PAYMENT OF FEES, COMMISSIONS AND EXPENSES Sample Clauses

PAYMENT OF FEES, COMMISSIONS AND EXPENSES. (A) In consideration of the services of Qxxx in relation to the Placing, the Vendor shall pay, or procure and ensure its nominated paying agent to pay, to Qxxx (and, for this purpose, Qxxx shall be entitled to deduct out of the Purchase Price for the Placing Shares): (i) placing commission being calculated as a fee of 5 per cent. of the aggregate Purchase Price for the Placing Shares ; (ii) (if applicable) seller’s stamp duty and all prescribed fees as may be payable in respect of the transfer of the Placing Shares; and (iii) 50% of all fees and other expenses (including but not limited to legal fees) incurred by Qxxx in relation to the Placing, provided that Qxxx shall supply to the Vendor such evidence as to the fees and expenses as the Vendor may reasonably request. (B) If this Agreement is terminated pursuant to Clause 8 or if for any other reason the Placing is not completed (including but not limited to the circumstances described in Clause 3(C) relating to the Long Stop Date), the Vendor shall remain liable for the payment of all placing commissions together with all fees and other expenses which are referred to in sub-clause (A) to the extent already actually and reasonably incurred and for the payment of all fees and other expenses reasonably incurred in consequence of such termination, provided that Qxxx shall supply to the Vendor such evidence as to the fees and expenses as the Vendor may reasonably request, and further provided that if termination is pursuant to Clause 8(A)(i) hereof, the commission referred to in Clause 6(A)(i) shall be reduced to 3% of the aggregate Purchase Price of the Placing Shares. (i) The Vendor hereby acknowledges that, in addition to the commissions, costs, charges and expenses referred to in Clause 6(A), Qxxx shall be entitled to keep for its own account any brokerage fees or commission that it may receive from the Placee(s). (ii) The Vendor shall be liable for the costs and expenses of its own legal and other professional advisers and out-of-pocket expenses incurred in connection with the Placing and any other transaction contemplated under this Agreement.
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PAYMENT OF FEES, COMMISSIONS AND EXPENSES. 9.1 In consideration of the services of the Joint Placing Agents in relation to the Placing, the Vendor shall, subject to completion of the Placing taking place in accordance with Clause 4, pay to the Settlement Agent: 9.1.1 a commission of 1.10 per cent. of the amount equal to the Placing Price multiplied by the number of Sale Shares (the “Commissions”), to be retained and divided among the Joint Placing Agents in the proportion of 45 per cent. to DB and 55 per cent. to X.X. Xxxxxx. An additional incentive fee of up to 0.20 per cent. of the amount equal to the Placing Price multiplied by the number of Sale Shares may be payable at the sole discretion of the Company to either or both Joint Placing Agents. The Settlement Agent is hereby authorised to deduct the Commissions payable to the Joint Placing Agents pursuant to this Clause 9.1 from the payment to be made by it to the Vendor pursuant to Clause 4.3 and out of which the Joint Placing Agents agree to pay all brokerage fees and all expenses of the Placing other than those specified in this Clause 9.1; 9.1.2 stamp duty at the rate of 0.1 per cent. on the amount equal to the Placing Price per Sale Share multiplied by the number of Sale Shares which amounts each of the Joint Placing Agents is hereby authorised to deduct from the payments to be made by it to the Vendor pursuant to Clause 4.3; 9.1.3 any printing or publishing costs associated with the Placing and the issue of the Announcement and all costs and expenses in relation to depositing the Sale Shares into CCASS, all charges, fees and expenses of the Company’s share registrars in Hong Kong including, without limitation, its fees and expenses in effecting the transfer of the Sale Shares and the issue of certificates therefor in