Management Fee; Payment of Certain Costs and Expenses Sample Clauses

Management Fee; Payment of Certain Costs and Expenses. (a) The Partnership shall pay the Investment Manager a monthly management fee (the "Management Fee") of 0.1666% (2.00% annualized) of the balance of each Capital Account before deduction of any accrued Management Fees or the Incentive Allocation (and adjusted for any withdrawals or distributions made during the relevant period), calculated as of and paid promptly following, the end of each month. (b) The Capital Accounts of the General Partner and Feeder Fund I shall not be subject to the Management Fee. The General Partner, in its sole discretion, may elect to reduce, waive or calculate differently the Management Fee with respect to any Capital Account including, without limitation, Capital Accounts established for Affiliates or employees of the General Partner or the Investment Manager, members of the immediate families of such persons, and trusts or other entities for their benefit, without the approval of any other Limited Partners. (c) In consideration for the Management Fee, the Investment Manager shall provide the Partnership with office space, utilities and secretarial, clerical and other personnel. The Investment Manager shall bear the costs of providing such goods and services (except to the extent borne by the Partnership in accordance with Section 4.07(d)), and all of its own overhead costs and expenses, except to the extent such goods, services, costs and expenses are provided for through soft dollars generated by the Partnership as permitted hereunder. (d) The Partnership shall bear its own ordinary and extraordinary operating expenses, including, but not limited to, legal, bookkeeping, accounting, auditing, recordkeeping, administration, computer, software and clerical expenses (including expenses incurred in preparing reports for Limited Partners and regulatory authorities and expenses for specialized administrative services), printing and duplication expenses, data and information services and systems, client services, mailing expenses, investment-related expenses (including, without limitation, investment-related travel expenses and expenses related to the conduct of an activist campaign, proxy contests and tender offers), the Management Fee, the expenses of the organization of the Partnership and the offering of Interests and filing fees, directors' and officers' insurance and such other related expenses and extraordinary expenses (including indemnification), as incurred, and all transaction expenses. Such expenses, other than the Manage...
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Management Fee; Payment of Certain Costs and Expenses. (a) Starting on April 1, 2006, the Partnership will pay a quarterly management fee on the first day of each quarter (the "Management Fee") to the Management Company of such percentage as it may agree in respect of each class of Limited Partner that it may designate of the beginning Capital Account (as defined in Section 3.03) of each Limited Partner in such class for the quarter. A PRO RATA portion of the quarterly Management Fee will be paid out of any capital contributions made by new or existing Limited Partners to the Partnership on any date that does not fall on the first day of a fiscal quarter. Such fee will be paid upon contribution of the funds to the Partnership. In the case of a withdrawal by a Limited Partner other than as of the last day of a quarter, a PRO RATA portion of the Management Fee (based on the actual number of days remaining in such partial quarter) will be repaid by the Management Company to the Partnership and distributed to the withdrawing Limited Partner. (b) The General Partner's capital account will not be debited with any Management Fee. The Management Company may, in its sole discretion, waive, reduce or calculate differently the Management Fee in respect of direct and indirect holdings of Affiliated Investors or in respect of any other Limited Partner. (c) In consideration of the Management Fees, the Management Company will bear the administrative expenses of the Partnership, including costs and expenses related to salaries, employee benefits and bonuses of employees, occupancy expenses and accounting expenses (other than accounting expenses relating to investments or prospective investments and audit and tax return preparation fees). (d) The Partnership will bear its own expenses including, but not limited to, expenses relating to the cost of purchasing investments (e.g., brokerage commissions and trading costs), fees of the Administrator (or to the extent any services typically provided by an administrator are provided by the Management Company, the Managing General Partner or any of their respective employees or affiliates, the cost of such services in amounts not to exceed those typically paid to administrators engaged to perform such services as reasonably determined by the Managing General Partner in good faith), organizational expenses, expenses relating to the offer and sale of limited partnership interests in the Partnership, financing fees, prime brokerage fees, filing fees, entity-level taxes, registration fees ...
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Management Fee; Payment of Certain Costs and Expenses. The Partnership shall pay to the General Partner in arrears, on the last day of each fiscal quarter, a fee for management services for that quarter (the "Management Fee"), equal to _____% of the Limited Partner's average month-end Capital Account for that quarter (___% annualized). If the Partnership terminates prior to the end of the quarter, a pro rata portion of the Management Fee, calculated for the period from the beginning of the quarter through the termination date, will be paid to the General Partner. In consideration for the Management Fee, the General Partner shall bear the expenses of the Partnership of the same nature as the General Partner and its Affiliates are required to bear pursuant to the [Agreement of Limited Partnership] of the GP Fund and will provide the Partnership with the same services as the General Partner and its Affiliate provides to the GP Fund. The Partnership will bear all of its other expenses. To the extent that the General Partner pays for expenses which are to be borne by the Partnership, the General Partner shall be entitled to be reimbursed therefor. The calculation of the amount of any Management Fee payable under this Sec. 2.06 shall be determined by the Administrator.
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Management Fee; Payment of Certain Costs and Expenses. ‌ (a) The Investment Manager shall be entitled to a fee in respect of the Class A Interests of each Limited Partner for investment management services (the “Management Fee”), which accrues monthly, equal to the product of (x) 1/12 of the Management Fee Percentage multiplied by (y) the Net Asset Value of each Class A Capital Account as of each month-end, and such Management Fee shall be paid by the Partnership at the end of each fiscal quarter. The “Management Fee Percentage” shall be a percentage equal to the weighted average of the percentages in the following clauses based on the aggregate of the Class A Net Subscription Amount and the Class B Net Subscription Amount (which shall be re-calculated on a monthly basis): (i) 0.50% per annum in respect of the first AUD500,000,000 of the aggregate of the Class A Net Subscription Amount and the Class B Net Subscription Amount; (ii) 0.45% per annum in respect of the aggregate of the Class A Net Subscription Amount and the Class B Net Subscription Amount in excess of AUD500,000,000 and up to AUD1,000,000,000; and (iii) 0.35% per annum in respect of the aggregate of the Class A Net Subscription Amount and the Class‌ B Net Subscription Amount in excess of AUD1,000,000,000. The Management Fee shall be calculated prior to (i) the deduction of the current month Management Fee charged, (ii) the deduction of any “accrued” but not yet crystallized Performance Fee in respect of such Class A Capital Account for the current monthly period, (iii) giving effect to any withdrawals as of the end of the applicable period and (iv) any reduction for any Investor Related Taxes paid or accrued during the applicable period, and without taking into account any Withholding Taxes and Entity Taxes. The Management Fee shall be paid in Dollars quarterly in arrears but shall be calculated and accrued in AUD monthly by the Partnership and converted at the Spot Exchange Rate as of such date to a Dollars denominated amount payable as of the last Business Day of each month over the fiscal quarter for which such Management Fee is paid. Class B Interests will not be subject to a Management Fee at the Partnership level; however, the assets of the Class A Portfolio and the Class B Portfolio, as applicable, will be subject to management fees payable at the level of the Investments, including Portfolio Funds or such other Investments held in the Class A Portfolio and the Class B Portfolio, as applicable.
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Management Fee; Payment of Certain Costs and Expenses 
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Related to Management Fee; Payment of Certain Costs and Expenses

