any required Form K-1 in accordance with applicable tax regulations;
(f) Prepare tax return for federal, state, and other required income tax returns;
(g) Prepare and distribute estimated interim tax reports once per year before April 15 of the following year;
(h) Coordinate with fulfillment contractor the mailing of prospectuses and subscription documents;
(i) Process direct payments and wires; and
(j) Confirm account activity.
Description of Investor Services on a Continuous Basis. The Administrator will perform the following services if required with respect to the Funds:
(i) Maintain the register of Shareholders of the Funds and enter on such register all issues, transfers and repurchases of Shares in the Funds; and
(ii) In coordination with a Fund’s accounting agent, arrange for the calculation of the issue and repurchase prices of Shares in the Funds in accordance with the LLC Agreement.
Description of Investor Services on a Continuous Basis. PFPC will perform the following investor services if required with respect to the Fund:
(i) Maintain the register of Shareholders of the Fund, which shall include the name, address and tax identification of Shareholders, and enter on such register all issues, transfers and repurchases of Shares in the Fund;
(ii) Arrange for the calculation of the issue and repurchase prices of Shares in the Fund in accordance with the procedures set forth in the Prospectus and Organizational Documents;
(iii) Process subscriptions in accordance with the Prospectus and Organizational Documents. Such processing shall include PFPC’s review of a prospective investor’s completed subscription application/agreement as required by the Fund (“Subscription Documents”). Upon determining that such Subscription Documents have been fully completed, PFPC shall forward the completed Subscription Documents to the Fund or its designee for final approval of the prospective investor’s admission into the Fund. For the avoidance of doubt, the parties understand and agree that PFPC’s review of Subscription Documents hereunder shall be limited to its review of such Subscription Documents for completion only. Nothing herein shall impose upon PFPC an obligation to conduct a substantive review of Subscription Documents (for compliance with any requirements under Regulation D under the 1933 Act or otherwise), nor shall PFPC be deemed to be exercising any power or authority on behalf of the Fund to approve a prospective investor as eligible or qualified to invest in the Fund;
(iv) Process repurchases in accordance with the procedures set forth in the Prospectus and Organizational Documents;
(v) Coordinate the printing, mailing and tracking of periodic tender offers (e.g., collect responses to tender offers, verify completed form is in good order and timely, and provide daily tender offer reports and final tender offer report), and prepare promissory notes promptly after the close of the tender period;
(vi) Process all requests to transfer Shares in accordance with the transfer procedures set forth in the Prospectus, and effectuate a transfer of Shares upon receipt of Written Instructions;
(vii) Upon Written Instructions, process and execute the distribution of dividends and other distributions to Members, to the extent applicable, in accordance with the Prospectus and the Organizational Documents;
(viii) Forward any Shareholder inquiries to the Fund and assist the Fund in responding to such inquiries w...
Description of Investor Services on a Continuous Basis. The Administrator will perform the following functions:
(i) Maintain the register of investors and enter on such register all issues, transfers and repurchases of Interests in the Fund;
(ii) Arrange for the calculation of the issue and repurchase prices of Interests in the Fund in accordance with the Fund's governing documents;
(iii) Provide statements to investors on a quarterly basis or as frequently as may otherwise be agreed that set forth the value of and appropriate detail for the investors' Interests in the Fund. [END OF SCHEDULE A] SCHEDULE B FEES & EXPENSES ADMINISTRATION, ACCOUNTING SERVICES AND INVESTOR SERVICING FEE: Asset Based Fees - calculated on the net assets of the Fund ASSET LEVEL FUND FIRST $150 MILLION BP NEXT OF $150 MILLION BP EXCESS OF $300 MILLION BP Annual Minimum Fees - calculated and paid monthly FUND MINIMUM PER FUND+ $ INVESTOR SERVICING FEE:* - Annual charge of $12,000 (1/12th paid each month), plus - $20 annual per investor account charge first 1,500 accounts - $18 annual per investor account charge over 1,500 accounts - $25 per new investor set up charge first 1,500 accounts - $23 per new investor set up charge over 1,500 accounts - $12 per investor fulfillment item/phone call (i.e., offering documents, annual reports, prospectuses) INTERNET ACCESS TO REGISTRAR SYSTEM: $500 per month maintenance fee OTHER: All reasonable out of pocket expenses (i.e., blue sky fees, fulfillment charges, pricing service fees, postage, registration fees, facsimile and telephone charges) incurred by the Administrator on behalf of the Fund will be billed to the Fund quarterly in arrears. Tax Services (1099's, etc) are not included in the above fee and will be specifically addressed with the client upon completion of the offering documents.
Description of Investor Services on a Continuous Basis. The Administrator will perform the following functions:
(i) Maintain the register of Members and enter on such register all issues, transfers and repurchases of Units in Portfolio Fund;
(ii) Arrange for the calculation of the issue and repurchase prices of Units in Portfolio Fund in accordance with Portfolio Fund's LLC Agreement;
(iii) Allocate income, expenses, gains and losses to individual Members' capital accounts in accordance with Portfolio Fund's LLC Agreement;
(iv) Assist with Member inquiries regarding Portfolio Fund, capital account balances and transactions; and verify member identity; and
(v) Provide statements to Members on a quarterly basis or as frequently as may otherwise be agreed that set forth the value of and appropriate detail for the Members' Units in Portfolio Fund.