board lots, to the Placees or, where applicable, the Joint Placing Agents or their nominees, which amounts the Settlement Agent is hereby authorised to deduct from the payments to be made by it to the Vendor pursuant to Clause 4.3 for the purposes of paying on the Vendor’s behalf such costs, charges, fees and expenses, which the Joint Placing Agents hereby undertake to do so on a prompt basis after such deduction; 9.1.4 the seller’s SFC transaction levy at the prevailing applicable rate and the seller’s Stock Exchange trading fee at the prevailing applicable rate on the amount equal to the Placing Price multiplied by the number of Sale Shares which amounts the Settlement Agent is hereby authorised to deduct from the payments t...
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PAYMENT OF FEES, COMMISSIONS AND EXPENSES. Delivery to the Management Agent of proof that all due fees, commissions, and expenses related to the Credit and the Financing Documents (including any legal advisors’ fees, commissions, and expenses) are already paid in full (provided that the Financing Documents do not provide payment thereof with the Disbursement funds);
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PAYMENT OF FEES, COMMISSIONS AND EXPENSES. (A) In consideration of the services of Best Scene in relation to the Placing, the Vendor shall pay, or procure and ensure its nominated paying agent to pay, to Best Scene (and, for this purpose, Best Scene shall be entitled to deduct out of the Purchase Price for the Placing Shares) placing commission being calculated as a fee of 1 per cent. (or such fee to be agreed by the parties) of the aggregate Purchase Price for the Placing Shares. (B) If this Agreement is terminated pursuant to Clause 8 or if for any other reason the Placing is not completed, the Vendor shall remain liable for the payment of all placing commissions together with all fees and other expenses which are referred to in sub-clause (A) to the extent already actually and reasonably incurred and for the payment of all fees and other expenses reasonably incurred in consequence of such termination, provided that Best Scene shall supply to the Vendor such evidence as to the fees and expenses as the Vendor may reasonably request, and further provided that if termination is pursuant to Clause 8(A)(i) hereof, the commission referred to in Clause 6(A) shall be reduced to 0.5% of the aggregate Purchase Price of the Placing Shares.
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PAYMENT OF FEES, COMMISSIONS AND EXPENSES. 6.1 In consideration of the services of the Placing Agent in relation to the Placing, the Company shall pay to the Placing Agent: (a) provided that Completion occurs in accordance with Clause 4, a placing commission, in Hong Kong dollars, of an amount equal to 1.0% of the gross proceeds from the subscription of the Placing Shares actually placed by it under this Agreement; (b) reimbursement for the reasonable expenses properly incurred by it in relation to the Placing (including but not limited to legal expenses, roadshows expenses, marketing expenses and travelling expenses for placing the Placing Shares) with the prior approval of the Company; (c) the Company’s SFC transaction levy and Stock Exchange trading fee, if any, as may be payable in respect of the subscription of the Placing Shares by the Placees procured by it; and (d) out-of-pocket expenses properly and reasonably incurred by it in relation to the Placing, which, in the case of 6.1(a) only, such Placing Agent is hereby authorized to deduct from the payment to be made by it to the Company pursuant to Clause 4.2. For the avoidance of doubt, the Company will pay items 6.1(b) to 6.1(d) to the Placing Agent directly without making deductions pursuant to Clause 4.2. 6.2 If for any reason the Placing is not completed, the Company shall remain liable for the payment of all costs, charges and expenses referred to in Clauses 6.1(b) to 6.1(d) only to the extent already incurred. 6.3 If this Agreement is terminated, the Company shall remain liable to the Placing Agent for the payment of all costs, charges and expenses referred to in Clauses 6.1(b) and 6.1(d) only to the extent already incurred. 6.4 The Company hereby acknowledges that, in addition to the commissions, costs, charges and expenses referred to in Clause 6.1, the Placing Agent shall be entitled to keep for its own account any brokerage that it may receive from the Placees. 6.5 Save as provided for in Clause 6.1, all payments to be made by the Company or the Placing Agent (as the case may be) pursuant to this Clause 6.1 shall be made in full without any set-off, deduction or withholding whatsoever.
