Common use of Subordinated Incentive Listing Fee Clause in Contracts

Subordinated Incentive Listing Fee. Upon a Listing, the Company shall pay the Advisor, in one or more payments solely out of Net Sales Proceeds, an amount equal to (i) fifteen percent (15%) of the amount, if any, by which (A) the sum of (I) the Market Value, plus (II) total distributions attributable to Net Sales Proceeds paid through the date of Listing on Common Shares issued in all Offerings through such date, exceeds (B) the sum of (I) the Gross Proceeds raised in all Offerings through the date of Listing (less amounts paid on or prior to such date to purchase or redeem any Common Shares purchased in an Offering pursuant to the Company’s share repurchase program), plus (II) the minimum amount of cash that, if distributed to those Stockholders who purchased Common Shares in an Offering on or prior to the date of Listing, would have provided such Stockholders an eight percent (8%) annual cumulative, pre-tax, non-compounded return on the Gross Proceeds raised in all Offerings through the date of Listing, measured for the period from inception through the date of Listing, less (ii) any prior payments to the Advisor of the Subordinated Participation in Net Sales Proceeds or the Annual Subordinated Performance Fee, as applicable. The Subordinated Incentive Listing Fee will only be paid to the Advisor if this Agreement has not been terminated by the Company or the Advisor prior to the date of Listing.

Appears in 2 contracts

Samples: Advisory Agreement (Lightstone Real Estate Income Trust Inc.), Advisory Agreement (Lightstone Real Estate Income Trust Inc.)

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Subordinated Incentive Listing Fee. Upon a Listing, the Company shall pay the Advisor, in one or more payments solely out of Net Sales Proceeds, an amount equal to (i) fifteen percent (15%) of the amount, if any, by which (A) the sum of (I) the Market Value, plus (II) total distributions attributable to Net Sales Proceeds paid through the date of Listing on Common Shares issued in all Offerings through such date, exceeds (B) the sum of (I) the Gross Proceeds raised in all Offerings through the date of Listing (less amounts paid on or prior to such date to purchase or redeem any Common Shares purchased in an Offering pursuant to the Company’s share repurchase program), plus (II) the minimum amount of cash that, if distributed to those Stockholders who purchased Common Shares in an Offering on or prior to the date of Listing, would have provided such Stockholders an eight percent (8%) annual cumulative, pre-pre- tax, non-compounded return on the Gross Proceeds raised in all Offerings through the date of Listing, measured for the period from inception through the date of Listing, less (ii) any prior payments to the Advisor of the Subordinated Participation in Net Sales Proceeds or the Annual Subordinated Performance Fee, as applicable. The Subordinated Incentive Listing Fee will only be paid to the Advisor if this Agreement has not been terminated by the Company or the Advisor prior to the date of Listing.

Appears in 1 contract

Samples: Advisory Agreement (Lightstone Real Estate Income Trust Inc.)

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