Management and Other Fees. (a) In consideration of the Services being rendered by the Managers, the Company will pay, or will cause to be paid, to the Managers an aggregate annual non-refundable and irrevocable management fee (the “Management Fee”) of $3,000,000, payable in quarterly installments in arrears at the end of each calendar quarter, subject to adjustment from time to time as set forth below. The initial Management Fee shall be pro rated to reflect the portion of the current calendar year which has elapsed prior to the Closing Date. The Management Fee shall be apportioned such that each Manager shall receive 50% of the Management Fee (including each installment payment thereof).
(b) In the event the Company or any of its subsidiaries enters into a business combination transaction with another entity that is large enough to constitute a “significant subsidiary” of the Company under any of the relevant tests contained in Regulation S-X as promulgated by the Securities and Exchange Commission, the Company and the Managers will mutually agree, following good faith negotiations, on an appropriate increase in the Management Fee as warranted by the increase in the consolidated size of the Company. Such increase in the Management Fee will be pro rated on the basis of the number of days elapsed in the then applicable quarter in which such transaction is consummated.
(c) To the extent the Company cannot pay, or cause to be paid, the Management Fee for any reason, including by reason of any prohibition on such payment pursuant to any applicable law or the terms of any agreement or indenture governing indebtedness of the Company or its subsidiaries, the payment by the Company or any of its subsidiaries to the Managers of the accrued and payable Management Fee will be deferred and will be payable immediately on the earlier of (i) the first date on which the payment of such deferred Management Fee is no longer prohibited under any such agreement or indenture applicable to the Company and the Company or its subsidiaries, as applicable, is otherwise able to make such payment, or cause such payment to be made and (ii) total or partial liquidation, dissolution or winding up of the Company. Notwithstanding anything to the contrary herein, under any applicable law or under any contract applicable to the Company or its subsidiaries, any forbearance of collection of the Management Fee by either Manager shall not be deemed to be a subordination of such payments to any other person, entity or cre...
Management and Other Fees. (a) As compensation for the management services to be performed by Kin Risk Management as Attorney-in-Fact on behalf of KIN as set forth in Section 2 above, KIN agrees that Kin Risk Management is authorized to retain the following percentages of annual gross written premiums:
( i ) for underwriting and marketing management services provided to KIN, Kin Risk Management will receive as compensation an amount equal to seventeen percent (17%) of the annual gross premium written by KIN.
(ii) for services provided in the servicing and management of claims, Kin Risk Management will receive as compensation an amount equal to five percent (5%) of the annual gross premium written by KIN.
(b) The percentages set forth in Section 3(a) above may be adjusted at any time as agreed to by both KIN and Kin Risk Management, subject to the written approval of the Florida Office of Insurance Regulation. However, the underwriting and marketing fees set forth in Section 3(a)(i) shall never be below 10% or above 20% of annual gross premium. Any changes to the percentages will be disclosed, in advance, to the Subscribers.
Management and Other Fees. Members are responsible for payment of all maintenance and other fees payable by the person to his Home Resort or Home Group in respect of the Accommodation deposited or ceded by such Member into the Network and the Network Administrator reserves the right to suspend or cancel Reservations (or the right of such Member to make Reservations) in the event that it is informed by the applicable Home Resort or Home Group that such fees are unpaid.
Management and Other Fees. 6.1. MANAGER shall receive a fixed management fee (“Management Fee”) as compensation for Property Management Services performed for DISTRICT under this Agreement. In addition to all services expressly required by this Agreement, Property Management Services shall include monthly and other periodic meetings with DISTRICT regarding integration or consideration of the Santa Ana River Mainstem Project construction, environmental responsibilities, recreation planning activities, and Prado Dam operations in relation to providing Property Management Services. Such meetings, discussion and any corresponding preliminary analysis by MANAGER is considered part of MANAGER’S obligations under this Agreement, in addition to routine responsibility to facilitate improved golf operation and revenues resulting from MANAGER’S Property Management practices.
6.2. In addition to the Management Fee, the Director may authorize extra work (“Extra Work”) assignments to MANAGER as described in Clause 7., herein.