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PAYMENT OF FEES, COMMISSIONS AND EXPENSES. In consideration of the services of the Placing Agent in relation to the Placing, the Company shall pay:
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PAYMENT OF FEES, COMMISSIONS AND EXPENSES. 5.1 In consideration of the services of the Placing Agent in relation to the Placing, the Vendor shall pay to the Placing Agent, provided that completion of this Agreement occurs in accordance with Clause 3, commission (which shall include sellers brokerage), in Hong Kong dollars, of 2 per cent. of the amount equals to the Placing Price multiplied by the number of the Placing Shares, which amount the Placing Agent is hereby authorised to deduct from the payment to be made by them to the Vendor pursuant Clause 3. 5.2 The Vendor shall pay its own ad valorem stamp duty, the Stock Exchange trading fee and SFC transaction levy (if any) in respect of the sale of the Placing Shares, (together with the commission referred to in Clause 5.1, the “Transaction Costs”), if any, and the Placing Agent shall procure the payment of Placee’s ad valorem stamp duty, the Stock Exchange trading fee and SFC transaction levy (if any) in respect of the purchase of the Placing Shares. 5.3 If for any reason (other than any breach by the Placing Agent of its obligations hereunder) the Placing is not completed, the Vendor shall remain liable for the payment of all expenses referred to in Clauses 5.1 and 5.2 only to the extent already incurred. 5.4 All payments to be made by the Vendor pursuant to this Clause 5 shall be made in full without any set-off, deduction or withholding whatsoever. 5.5 The Placing Agent shall be responsible for its own professional cost in relation to the preparation, reviewing and execution of this Agreement which shall not exceed HK$100,000.
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PAYMENT OF FEES, COMMISSIONS AND EXPENSES. 5.1 Placing Agent fees and expenses: In consideration of the services of the Placing Agent in relation to the Placing, the Vendor shall pay to the Placing Agent: (a) provided that completion of the Placing occurs in accordance with Clause 4, in Hong Kong dollars, (i) a placing fee of [ ] per cent. of the amount equal to the Placing Price multiplied by the number of the Placing Shares and (ii) sellers brokerage at 0.25 per cent. of the Placing Price; (b) Hong Kong seller's ad valorem stamp duty (if any) at the relevant rate on the amount equal to the Placing Price multiplied by the number of Placing Shares; (c) seller's Stock Exchange trading levy, SFC transaction levy and investor compensation levy, if any, and fixed stamp duty on the instrument of transfer as may be payable in respect of the sale and transfer of the Placing Shares to the Placees, which amounts the Placing Agent is hereby authorised to deduct from the payments to be made by it to the Vendor pursuant to Clause 4.2(a). 5.2 Placing not completed: If for any reason (other than any breach by the Placing Agent of its obligations hereunder) this Agreement is terminated or the Placing is not completed, the Vendor shall remain liable for the payment of all costs and expenses referred to in Clause 5.1(b) and (c) only to the extent already incurred.
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PAYMENT OF FEES, COMMISSIONS AND EXPENSES 
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Related to PAYMENT OF FEES, COMMISSIONS AND EXPENSES

