Common use of Distribution Fee Clause in Contracts

Distribution Fee. Upon the terms set forth in the Prospectus and subject to the limitations set forth below, during the Primary Offering, and with respect to Class T Shares purchased in the Primary Offering only, the Company will pay to the Dealer Manager a distribution and servicing fee that accrues daily equal to 1/365th of up to 1.0% of the most recent offering price per Class T Share on a continuous basis from year to year (the “Distribution and Servicing Fee”), for providing the services described in Exhibit A attached hereto; provided, however, that upon the termination of the Primary Offering, the Distribution and Servicing Fee shall be an amount that accrues daily equal to 1/365th of up to 1.0% of the most recent estimated NAV per Class T Share on a continuous basis from year to year. The Company will pay the Distribution and Servicing Fee to the Dealer Manager on a monthly basis in arrears. The Dealer Manager may reallow the Distribution and Servicing Fee to Participating Broker-Dealers as marketing fees or to defray other distribution-related expenses. Such reallowance, if any, shall be determined by the Dealer Manager in its sole discretion based on factors including, but not limited to, the level of services that each such Participating Broker-Dealer performs, including ministerial, record-keeping, sub-accounting, stockholder services and other administrative services in connection with the distribution of the Class T Shares. The Dealer Manager’s reallowance of Distribution and Servicing Fees to a particular Participating Broker-Dealer shall be described in Schedule 1 to the Participating Broker-Dealer Agreement with such Participating Broker-Dealer. The Company’s obligations to pay the Distribution and Servicing Fee to the Dealer Manager will survive until the earliest to occur of the following: (i) a listing of the Class T Shares on a national securities exchange, (ii) following the completion of the Offering, total underwriting compensation in the Offering equaling 10% of the gross proceeds from the Primary Offering, (iii) there are no longer any Class T Shares outstanding, or (iv) the fourth anniversary of the last day of the fiscal quarter in which the Primary Offering terminates. The Company will not pay to the Dealer Manager any Distribution and Servicing Fees in connection with the purchase of any Class A Shares, Class I Shares or the purchase of any Class T Shares pursuant to the DRP.

Distribution Fee. Upon the terms set forth in the Prospectus and subject to the limitations set forth below, during the Primary Offering, and with respect to Class T Shares purchased in the Primary Offering only, the The Company will pay to the Dealer Manager a distribution and servicing fee with respect to the outstanding Class T Shares only that accrues daily equal to 1/365th of up to 1.00.80% of the most recent offering amount of the purchase price per share (or, once reported, the net asset value for the Class T Share Shares for such day) on a continuous basis from year to year (the “Distribution and Servicing Fee”), for providing the services described in Exhibit A attached hereto; provided, however, that upon the termination of the Primary Offering, the Distribution and Servicing Fee shall be an amount that accrues daily equal not begin to 1/365th of up accrue until the date upon which the Company has received and accepted subscriptions for the Minimum Offering and the Escrow Agent has released the proceeds from the Escrow Account to 1.0% of the most recent estimated NAV per Class T Share on a continuous basis from year to yearCompany. The Company will pay the Distribution and Servicing Fee to the Dealer Manager on a monthly basis in arrears. The Dealer Manager may reallow the Distribution and Servicing Fee to Participating Broker-Dealers as marketing fees or to defray other distribution-related expenses. Such reallowance, if any, shall be determined by the Dealer Manager in its sole discretion based on factors including, but not limited to, the level of services that each such Participating Broker-Dealer performs, including ministerial, record-keeping, sub-accounting, stockholder services and other administrative services in connection with the distribution of the Class T Shares. The Dealer Manager’s reallowance of Distribution and Servicing Fees to a particular Participating Broker-Dealer shall be described in Schedule 1 to the Participating Broker-Dealer Agreement with such Participating Broker-Dealer. The Company’s obligations to pay the Distribution and Servicing Fee to the Dealer Manager will survive until the earliest to occur of the following: (i) a listing of the Class T Shares on a national securities exchange, (ii) following the completion of the Offering, total underwriting compensation in the Offering equaling 10% of the gross proceeds from the Primary Offering, (iii) there are no longer any such Class T Shares outstanding, no longer being outstanding or (iv) the fourth anniversary termination of the last day of the fiscal quarter in which the Primary Offering terminatesthis Agreement. The Company will not pay to the Dealer Manager any Distribution and Servicing Fees in connection with respect to the purchase of any Class A Shares, Class I Shares or the purchase of any to Class T Shares pursuant to purchased under the DRP.

