Common use of Periodic Reimbursement Clause in Contracts

Periodic Reimbursement. (i) Reimbursable Expenses incurred by the Sub-Manager on behalf of the Company or the Manager and payable pursuant to this Section 5 shall be reimbursed no less than monthly to the Sub-Manager by the Company. Such reimbursement shall be made in cash to the Sub-Manager within 30 calendar days following the Manager’s delivery to the Company of the statement required by Section 2(c) of the Management Agreement (the “Reimbursement Statement”) therefor, except to the extent the Sub-Manager elects otherwise pursuant to Section 5(d) hereof. (ii) The Company shall reimburse the Sub-Manager for the Company’s Organization and Offering Expenses incurred by the Sub-Manager. Notwithstanding the foregoing, the Company shall reimburse the Sub-Manager for Organization and Offering Expenses it may incur on the Company’s or the Manager’s behalf but only to the extent that (1) the total amount of all Organization and Offering Expenses is reasonable and (2) solely in connection with the Public Offering, the aggregate reimbursement would not cause the selling commissions, any dealer manager fees, the distribution fees and the Organization and Offering Expenses borne by the Company to exceed 15.0% of gross proceeds from the Public Offering pursuant to the Registration Statement as of the date of the reimbursement. (iii) Notwithstanding the foregoing, the Sub-Manager acknowledges and agrees that it, will be responsible for the payment of 50% of the portion of the Company’s aggregate Organization and Offering Expenses that exceeds (A) 1.0% of the cumulative gross proceeds from the offering to which the Offering Memorandum relates and (B) 1.5% of the cumulative gross proceeds from the offering to which the Registration Statement relates (the “Public Offering”), in each case, without recourse against or reimbursement by the Company. For the avoidance of doubt, the Sub-Manager’s obligation to pay a portion of the Company’s Organization and Offering Expenses pursuant to this section shall be calculated on a cumulative basis at the time such Organization and Offering Expenses are due and payable under this Agreement, as compared to the cumulative gross proceeds from the Public Offering at such time.

Periodic Reimbursement. (i) Reimbursable Expenses Third-party out-of-pocket expenses incurred by the Sub-Manager on behalf of the Company or the Manager and payable pursuant to this Section 5 2 shall be reimbursed no less than monthly to the Sub-Manager. The Manager by shall prepare a statement (the Company“Reimbursement Statement”) documenting such expenses of the Company and the calculation of the reimbursement and shall deliver such statement to the Company prior to full reimbursement. Such reimbursement shall be made in cash to the Sub-Manager within 30 calendar days following the Manager’s delivery to the Company of the statement required Reimbursement Statement therefor. The Manager may elect, in its sole discretion, to defer or waive all or a portion of such reimbursement. Any portion of such deferred reimbursement not taken as to any period shall be deferred without interest and may be taken by Section 2(c) of the Management Agreement (the “Reimbursement Statement”) therefor, except Manager in any other period prior to the extent occurrence of a Liquidity Event (as such term is defined in the Sub-LLC Agreement) as the Manager elects otherwise pursuant to Section 5(d) hereofmay determine in its sole discretion. (ii) The Company shall reimburse Manager acknowledges and agrees that it will be responsible for the Sub-Manager for payment of the Company’s Organization and Offering Expenses incurred by the Sub-Manager. Notwithstanding the foregoing, the Company shall reimburse the Sub-Manager for Organization and Offering Expenses it may incur on the Company’s or the Manager’s behalf but only to the extent that (1) the total amount of all Organization and Offering Expenses is reasonable and (2) solely in connection with the Public Offering, the aggregate reimbursement would not cause the selling commissions, any dealer manager fees, the distribution fees and the Organization and Offering Expenses borne by the Company to they exceed 15.0% of gross proceeds from the Public Offering pursuant to the Registration Statement as of the date of the reimbursement. (iii) Notwithstanding the foregoing, the Sub-Manager acknowledges and agrees that it, will be responsible for the payment of 50% of the portion of the Company’s aggregate Organization and Offering Expenses that exceeds (A) 1.0% of the cumulative gross proceeds from the offering to which the Offering Memorandum relates and (B) 1.5% of the cumulative gross proceeds from the offering to which the Registration Statement relates (the “Public Offering”), in each case, without recourse against or reimbursement by the Company. Notwithstanding the foregoing, the Company shall reimburse the Manager for Organization and Offering Expenses it may incur on the Company’s behalf but only to the extent that (1) the total amount of all Organization and Offering Expenses is reasonable and (2) solely in connection with the Public Offering the reimbursement would not cause the selling commissions, any dealer manager fees, the distribution fees and the Organization and Offering Expenses borne by the Company to exceed 15.0% of gross proceeds from the Public Offering pursuant to the Registration Statement as of the date of the reimbursement. For the avoidance of doubt, the Sub-Manager’s obligation to pay a portion of the Company’s Organization and Offering Expenses pursuant to this section shall be calculated on a cumulative basis at the time such Organization and Offering Expenses are due and payable under this Agreement, as compared to the cumulative gross proceeds from the Public Offering at such time.

