Specified Expenses. The Expense Limitation applies only to the Fund’s Other Expenses other than (i) interest, taxes, brokerage commissions, and expenditures which are capitalized in accordance with generally accepted accounting principles; (ii) portfolio transaction and investment related expenses (including, but not limited to, dividend expenses and interest expense relating to short sales of securities); and (iii) extraordinary expenses not incurred in the ordinary course of the Fund’s business.
Specified Expenses. The Expense Limitation applies only to the annual Ordinary Operating Expenses of the Trust, which include organizational and offering expenses, but do not include: (i) distribution and shareholder servicing fees, interest, taxes, dividend expenses on short sales, brokerage commissions and other transaction costs, and other expenditures which are capitalized in accordance with generally accepted accounting principles; (ii) expenses incurred indirectly by the Trust as a result of investments in other investment companies and pooled investment vehicles; (iii) other expenses attributable to, and incurred as a result of, the Trust’s investments; (iv) expenses payable by the Trust under any Administration or Sub-Administration Agreement; and (v) litigation expenses and extraordinary expenses not incurred in the ordinary course of the Trust’s business.
Specified Expenses. The Expense Limitation applies only to the annual Ordinary Operating Expenses of the Trust, which include organizational and offering expenses, but do not include: (i) interest, taxes, dividends tied to short sales, brokerage commissions, and other expenditures which are capitalized in accordance with generally accepted accounting principles; (ii) expenses incurred indirectly by the Trust as a result of investments in other investment companies and pooled investment vehicles; (iii) other expenses attributable to, and incurred as a result of, the Trust’s investments; (iv) expenses payable by the Trust under the Sub-Administration Agreement with State Street Bank & Trust Company; and (v) other extraordinary expenses (including litigation expenses) not incurred in the ordinary course of the Trust’s business.
Specified Expenses. The Expense Limitation applies only to the annual Ordinary Operating Expenses of the Trust, which include organizational and offering expenses, but do not include: (i) distribution fees, interest, taxes, dividend expenses on short sales, brokerage commissions and other transaction costs, and other expenditures which are capitalized in accordance with generally accepted accounting principles; (ii) expenses incurred indirectly by the Trust as a result of investments in other investment companies and pooled investment vehicles; (iii) other expenses attributable to, and incurred as a result of, the Trust’s investments; (iv) expenses payable by the Trust under any Administration or Sub-Administration Agreement; and (v) litigation expenses and extraordinary expenses not incurred in the ordinary course of the Trust’s business.
Specified Expenses. The Expense Limitation applies only to the annual Ordinary Operating Expenses of the Trust, which include organizational and offering expenses, but do not include: (i) distribution fees, interest, taxes, dividend expenses on short sales, brokerage commissions and other transaction costs, and other expenditures which are capitalized in accordance with generally accepted accounting principles; (ii) expenses incurred indirectly by the Trust as a result of investments in other investment companies and pooled investment vehicles; (iii) other expenses attributable to, and incurred as a result of, the Trust’s investments; and (iv) litigation expenses and extraordinary expenses not incurred in the ordinary course of the Trust’s business.
Specified Expenses. Each Expense Cap applies only to each Class’s aggregate monthly ordinary operating expenses and excludes Specified Expenses. Specified Expenses not covered by this letter agreement include: (i) the management fee; (ii) all fees and expenses of Private Market Assets in which the Fund invests (including the underlying fees of the Private Market Assets); (iii) transactional costs, including legal costs and brokerage commissions, associated with the acquisition and disposition of Private Market Assets and other investments; (iv) interest payments incurred on borrowing by the Fund; (v) fees and expenses incurred in connection with a credit facility, if any, obtained by the Fund; (vi) distribution and shareholder servicing fees, as applicable; (vii) taxes; and (viii) extraordinary expenses resulting from events and transactions that are distinguished by their unusual nature and by the infrequency of their occurrence, including, without limitation, costs incurred in connection with any claim, litigation, arbitration, mediation, government investigation or similar proceeding, indemnification expenses, and expenses in connection with holding and/or soliciting proxies for all annual and other meetings of Shareholders.
Specified Expenses. (a) The Expense Limitation applies only to the following: (i) fees and expenses paid to the Fund’s valuation consultant, auditors, stockholder administrator, and the Fund’s legal counsel in connection with matters related to the organization of the Fund and the offering of the Shares therein (but excluding all legal counsel fees and expenses incurred in connection with matters related to Real Estate Investments, such as property acquisition or disposition, leasing and legal proceedings related to the Real Estate Investments, as well as extraordinary legal fees associated with litigation or other proceedings), as well as (ii) printing costs, mailing costs, fees associated with the board of directors of the Fund, the cost of maintaining directors and officers insurance, blue sky fees and all Fund-level organizational expenses (which does not include expenses associated with the acquisition and management of the Initial Portfolio).
(b) For the avoidance of doubt, the Expense Limitation does not apply with regard to property level expenses (including, without limitation, property insurance, property operating expenses, and property financing expense), costs incurred in pursuing, acquiring, disposing, or obtaining financing of Real Estate Investments, costs associated with any credit facility obtained by the Fund (which may be in addition to the leverage at the property level), taxes (including tax related charges such as interest or penalties) payable by the Fund or its subsidiaries, or to extraordinary expenses, such as the costs of litigation.
Specified Expenses. Any fees, costs and expenses payable by Borrowers under Section 3.4.2 which are Specified Expenses shall be subject to a maximum fee expense payable by Borrowers in an amount to be agreed by Administrative Agent and Borrowers. All amounts payable by Borrowers under this Section 3.4.3 shall be due and payable as provided in Section 3.3.
Specified Expenses. The Expense Limitation applies only to the Company’s “Specified Expenses,” which is defined to include all expenses incurred in the business of the Company, including organizational and offering costs, with the exception of (i) the management fee (as described in the Private Placement Memorandum), (ii) the performance participation allocation (as described in the Private Placement Memorandum), (iii) the servicing fee (as described in the Private Placement Memorandum), (iv) the distribution fee (as described in the Private Placement Memorandum), (v) asset or entity level expenses (as described in the Private Placement Memorandum), (vi) brokerage costs or other investment-related out-of-pocket expenses, including with respect to unconsummated transactions, (vii) dividend/interest payments (including any dividend payments, interest expenses, commitment fees, or other expenses related to any leverage incurred by the Company), (viii) taxes, (ix) ordinary corporate operating expenses (including costs and expenses related to hiring, retaining, and compensating employees and officers of the Company), (x) certain insurance costs, and (xi) extraordinary expenses (as determined in the sole discretion of the Manager).
Specified Expenses. The Expense Limitation applies only to the Fund’s “Specified Expenses,” which is defined to include all expenses incurred in the business of the Fund, including organizational and offering costs, with the exception of (i) the management fee (as described in the Prospectus), (ii) the incentive fee (as described in the Prospectus), (iii) the servicing fee (as described in the Prospectus), (iv) the distribution fee (as described in the Prospectus), (v) property level expenses, (vi) brokerage costs or other investment-related out-of-pocket expenses, including with respect to unconsummated investments, (vii) dividend/interest payments (including any dividend payments, interest expenses, commitment fees, or other expenses related to any leverage incurred by the Fund), (viii) taxes, and (ix) extraordinary expenses (as determined in the sole discretion of the Adviser).