  • Payment of Certain Expenses The Bank covenants and agrees with SCUSA that the Bank will pay or cause to be paid the following: (i) the fees, disbursements and expenses of the Bank’s counsel and the Bank’s accountants in connection with the registration of the Securities under the Securities Act and all other expenses in connection with the preparation, printing and filing of the Registration Statement, the Prospectus and any Pricing Supplements, any Issuer Free Writing Prospectus, any Time of Sale Information and all other amendments and supplements thereto and the mailing and delivering of copies thereof to SCUSA, (ii) all costs and expenses related to the transfer and delivery of the Securities, including any transfer or similar taxes payable thereon, (iii) the cost of printing or producing any Blue Sky or legal investment memorandum in connection with the offer and sale of the Securities under state securities laws and all expenses in connection with the qualification of the Securities for offer and sale under state securities laws as provided in Section 5(b) hereof, including filing fees and the reasonable and documented fees and disbursements of counsel for SCUSA in connection with such qualification and in connection with the Blue Sky or legal investment memorandum, (iv) all filing fees and the reasonable and documented fees and disbursements of counsel to SCUSA incurred in connection with the review and qualification of the offering of the Securities by the Financial Industry Regulatory Authority, Inc. ("FINRA"), (v) any fees charged by the rating agencies for the rating of the Securities, (vi) the cost of the preparation, issuance and delivery of the Securities, (vi) the fees and expenses of the Trustee and any agent of the Trustee and the reasonable fees and disbursements of counsel for the Trustee in connection with the Indenture and the Securities, (vii) the document production charges and expenses associated with printing this Agreement and (viii) all other costs and expenses incident to the performance of the obligations of the Bank hereunder for which provision is not otherwise made in this Section. It is understood, however, that, except as provided in this Section, and Section 9 entitled “Indemnification and Contribution”, SCUSA will pay all of its own costs and expenses, including fees and disbursements of their counsel, transfer taxes payable on resale of any of the Securities by them and any advertising expenses connected with any offers they may make; provided, however, that the reasonable fees and disbursements of SCUSA’s counsel for the establishment of the Securities shall be paid by the Bank.