6.3. The Management Fee shall be as follows: Time Period Total Annual Amount Monthly Payment During first 12 months $162,500.00 $13,541.67 During second 12 months $16750000 $13,958.33 During third 12 months $172,500.00 $14,375.00 During fourth 12 months $177,500.00 $14,791.67 During fifth 12 months* $182,500.00 $15,208.33 *(ff two year extension authorized by Board) The Management Fee shall be directly paid to MANAGER by DISTRICT, starting thirty (30) days after Board approval of this Agreement in equal monthly increments, except when withheld due to non-compliance, and/or audits and reconciliations as specified in this Agreement, including the Concession Agreement. The Management Fee shall be as follows: Time Period Total Annual Amount Monthly Payment During first 12 months $162,500.00 $13,541.67 During second 12 months $167,500.00 $13,958.33 During third 12 months $172,500.00 $14,375.00 During fourth 12 months $177,500.00 $14,791.67 During fifth 12 months $182,500.00 $15,208.33 During sixth 12 months $160,000.00 $13,333.33 During seventh 12 months $165,000.00 $13,750.00 During eighth 12 months $170,000.00 $14,166.67 The Management Fee shall be directly paid to MANAGER by DISTRICT, starting thirty (30) days after Board approval of this Agreement in equal monthly increments, except when withheld due to non-compliance, and/or audits and reconciliations as specified in this Agreement, including the Concession Agreement.
6.4. DISTRICT agrees to pay MANAGER, in addition to the M...
Management and Other Fees. The Owner and the Manager agree and covenant that the following provisions will govern the computation and distribution of rental income: 管理及其他费用｡ 业主及管理人员同意及约定以下条款将支配租赁收入的计算及分配｡
Management and Other Fees. Without the prior written consent of the Required Lenders, Holdings and the Borrower will not, nor will it permit any of its Subsidiaries to, pay or accrue any fees to the Sponsor or any of its Affiliates pursuant to any Management Agreement or otherwise; provided that the Sponsor may be reimbursed for reasonable out-of-pocket expenses actually incurred and paid by the Sponsor on behalf of Holdings, the Borrower and their Subsidiaries and which are customarily reimbursed in the financial advisory services industry (excluding, however, any fees and expenses incurred to perform any administrative or management functions which are typically performed by officers, directors and employees of companies similar to Holdings, the Borrower and its Subsidiaries).
Management and Other Fees. (a) As compensation for the management services to be performed by the Attorney as Attorney-in-Fact on behalf of the Exchange as set forth in Section 2 above, the Exchange agrees that the Attorney is authorized to retain as compensation an amount equal to seventeen percent (17%) of the annual gross premium written by the Exchange for underwriting and marketing management services provided to the Exchange (the “Attorney Management Fee”). For the avoidance of doubt, subscriber surplus contributions are not premium and shall not be included in the calculation of annual gross premium written by the Exchange. Additionally, the Exchange will compensate Inness Claims Services LLC for claims management pursuant to a Claims Service Agreement. The Attorney will compensate Inness Insurance Managers LLC for services pursuant to a Managing General Agency Agreement out of its Attorney Management Fee.
(b) The percentage set forth in Section 3(a) above may be adjusted at any time as agreed to by both the Exchange and the Attorney, subject to the written approval of the Florida Office of Insurance Regulation and compliance with any applicable covenants in surplus notes issued by the Exchange.
Management and Other Fees. (a) As compensation for the management services to be performed by Kin Risk Management Nexus as Attorney-in-Fact on behalf of KIN as set forth in Section 2 above, KIN agrees that Kin Risk Management Nexus is authorized to retain the following percentages of annual gross earned premiums:
(i) for underwriting and marketing management services provided to KIN, Kin Risk Management Nexus will receive as compensation an amount equal to seventeen percent (17%) of the annual gross premium earned by KIN.
(ii) for services provided in the servicing and management of claims, Kin Risk Management Nexus will receive as compensation an amount equal to five percent (5%) of the annual gross premium earned by KIN.
(b) The percentages set forth in Section 3(a) above may be adjusted at any time as agreed to by both KIN and Kin Risk Management Nexus, subject to the written approval of the Arizona Department of Insurance and Financial Institutions. However, the underwriting and marketing fees set forth in Section 3(a)(i) shall never be below 10% or above 20% of annual gross premium. Any changes to the percentages will be disclosed, in advance, to the Subscribers. Kin Risk Management Nexus will refund to KIN any unearned subscribers fees on a pro-rata basis for cancelled policies.
Management and Other Fees. Except as set forth on Schedule 6.08, pay any management, consulting or similar fees to any Affiliate or to any director, officer or employee of Holdings or any Loan Party except for customary fees to directors.
Management and Other Fees. The Company shall pay to the Persons named in Schedule 3.6 those fees described in such Schedule and, at or about Closing, shall enter into an agreement with such Persons reflecting the same and the services to be provided.