Distribution Fee. Upon the terms set forth in the Prospectus and subject to the limitations set forth below, during the Primary Offering, and with respect to Class T Shares purchased in the Primary Offering only, the The Company will pay to the Dealer Manager a distribution and servicing fee with respect to the outstanding Class C Shares only that accrues daily equal to 1/365th of up to 1.00.80% of the most recent offering amount of the purchase price per share (or, once reported, the net asset value for the Class T Share C Shares for such day) on a continuous basis from year to year (the “Distribution and Servicing Fee”), for providing the services described in Exhibit A attached hereto; provided, however, that upon the termination of the Primary Offering, the Distribution and Servicing Fee shall be an amount that accrues daily equal not begin to 1/365th of up accrue until the date upon which the Company has received and accepted subscriptions for the Minimum Offering and the Escrow Agent has released the proceeds from the Escrow Account to 1.0% of the most recent estimated NAV per Class T Share on a continuous basis from year to yearCompany. The Company will pay the Distribution and Servicing Fee to the Dealer Manager on a monthly basis in arrears. The Dealer Manager may reallow the Distribution and Servicing Fee to Participating Broker-Dealers as marketing fees or to defray other distribution-related expenses. Such reallowance, if any, shall be determined by the Dealer Manager in its sole discretion based on factors including, but not limited to, the level of services that each such Participating Broker-Dealer performs, including ministerial, record-keeping, sub-accounting, stockholder services and other administrative services in connection with the distribution of the Class T C Shares. The Dealer Manager’s reallowance of Distribution and Servicing Fees to a particular Participating Broker-Dealer shall be described in Schedule 1 to the Participating Broker-Dealer Agreement with such Participating Broker-Dealer. The Company’s obligations to pay the Distribution and Servicing Fee to the Dealer Manager will survive until the earliest to occur of the following: (i) a listing of the Class T C Shares on a national securities exchange, (ii) following the completion of the Offering, total underwriting compensation in the Offering equaling 10% of the gross proceeds from the Primary Offering, (iii) there are such Class C Shares no longer any Class T Shares outstanding, being outstanding or (iv) the fourth anniversary termination of the last day of the fiscal quarter in which the Primary Offering terminatesthis Agreement. The Company will not pay to the Dealer Manager any Distribution and Servicing Fees in connection with respect to the purchase of any Class A Shares, Class I Shares or the purchase of any to Class T C Shares pursuant to purchased under the DRP.

