Common use of Operating Expenses; Fees Clause in Contracts

Operating Expenses; Fees. (a) The Fund shall pay amounts due to be paid by it hereunder (including any incidental expenses but not including redemption or dividend payments on the VMTP Shares) as operating expenses. (b) On or before the Effective Date with respect to any issuance of VMTP Shares, the Fund shall pay the fees and expenses of the Closing Date Purchaser’s outside counsel in connection with (i) the negotiation and documentation of the transactions contemplated by this Agreement and (ii) the initial organization and set up of a voting trust to be formed with respect to the VMTP Shares (the “Voting Trust”) and any amendments or modifications required in connection with the issuance of the Additional VMTP Shares. (c) The Fund shall pay up to $13,500 annually, beginning with the calendar year ended December 31, 2018, of the fees and expenses incurred by Xxxxx Fargo in connection with ongoing maintenance and operation of the Voting Trust, until the earliest to occur of (1) the termination of the Voting Trust; (2) Xxxxx Fargo’s transfer or sale of all of the VMTP Shares; (3) the Term Redemption Date; and (4) the termination of this Agreement pursuant to Section 7.6 hereof. (d) With respect to the fees and expenses described in subsection (c) of this Section 2.2, the Fund will pay such fees and expenses within thirty (30) days of receipt of the associated invoice. For avoidance of doubt, the Fund’s responsibilities with respect to the fees and expenses described in subsections (b) (ii) and (c) are exclusive of each other.

Appears in 4 contracts

Samples: VMTP Purchase Agreement (Wells Fargo & Company/Mn), VMTP Purchase Agreement (Wells Fargo & Company/Mn), VMTP Purchase Agreement (Wells Fargo & Company/Mn)

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Operating Expenses; Fees. (a) The Fund shall pay amounts due to be paid by it hereunder (including any incidental expenses but not including redemption or dividend payments on the New VMTP Shares) as operating expenses. (b) On or before the Effective Date with respect to any issuance of VMTP SharesDate, the Fund shall pay up to $30,000 of the fees and expenses of the Closing Date PurchaserXxxxx Fargo’s outside counsel in connection with (i) the negotiation and documentation of the transactions contemplated by this Agreement and (ii) the initial organization and set up of a voting trust to be formed with respect to the New VMTP Shares (the “Voting Trust”) and any amendments or modifications required in connection with the issuance of the Additional VMTP Shares). (c) The Fund shall pay up to $13,500 annually, beginning with the calendar year ended ending December 31, 20182016, of the fees and expenses incurred by Xxxxx Fargo in connection with ongoing maintenance and operation of the Voting Trust, until the earliest to occur of (1) the termination of the Voting Trust; (2) Xxxxx Fargo’s transfer or sale of all of the New VMTP Shares; (3) the Term Redemption Date; and (4) the termination of this Agreement pursuant to Section 7.6 hereof. (d) With respect to the fees and expenses described in subsection (c) of this Section 2.2, the Fund will pay such fees and expenses within thirty (30) days of receipt of the associated invoice. For avoidance of doubt, the Fund’s responsibilities with respect to the fees and expenses described in subsections (b) (ii) and (c) are exclusive of each other.

Appears in 3 contracts

Samples: VMTP Purchase and Exchange Agreement (Wells Fargo & Company/Mn), VMTP Purchase and Exchange Agreement (Wells Fargo & Company/Mn), VMTP Purchase and Exchange Agreement (Wells Fargo & Company/Mn)

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