  • Reimbursement of Certain Expenses In addition to its other obligations under Section 7(a) of this Agreement, the Company hereby agrees to reimburse the Underwriters on a quarterly basis for all reasonable legal and other expenses incurred in connection with investigating or defending any claim, action, investigation, inquiry or other proceeding arising out of or based upon, in whole or in part, any statement or omission or alleged statement or omission, or any inaccuracy in the representations and warranties of the Company contained herein or failure of the Company to perform its or their respective obligations hereunder or under law, all as described in Section 7(a), notwithstanding the absence of a judicial determination as to the propriety and enforceability of the obligations under this Section 8 and the possibility that such payment might later be held to be improper; provided, however, that, to the extent any such payment is ultimately held to be improper, the persons receiving such payments shall promptly refund them.

  • Certain Costs and Expenses The Company shall (a) pay, or cause to be paid, all costs, fees, operating expenses and other expenses of the Company and its Subsidiaries (including the costs, fees and expenses of attorneys, accountants or other professionals and the compensation of all personnel providing services to the Company and its Subsidiaries) incurred in pursuing and conducting, or otherwise related to, the activities of the Company and (b) in the Good Faith discretion of the Managing Member, reimburse the Managing Member for any costs, fees or expenses incurred by it in connection with serving as the Managing Member. To the extent that the Managing Member determines in its Good Faith discretion that such expenses are related to the business and affairs of the Managing Member that are conducted through the Company and/or its Subsidiaries (including expenses that relate to the business and affairs of the Company and/or its Subsidiaries and that also relate to other activities of the Managing Member or any other member of the PubCo Holdings Group), the Managing Member may cause the Company to pay or bear all expenses of the PubCo Holdings Group, including, without limitation, franchise taxes, costs of securities offerings not borne directly by Members, board of directors compensation and meeting costs, costs of periodic reports to stockholders of PubCo, litigation costs and damages arising from litigation, accounting and legal costs; provided that the Company shall not pay or bear any PubCo Tax-Related Liabilities of any member of the PubCo Holdings Group (but the Company shall be entitled to make distributions in respect of these obligations pursuant to Article VI). In the event that (i) Class A Shares or other Equity Securities of PubCo were sold to underwriters in the IPO or any public offering after the Effective Time, in each case, at a price per share that is lower than the price per share for which such Class A Shares or other Equity Securities of PubCo are sold to the public in such public offering after taking into account any Discounts and (ii) the proceeds from such public offering are used to fund the Cash Election Amount for any redeemed Units or otherwise contributed to the Company, the Company shall reimburse the applicable member of the PubCo Holdings Group for such Discount by treating such Discount as an additional Capital Contribution made by such member of the PubCo Holdings Group to the Company, issuing Units in respect of such deemed Capital Contribution in accordance with Section 4.7(e)(ii), and increasing the Capital Account of such member of the PubCo Holdings Group by the amount of such Discount. For the avoidance of doubt, any payments made to or on behalf of any member of the PubCo Holdings Group pursuant to this Section 7.9 shall not be treated as a distribution pursuant to Section 6.1(a) but shall instead be treated as an expense of the Company.