Distribution Fee. Upon the terms set forth in the Prospectus and subject to the limitations set forth below, during the Primary Offering, and with respect to Class T Shares purchased in the Primary Offering only, the The Company will pay to the Dealer Manager a distribution and servicing fee with respect to the outstanding Class C Shares only that accrues daily equal to 1/365th of up to 1.00.80% of the most recent offering amount of the purchase price per share (or, once reported, the net asset value for the Class T Share C Shares for such day) on a continuous basis from year to year (the “Distribution and Servicing Fee”), for providing the services described in Exhibit A attached hereto; provided, however, that upon the termination of the Primary Offering, the Distribution and Servicing Fee shall be an amount that accrues daily equal not begin to 1/365th of up accrue until the date upon which the Company has received and accepted subscriptions for the Minimum Offering and the Escrow Agent has released the proceeds from the Escrow Account to 1.0% of the most recent estimated NAV per Class T Share on a continuous basis from year to yearCompany. The Company will pay the Distribution and Servicing Fee to the Dealer Manager on a monthly basis in arrears. The Dealer Manager may reallow the Distribution and Servicing Fee to Participating Broker-Soliciting Dealers as marketing fees or to defray other distribution-related expenses. Such reallowance, if any, shall be determined by the Dealer Manager in its sole discretion based on factors including, but not limited to, the level of services that each such Participating Broker-Soliciting Dealer performs, including ministerial, record-keeping, sub-accounting, stockholder services and other administrative services in connection with the distribution of the Class T C Shares. The Dealer Manager’s reallowance of Distribution and Servicing Fees to a particular Participating Broker-Soliciting Dealer shall be described in Schedule 1 to the Participating Broker-Soliciting Dealer Agreement with such Participating Broker-Soliciting Dealer. The Company’s obligations to pay the Distribution and Servicing Fee to the Dealer Manager will survive until the earliest to occur of the following: (i) a listing of the Class T C Shares on a national securities exchange, (ii) following the completion of the Offering, total underwriting compensation in the Offering equaling 10% of the gross proceeds from the Primary Offering, (iii) there are such Class C Shares no longer any Class T Shares outstanding, being outstanding or (iv) the fourth anniversary termination of the last day of the fiscal quarter in which the Primary Offering terminatesthis Agreement. The Company will not pay to the Dealer Manager any Distribution and Servicing Fees in connection with respect to the purchase of any Class A Shares, Class I Shares or the purchase of any to Class T C Shares pursuant to purchased under the DRP.

Distribution Fee. Upon the terms set forth in the Prospectus and subject to the limitations set forth below, during the Primary Offering, and with respect to Class T Shares purchased in the Primary Offering only, the The Company will pay to the Dealer Manager a distribution and servicing fee with respect to the outstanding Class A Shares that accrues daily equal to 1/365th of up to 1.00.50% of the most recent offering price per Company’s NAV allocable to the outstanding Class T Share on a continuous basis from year to year A Shares each day (the “Class A Distribution and Servicing Fee”), for providing . The Company will pay to the services described in Exhibit A attached hereto; provided, however, that upon Dealer Manager a distribution fee with respect to the termination of the Primary Offering, the Distribution and Servicing Fee shall be an amount outstanding Class T Shares that accrues daily equal to 1/365th of up to 1.01.00% of the most recent estimated Company’s NAV per allocable to the outstanding Class T Share on a continuous basis from year to yearShares each day (the “Class T Distribution Fee” and, together with the Class A Distribution Fee, the “Distribution Fees”). The Company will pay the Distribution and Servicing Fee Fees to the Dealer Manager on a monthly basis in arrears. The Dealer Manager may reallow the Distribution and Servicing Fee Fees to Participating Broker-Dealers as marketing fees or to defray other distribution-related expenses. Such reallowance, if any, shall be determined by the Dealer Manager in its sole discretion based on factors including, but not limited to, the level of services that each such Participating Brokerbroker-Dealer dealer performs, including ministerial, record-keeping, sub-accounting, stockholder services and other administrative services in connection with the distribution of the Class A Shares and the Class T Shares. The Dealer Manager’s reallowance of Distribution and Servicing Fees to a particular Participating Broker-Dealer shall be described in Schedule 1 to the Participating Broker-Dealer Agreement with such Participating Broker-Dealer. The Company’s obligations to pay the Class A Distribution and Servicing Fee to the Dealer Manager will survive until the earliest to occur of (i) a listing of the following: Class A Shares on a national securities exchange, (ii) the