Periodic Reimbursement. (i) Reimbursable Expenses Third-party out-of-pocket expenses incurred by the Sub-Manager on behalf of the Company or the Manager and payable pursuant to this Section 5 2 shall be reimbursed no less than monthly to the Sub-Manager. The Manager by shall prepare a statement (the Company“Reimbursement Statement”) documenting such expenses of the Company and the calculation of the reimbursement and shall deliver such statement to the Company prior to full reimbursement. Such reimbursement shall be made in cash to the Sub-Manager within 30 calendar days following the Manager’s delivery to the Company of the statement required Reimbursement Statement therefor. The Manager may elect, in its sole discretion, to defer or waive all or a portion of such reimbursement. Any portion of such deferred reimbursement not taken as to any period shall be deferred without interest and may be taken by Section 2(c) of the Management Agreement (the “Reimbursement Statement”) therefor, except Manager in any other period prior to the extent occurrence of a Liquidity Event (as such term is defined in the Sub-LLC Agreement) as the Manager elects otherwise pursuant to Section 5(d) hereofmay determine in its sole discretion. (ii) The Company shall reimburse Manager acknowledges and agrees that it will be responsible for the Sub-Manager for payment of the Company’s Organization and Offering Expenses incurred to the extent they exceed (A) 1.0% of the cumulative gross proceeds from the offering to which the Offering Memorandum and any subsequent private placements relate and (B) 1.5% of the cumulative gross proceeds from the offering to which the Registration Statement relates (the “Public Offering”), in each case, without recourse against or reimbursement by the Sub-ManagerCompany. Notwithstanding the foregoing, the Company shall reimburse the Sub-Manager for Organization and Offering Expenses it may incur on the Company’s or the Manager’s behalf but only to the extent that (1) the total amount of all Organization and Offering Expenses is reasonable and (2) solely in connection with the Public Offering, Offering the aggregate reimbursement would not cause the selling commissions, any dealer manager fees, the distribution fees and the Organization and Offering Expenses borne by the Company to exceed 15.0% of gross proceeds from the Public Offering pursuant to the Registration Statement as of the date of the reimbursement. (iii) Notwithstanding the foregoing, the Sub-Manager acknowledges and agrees that it, will be responsible for the payment of 50% of the portion of the Company’s aggregate Organization and Offering Expenses that exceeds (A) 1.0% of the cumulative gross proceeds from the offering to which the Offering Memorandum relates and (B) 1.5% of the cumulative gross proceeds from the offering to which the Registration Statement relates (the “Public Offering”), in each case, without recourse against or reimbursement by the Company. For the avoidance of doubt, the Sub-Manager’s obligation to pay a portion of the Company’s Organization and Offering Expenses pursuant to this section shall be calculated on a cumulative basis at the time such Organization and Offering Expenses are due and payable under this Agreement, as compared to the cumulative gross proceeds from the Public Offering at such time.

Periodic Reimbursement. (i) Reimbursable Expenses Third-party out-of-pocket expenses incurred by the Sub-Manager on behalf of the Company or the Manager and payable pursuant to this Section 5 2 shall be reimbursed no less than monthly to the Sub-Manager. The Manager by shall prepare a statement (the Company“Reimbursement Statement”) documenting such expenses of the Company and the calculation of the reimbursement and shall deliver such statement to the Company prior to full reimbursement. Such reimbursement shall be made in cash to the Sub-Manager within 30 calendar days following the Manager’s delivery to the Company of the statement required Reimbursement Statement therefor. The Manager may elect, in its sole discretion, to defer or waive all or a portion of such reimbursement. Any portion of such deferred reimbursement not taken as to any period shall be deferred without interest and may be taken by Section 2(c) of the Management Agreement (the “Reimbursement Statement”) therefor, except Manager in any other period prior to the extent occurrence of a Liquidity Event (as such term is defined in the Sub-LLC Agreement) as the Manager elects otherwise pursuant to Section 5(d) hereofmay determine in its sole discretion. (ii) The Company shall reimburse the Sub-Manager acknowledges and agrees that it will be responsible for the payment of the Company’s 's Organization and Offering Expenses incurred to the extent they exceed (A) 1.0% of the cumulative gross proceeds from the offering to which the Offering Memorandum and any subsequent private placements relate and (B) 1.5% of the cumulative gross proceeds from the offering to which the Registration Statement relates (the “Public Offering”), in each case, without recourse against or reimbursement by the Sub-ManagerCompany. Notwithstanding the foregoing, the Company shall reimburse the Sub-Manager for Organization and Offering Expenses it may incur on the Company’s or the Manager’s 's behalf but only to the extent that (1) the total amount of all Organization and Offering Expenses is reasonable and (2) solely in connection with the Public Offering, Offering the aggregate reimbursement would not cause the selling commissions, any dealer manager fees, the distribution fees and the Organization and Offering Expenses borne by the Company to exceed 15.0% of gross proceeds from the Public Offering pursuant to the Registration Statement as of the date of the reimbursement. (iii) Notwithstanding the foregoing, the Sub-Manager acknowledges and agrees that it, will be responsible for the payment of 50% of the portion of the Company’s aggregate Organization and Offering Expenses that exceeds (A) 1.0% of the cumulative gross proceeds from the offering to which the Offering Memorandum relates and (B) 1.5% of the cumulative gross proceeds from the offering to which the Registration Statement relates (the “Public Offering”), in each case, without recourse against or reimbursement by the Company. For the avoidance of doubt, the Sub-Manager’s obligation to pay a portion of the Company’s Organization and Offering Expenses pursuant to this section shall be calculated on a cumulative basis at the time such Organization and Offering Expenses are due and payable under this Agreement, as compared to the cumulative gross proceeds from the Public Offering at such time.