Common use of Soliciting Dealer Compensation Clause in Contracts

Soliciting Dealer Compensation. (a) Subject to the terms and conditions set forth herein and in the Dealer Manager Agreement and, subject to the volume discounts and other special circumstances described in the “Plan of Distribution” section of the Prospectus, the Dealer Manager shall pay to Soliciting Dealer a selling commission of up to 7.0% of the gross proceeds from the Shares sold by it and accepted and confirmed by the Company. The Dealer Manager shall receive a Dealer Manager fee of 3% of gross offering proceeds. Alternatively, a Soliciting Dealer may elect to receive a fee equal to 7.5% of gross proceeds from the sale of Shares by such Soliciting Dealer, with 2.5% thereof paid at the time of such sale and 1% thereof paid on each anniversary of the closing of such sale up to and including the fifth anniversary of the closing of such sale, in which event, a portion of the Dealer Manager fee will be reallowed such that the combined selling commission and Dealer Manager fee do not exceed 10% of gross proceeds of the Offering. If the Selected Dealer receives a 7.5% sales commission, then the Dealer Manager will receive a 2.5% Dealer Manager fee. For purposes of this Section 6(a), Shares are “sold” only if an executed Subscription Agreement is accepted by the Company and the Company has thereafter distributed the commission to the Dealer Manager in connection with such transaction.

Appears in 3 contracts

Samples: Soliciting Dealer Agreement (Business Development Corp of America), Soliciting Dealer Agreement (Business Development Corp of America), Soliciting Dealer Agreement (Business Development Corp of America)

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Soliciting Dealer Compensation. (a) Subject to the terms and conditions set forth herein and in the Dealer Manager Agreement and, subject to the volume discounts and other special circumstances described in the “Plan of Distribution” section of the Prospectus, the Dealer Manager shall pay to Soliciting Dealer a selling commission of up to 7.0% of the gross proceeds from the Shares sold by it and accepted and confirmed by the Company. The Dealer Manager shall receive a Dealer Manager fee of 3% of gross offering proceeds. Alternatively, a Soliciting Dealer may elect to receive a fee equal to 7.5% of gross proceeds from the sale of Shares by such Soliciting Dealer, with 2.5% thereof paid at the time of such sale and 1% thereof paid on each anniversary of the closing of such sale up to and including the fifth anniversary of the closing of such sale, in which event, a portion of the Dealer Manager fee will be reallowed such that the combined selling commission and Dealer Manager fee do not exceed 10% of gross proceeds of the Offering. If the Selected Dealer receives a 7.5% sales commission, then the Dealer Manager will receive a 2.5% Dealer Manager fee. For purposes of this Section 6(a), Shares are “sold” only if an executed Subscription Agreement is accepted by the Company and the Company has thereafter distributed the commission to the Dealer Manager in connection with such transaction.

Appears in 2 contracts

Samples: Soliciting Dealer Agreement (Business Development Corp of America), Soliciting Dealer Agreement (American Realty Capital New York Recovery Reit Inc)

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