Class A Shares no longer being outstanding, as a result of, without limitation, upon their redemption or other repurchase by the Company, upon the Company’s dissolution or upon a merger or extraordinary transaction to which the Company is a party pursuant to which the Shares are exchanged for cash or other securities, (iii) as of the end of the applicable time period prescribed by applicable FINRA rules or regulations, the date at which total underwriting compensation paid with respect to the Offering as (defined in accordance with applicable FINRA Rules) equals 10% of the gross proceeds from the sale of Primary Shares or (iv) the termination of this Agreement. The Company’s obligations to pay the Class T Distribution Fee to the Dealer Manager will survive until the earliest to occur of (i) a listing of the Class T Shares on a national securities exchange, (ii) following the completion Class T Shares no longer being outstanding, as a result of, without limitation, upon their redemption or other repurchase by the Company, upon the Company’s dissolution or upon a merger or extraordinary transaction to which the Company is a party pursuant to which the Shares are exchanged for cash or other securities, (iii) as of the Offeringend of the applicable time period prescribed by applicable FINRA rules or regulations, the date at which total underwriting compensation in paid with respect to the Offering equaling as (defined in accordance with applicable FINRA Rules) equals 10% of the gross proceeds from the sale of Primary OfferingShares, (iiiiv) there are no longer any with respect to the Class T Shares outstandingheld in a particular stockholder account, at the end of the month in which total underwriting compensation paid to Participating Broker-Dealers and the Dealer Manager with respect such Class T Shares in the stockholder account would be in excess of 10% of the total gross investment amount in Class T Shares held in such account determined at the time of the most recent purchase of the Class T Shares held in such account, which shall be tracked by the Company, or its agent, and for which the Company, or its agent, will provide the Account Conversion Report from the agent as soon as practicably available each month, or (ivv) the fourth anniversary termination of the last day of the fiscal quarter in which the Primary Offering terminates. The Company will not pay to the Dealer Manager any Distribution and Servicing Fees in connection with the purchase of any Class A Shares, Class I Shares or the purchase of any Class T Shares pursuant to the DRPthis Agreement.

Distribution Fee. Upon the terms set forth in the Prospectus and subject to the limitations set forth below, during the Primary Offering, and with respect to Class T Shares purchased in the Primary Offering only, the The Company will pay to the Dealer Manager a distribution and servicing fee with respect to the outstanding Class T Shares only that accrues daily equal to 1/365th of up to 1.0% of the most recent offering amount of the purchase price per share (or, once reported, the net asset value for the Class T Share Shares for such day) on a continuous basis from year to year (the “Distribution and Servicing Fee”), for providing the services described in Exhibit A attached hereto; provided, however, that upon the termination of the Primary Offering, the Distribution and Servicing Fee shall be an amount that accrues daily equal to 1/365th of up to 1.0% of the most recent estimated NAV per Class T Share on a continuous basis from year to year. The Company will pay the Distribution and Servicing Fee to the Dealer Manager on a monthly basis in arrears. The Dealer Manager may reallow the Distribution and Servicing Fee to Participating Broker-Dealers as marketing fees or to defray other distribution-related expenses. Such reallowance, if any, shall be determined by the Dealer Manager in its sole discretion based on factors including, but not limited to, the level of services that each such Participating Broker-Dealer performs, including ministerial, record-keeping, sub-accounting, stockholder services and other administrative services in connection with the distribution of the Class T Shares. The Dealer Manager’s reallowance of Distribution and Servicing Fees to a particular Participating Broker-Dealer shall be described in Schedule 1 to the Participating Broker-Dealer Agreement with such Participating Broker-Dealer. The Company’s obligations to pay the Distribution and Servicing Fee to the Dealer Manager will survive until the earliest to occur of the following: (i) a listing of the Class T Shares on a national securities exchange, (ii) following the completion of the Offering, total underwriting compensation in the Offering equaling 10% of the gross proceeds from the Primary Offering, (iii) there are no longer any such Class T Shares no longer being outstanding, or (iv) the fourth anniversary passage of four years following the last day of the fiscal quarter first Class T Share purchased in which the Primary Offering terminatesOffering. The Company will not pay to the Dealer Manager any Distribution and Servicing Fees in connection with respect to the purchase of any Class A Shares, Class I Shares or the purchase of any to Class T Shares pursuant to purchased under the DRP.