  • Certain Expenses The Company shall pay on demand all expenses incurred by the Holder, including reasonable attorneys' fees and expenses, as a consequence of, or in connection with (x) any amendment or waiver of this Note or any other Transaction Document, (y) any default or breach of any of the Company’s obligations set forth in the Transaction Documents and (z) the enforcement or restructuring of any right of, including the collection of any payments due, the Holder under the Transaction Documents, including any action or proceeding relating to such enforcement or any order, injunction or other process seeking to restrain the Company from paying any amount due the Holder.

  • Certain Fees and Expenses (a) Provided that the Fund is not in material breach of its obligations under this Agreement, if the Merger is not consummated for failure of the condition to Closing contained in Section 7.1(f) to be satisfied and, as a result of such failure, CNLRP is obligated to pay the Company a break-up fee pursuant to the terms of the CNLRP Merger Agreement, the Company shall pay to the Fund as follows: (i) if the Fund has waived the condition to Closing contained in Section 7.1(f) and elected to proceed with the Merger, the Company shall pay to the Fund an amount equal to $8,000,000, multiplied by a fraction, the numerator of which shall be the value of the Merger Consideration and the denominator of which shall be the value of the Aggregate Merger Consideration; and (ii) if the Fund has not waived the condition to Closing contained in Section 7.1(f) and the Merger is not consummated, the Company shall pay to the Fund an amount equal to $5,000,000, multiplied by a fraction, the numerator of which shall be the value of the Merger Consideration and the denominator of which shall be the value of the Aggregate Merger Consideration. (b) If this Agreement shall be terminated by the Fund pursuant to Section 8.1(k), the Fund thereupon shall pay to the Company an amount equal to the lesser of (i) 4.0% of the value of the Merger Consideration; and (ii) $20,000,000 multiplied by a fraction, the numerator of which shall be the value of the Merger Consideration and the denominator of which shall be the value of the Aggregate Merger Consideration. (c) If this Agreement shall be terminated by the Company pursuant to Section 8.1(l), the Company shall pay to the Fund an amount equal to the lesser of (i) 4.0% of the value of the Merger Consideration; and (ii) $20,000,000 multiplied by a fraction, the numerator of which shall be the value of the Merger Consideration and the denominator of which shall be the value of the Aggregate Merger Consideration. (d) If this Agreement shall be terminated by the Company pursuant to Section 8.1(n) or by the Fund or the Company on or after June 30, 2005, and as of the date of termination the Transaction Financing Commitment Letter has not been received by the Company, the Company shall pay to the Fund an amount equal to $3,000,000 multiplied by a fraction, the numerator of which shall be the value of the Merger Consideration and the denominator of which shall be the value of the Aggregate Merger Consideration. (e) The payment of the amounts pursuant to this Section 8.4 shall be full compensation for the loss suffered by the Company or the Fund (as applicable) as a result of the failure of the Merger to be consummated (including, without limitation, opportunity costs and out-of-pocket costs and expenses) and to avoid the difficulty of determining damages under the circumstances. Any amount owed by the Company or the Fund pursuant to this Section 8.4 shall be paid by the Company to the Fund or the Fund to the Company (as applicable) in immediately available funds within two (2) business days after the date the event giving rise to the obligation to make such payment occurred. The Company and the Fund each acknowledge that the agreements contained in this Section 8.4 are integral parts of this Agreement; accordingly, if the Fund or the Company (as applicable) fails to promptly pay any amount owed pursuant to this Section 8.4 and, in order to obtain payment, the Fund or the Company (as applicable) commences a suit which results in a judgment against the other for any amounts owed pursuant to this Section 8.4, the losing party shall pay to the prevailing party its costs and expenses (including reasonable attorneys’ fees and expenses) in connection with such suit, together with interest on the amount owed at the prime rate of Bank of America, N.A. Payment of the fees described in this Section 8.4 shall not be in lieu of damages incurred in the event of breach of this Agreement.

