Reimbursement to Company. (i) The Company shall not reimburse the Advisor during any fiscal quarter for Operating Expenses that, in the four consecutive fiscal quarters then ended (the “Expense Year”), exceed the 2%/25% Guidelines for such year (the “Excess Amount”), unless the Independent Directors determine that such excess was justified, based on unusual and non-recurring factors which they deem sufficient, in which case the Excess Amount may be reimbursed. Any Excess Amount paid to the Advisor during a fiscal quarter without the Independent Directors determining that such expenses were justified shall be repaid to the Company. Within 60 days after the end of any fiscal quarter of the Company for which total Operating Expenses for the Expense Year exceed the 2%/25% Guidelines and the Independent Directors determined that such expenses were justified, there shall be sent to the Stockholders a written disclosure of such fact, together with an explanation of the factors the Independent Directors considered in determining that such excess expenses were justified. Such determination shall be reflected in the minutes of the meetings of the Board of Directors. 13 (ii) The Company shall reimburse the Advisor for the cumulative Organization and Offering Expenses in connection with all Offerings in an amount equal to 2.5% of Gross Proceeds from the sale of Shares in all Offerings. The Advisor or an Affiliate of the Advisor shall be responsible for the cumulative Organization and Offering Expenses incurred in connection with all Offerings that exceed 2.5% of Gross Proceeds from the sale of Shares in all Offerings. For purposes of this Section 10.03, “Organization and Offering Expenses” excludes selling commissions, dealer manager fees and distribution and stockholder servicing fees. ARTICLE 11
Appears in 1 contract
Samples: Advisory Agreement
Reimbursement to Company. (i) The Company shall not reimburse the Advisor during any fiscal quarter for Operating Expenses that, in the four consecutive fiscal quarters then ended (the “Expense Year”), exceed the 2%/25% Guidelines for such year (the “Excess Amount”), unless the Independent Directors determine that such excess was justified, based on unusual and non-recurring factors which they deem sufficient, in which case the Excess Amount may be reimbursed. Any Excess Amount paid to the Advisor during a fiscal quarter without the Independent Directors determining that such expenses were justified shall be repaid to the Company. Within 60 days after the end of any fiscal quarter of the Company for which total Operating Expenses for the Expense Year exceed the 2%/25% Guidelines and the Independent Directors determined that such expenses were justified, there shall be sent to the Stockholders Shareholders a written disclosure of such fact, together with an explanation of the factors the Independent Directors considered in determining that such excess expenses were justified. Such determination shall be reflected in the minutes of the meetings of the Board of Directors. 13.
(ii) The Company Advisor shall reimburse the Advisor for Company to the cumulative Organization and Offering Expenses in connection with all Offerings in an amount equal to 2.5% of Gross Proceeds from the sale of Shares in all Offerings. The Advisor or an Affiliate of the Advisor shall be responsible for the cumulative Organization and Offering Expenses incurred in connection with all Offerings that exceed 2.5% of Gross Proceeds from the sale of Shares in all Offerings. For purposes of this Section 10.03, “Organization extent Organizational and Offering Expenses” excludes , including selling commissions, commissions and the dealer manager fees fee payable to the Managing Dealer, exceed 15% of the Gross Proceeds raised in the Preferred Offering within 30 days after the Company provides the Advisor with an invoice and distribution and stockholder servicing fees. ARTICLE 11supporting documentation relating to such reimbursement.
Appears in 1 contract
Samples: Advisory Agreement (Hines Real Estate Investment Trust Inc)
Reimbursement to Company. (i) i. The Company shall not reimburse the Advisor during any fiscal quarter for Operating Expenses that, in the four consecutive fiscal quarters then ended (the “Expense Year”), exceed the 2%/25% Guidelines for such year (the “Excess Amount”), unless the Independent Directors determine that such excess was justified, based on unusual and non-recurring factors which they deem sufficient, in which case the Excess Amount may be reimbursed. Any Excess Amount paid to the Advisor during a fiscal quarter without the Independent Directors determining that such expenses were justified shall be repaid to the Company. Within 60 days after the end of any fiscal quarter of the Company for which total Operating Expenses for the Expense Year exceed the 2%/25% Guidelines and the Independent Directors determined that such expenses were justified, there shall be sent to the Stockholders a written disclosure of such fact, together with an explanation of the factors the Independent Directors considered in determining that such excess expenses were justified. Such determination shall be reflected in the minutes of the meetings of the Board of Directors.
ii. 13
(ii) The Company shall reimburse the Advisor for the cumulative Organization and Offering Expenses in connection with all Offerings in an amount equal to 2.5% of Gross Proceeds from the sale of Shares in all Offerings. The Advisor or an Affiliate of the Advisor shall be responsible for the cumulative Organization and Offering Expenses incurred in connection with all Offerings that exceed 2.5% of Gross Proceeds from the sale of Shares in all Offerings. For purposes of this Section 10.03, “Organization and Offering Expenses” excludes selling commissions, dealer manager fees and distribution and stockholder servicing fees. ARTICLE 11.
Appears in 1 contract
Samples: Advisory Agreement (Hines Global Income Trust, Inc.)
Reimbursement to Company. (i) The Company shall not reimburse the Advisor during any fiscal quarter for Operating Expenses that, in the four consecutive fiscal quarters then ended (the “Expense Year”), exceed the 2%/25% Guidelines for such year (the “Excess Amount”), unless the Independent Directors determine that such excess was justified, based on unusual and non-recurring factors which they deem sufficient, in which case the Excess Amount may be reimbursed. Any Excess Amount paid to the Advisor during a fiscal quarter without the Independent Directors determining that such expenses were justified shall be repaid to the Company. Within 60 days after the end of any fiscal quarter of the Company for which total Operating Expenses for the Expense Year exceed the 2%/25% Guidelines and the Independent Directors determined that such expenses were justified, there shall be sent to the Stockholders a written disclosure of such fact, together with an explanation of the factors the Independent Directors considered in determining that such excess expenses were justified. Such determination shall be reflected in the minutes of the meetings of the Board of Directors. 13.
(ii) The Company shall reimburse the Advisor for the cumulative Organization and Offering Expenses in connection with all Offerings in an amount equal to 2.5% of Gross Proceeds from the sale of Shares in all Offerings. The Advisor or an Affiliate of the Advisor shall be responsible for the cumulative Organization and Offering Expenses incurred in connection with all Offerings that exceed 2.5% of Gross Proceeds from the sale of Shares in all Offerings. For purposes of this Section 10.03, “Organization and Offering Expenses” excludes selling commissions, dealer manager fees and distribution and stockholder servicing fees. ARTICLE 11.
Appears in 1 contract
Samples: Advisory Agreement (Hines Global Income Trust, Inc.)