  • Reimbursement of Fees and Expenses The Advisor retains its right to receive reimbursement of any excess expense payments paid by it pursuant to this Agreement under the same terms and conditions as it is permitted to receive reimbursement of reductions of its investment management fee under the Investment Advisory Agreement.

  • 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.

  • Compensation; Payment of Fees and Expenses As compensation for the performance of the Administrator’s obligations under this Agreement, the Administrator shall be entitled to receive $2,500 annually, which shall be solely an obligation of the Servicer; provided, however, notwithstanding the foregoing, such compensation shall in no event exceed the Servicing Fee for the related annual period. The Administrator shall pay all expenses incurred by it in connection with its activities hereunder.

  • 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.

  • 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.

  • Compensation and Expenses (a) In consideration of AFD’s services hereunder, the Fund agrees to pay AFD the fees set forth in Schedule B, attached hereto. The Service Fee set forth on Schedule B may be offset by any fees and charges collected and retained by AFD as set forth below: (i) any applicable sales charge assessed upon investors in connection with the purchase of Shares; (ii) from the Fund, any applicable contingent deferred sales charge ("CDSC") assessed upon investors in connection with the redemption of Shares; (iii) from the Fund, the distribution service fees with respect to the Shares of those classes as designated in Schedule A for which a Plan is effective (the "Distribution Fee"); and (iv) from the Fund, the shareholder service fees with respect to the Shares of those Classes as designated in Schedule A for which a Service Plan is effective (the "Shareholder Service Fee"). (b) The Distribution Fee and Shareholder Service Fee, if any, shall be accrued daily by the Trust or class thereof and shall be paid monthly as promptly as possible after the last day of each calendar month but in any event on or before the fifth (5th) Fund Business Day after month-end, at the rate or in the amounts set forth in the Plan(s). The Trust grants and transfers to AFD a general lien and security interest in any and all securities and other assets of the Trust now or hereafter maintained in an account at the Trust’s custodian on behalf of the Trust to secure any Distribution Fees, Shareholder Service Fees, or other fees owed AFD by the Trust under this Agreement. (c) The Trust shall be responsible and assumes the obligation for payment of all the expenses of the Trust, including fees and disbursements of its counsel and auditors, in connection with the preparation and filing of the Registration Statement and Prospectus (including but not limited to the expense of setting in type the Registration Statement and Prospectus and printing sufficient quantities for internal compliance, regulatory purposes and for distribution to current shareholders). The Trust shall bear the cost and expenses (i) of the registration of the Shares for sale under the Securities Act; (ii) of the registration or qualification of the Shares for sale under the securities laws of the various States; (iii) if necessary or advisable in connection therewith, of qualifying the Funds, (but not AFD) as an issuer or as a broker or dealer, in such States as shall be selected by the Trust and AFD pursuant to Section 6(c) hereof; (iv) payable to each State for continuing registration or qualification therein until the Funds decide to discontinue registration or qualification pursuant to Section 6(c) hereof; and (v) payable for standard transmission costs, including costs imposed by the National Securities Clearing Corporation. AFD shall pay all expenses relating to AFD's broker-dealer qualification.

  • Compensation and Expense Reimbursement A. Client will pay the Company, as compensation for the services provided for in this Agreement and as reimbursement for expenses incurred by Company on Client's behalf, in the manner set forth in Schedule A annexed to this Agreement which Schedule is incorporated herein by reference. B. In addition to the compensation and expense reimbursement referred to in Section 2(A) above, Company shall be entitled to receive from Client a "Transaction Fee", as a result of any Transaction (as described below) between Client and any other company, entity, person, group or persons or other party which is introduced to, or put in contact with, Client by Company, or by which Client has been introduced to, or has been put in contact with, by Company. A "Transaction" shall mean merger, sale of stock, sale of assets, consolidation or other similar transaction or series or combination of transactions whereby Client or such other party transfer to the other, or both transfer to a third entity or person, stock, assets, or any interest in its business in exchange for stock, assets, securities, cash or other valuable property or rights, or wherein they make a contribution of capital or services to a joint venture, commonly owned enterprise or business opportunity with the other for purposes of future business operations and opportunities. To be a Transaction covered by this section, the transaction must occur during the term of this Agreement or the one year period following the expiration of this Agreement. The calculation of a Transaction Fee shall be based upon the total value of the consideration, securities, property, business, assets or other value given, paid, transferred or contributed by, or to, the Client and shall equal 5% of the dollar value of the Transaction. Such fee shall be paid by certified funds at the closing of the Transaction.

  • Legal Fees and Expenses The parties shall each bear their own expenses, legal fees and other fees incurred in connection with this Agreement.

  • Reimbursement of Fee Waivers and Expense Reimbursements If on any day during which the Advisory Agreement is in effect, the estimated annualized Fund Operating Expenses of the Fund for that day are less than the Operating Expense Limit, the Adviser shall be entitled to reimbursement by a Fund of the investment advisory fees waived or reduced, and any other expense reimbursements or similar payments remitted by the Adviser to the Fund pursuant to Section 1 hereof (the “Reimbursement Amount”) within three years after the year in which the Adviser waived or reduced investment advisory fees or reimbursed expenses, to the extent that the Fund’s annualized Operating Expenses plus the amount so reimbursed equals, for such day, the Operating Expense Limit, provided that such amount paid to the Adviser will in no event exceed the total Reimbursement Amount and will not include any amounts previously reimbursed.

  • Other Fees and Expenses Borrower shall pay to Agent, for its own account, all charges for returned items and all other bank charges incurred by Agent, as well as Agent's standard wire transfer charges for each wire transfer made under this Agreement.

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