  • Total Servicing Fee; Payment of Certain Expenses by Servicer On each Distribution Date, the Servicer shall be entitled to receive out of the Collection Account the Base Servicing Fee and any Supplemental Servicing Fee for the related Collection Period (together, the “Servicing Fee”) pursuant to Section 5.7. The Servicer shall be required to pay all expenses incurred by it in connection with its activities under this Agreement (including taxes imposed on the Servicer, expenses incurred in connection with distributions and reports made by the Servicer to the Noteholders and all other fees and expenses of the Owner Trustee, the Trust Collateral Agent or the Trustee; provided, however, the Servicer shall not be required to pay taxes levied or assessed against the Trust or claims against the Trust in respect of indemnification unless such taxes and claims are expressly stated to be for the account of GM Financial). The Servicer shall be liable for the fees and expenses of the Owner Trustee, the Trust Collateral Agent, the Trustee, the Custodian and the Independent Accountants. Notwithstanding the foregoing, if the Servicer shall not be GM Financial, a successor to GM Financial as Servicer permitted by Section 9.3 shall not be liable for taxes levied or assessed against the Trust or claims against the Trust in respect of indemnification, or the fees and expenses referred to above.

  • Payment of Certain Expenses by Servicer The Servicer will be required to pay all expenses incurred by it in connection with its activities under this Agreement, including fees and disbursements of independent accountants, Taxes imposed on the Servicer, expenses incurred in connection with payments and reports pursuant to this Agreement, and all other fees and expenses not expressly stated under this Agreement for the account of the Seller, but excluding Liquidation Expenses incurred as a result of activities contemplated by Section 6.6; provided that for avoidance of doubt, to the extent Liquidation Expenses relate to a Loan and a Retained Interest such Liquidation Expenses shall be allocated pro rata. The Servicer will be required to pay all reasonable fees and expenses owing to any bank or trust company in connection with the maintenance of the Collection Account and the Lock-Box Account. The Servicer shall be required to pay such expenses for its own account and shall not be entitled to any payment therefor other than the Servicing Fee.

  • Payment of Fees and Expenses Borrower shall have paid to Lender all fees, charges, and other expenses which are then due and payable as specified in this Agreement or any Related Document.

  • CONTRACT LIMIT, FEES AND EXPENSES changing the not-to-exceed amount of the Contract from FOUR HUNDRED TEN THOUSAND ONE HUNDRED SEVENTY-SEVEN DOLLARS AND ZERO CENTS ($410,177.00) to SIX HUNDRED SEVENTY THOUSAND ONE HUNDRED SEVENTY- SEVEN DOLLARS AND ZERO CENTS ($670,177.00), as approved by the Executive Director on October 31, 2022.

  • Indemnification of Certain Expenses The Company shall indemnify Indemnitee against all expenses incurred in connection with any hearing or proceeding under this Section 7 unless the Company prevails in such hearing or proceeding on the merits in all material respects.

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