Common use of Termination of Class T2 Distribution and Servicing Fee Clause in Contracts

Termination of Class T2 Distribution and Servicing Fee. The Company’s obligations to pay the Class T2 Distribution and Servicing Fee to the Dealer Manager will survive until the earliest to occur of the following: (i) a listing of the Class T2 Shares on a national securities exchange; (ii) following the completion of the Follow-On Offering, the date on which total underwriting compensation in such offering equals 10% of the gross proceeds from the Follow-On Offering; (iii) there are no longer any Class T2 Shares outstanding; (iv) the end of the month in which the Company’s transfer agent, on behalf of the Company, determines that total underwriting compensation, including Selling Commissions, Dealer Manager Fees, the Class T2 Distribution and Servicing Fee and other elements of underwriting compensation with respect to such Class T2 Share, would be in excess of 8.5% of the total gross investment amount at the time of purchase of such Class T2 Share in the Follow-On Offering; (v) the end of the month in which the Company’s transfer agent, on behalf of the Company, determines that the Class T2 Distribution and Servicing Fee with respect to such Class T2 Share would be in excess of 3.0% of the total gross investment amount at the time of purchase of such Class T2 Share in the Follow-On Offering; (vi) the date on which such Class T2 Share is repurchased by the Company; or (vii) the date on which the holder of such Class T2 Share or its agent notifies the Company or its agent that he or she is represented by a new Participating Broker-Dealer; provided that the Company will continue paying the Class T2 Distribution and Servicing Fee, which shall be reallowed to the new Participating Broker-Dealer, if the new Participating Broker-Dealer enters into a Participating Broker-Dealer Agreement or otherwise agrees to provide the services set forth on Exhibit A to this Agreement. At the time the Company ceases paying the Class T2 Distribution Servicing Fee with respect to a Class T2 Share pursuant to this Agreement, such Class T2 Share (and any shares issued under the DRP with respect thereto) will convert into a number of Class I Shares (including any fractional shares) with an equivalent NAV as such share.

Termination of Class T2 Distribution and Servicing Fee. The Company’s obligations to pay the Class T2 Distribution and Servicing Fee to the Dealer Manager will survive until the earliest to occur of the following: (i) a listing of the Class T2 Shares on a national securities exchange; (ii) following the completion of the Follow-On Offering, the date on which total underwriting compensation in such offering equals the Offering equaling 10% of the gross proceeds from the Follow-On Primary Offering; (iii) there are no longer any Class T2 Shares outstanding; (iv) the third anniversary of the last day of the fiscal quarter in which the Primary Offering terminates; (v) the end of the month in which the Company’s transfer agent, on behalf of the Company, determines that total underwriting compensation, including Selling Commissions, Dealer Manager Fees, the Class T2 Distribution and Servicing Fee and other elements of underwriting compensation with respect to such Class T2 Share, would be in excess of 8.5% of the total gross investment amount at the time of purchase of such Class T2 Share in the Follow-On Primary Offering; (vvi) the end of the month in which the Company’s transfer agent, on behalf of the Company, determines that the Class T2 Distribution and Servicing Fee with respect to such Class T2 Share would be in excess of 3.0% of the total gross investment amount at the time of purchase of such Class T2 Share in the Follow-On Primary Offering; (vivii) the date on which such Class T2 Share is repurchased by the Company; or (viiviii) the date on which the holder of such Class T2 Share or its agent notifies the Company or its agent that he or she is represented by a new Participating Broker-Dealer; provided that the Company will continue paying the Class T2 Distribution and Servicing Fee, which shall be reallowed to the new Participating Broker-Dealer, if the new Participating Broker-Dealer enters into a Participating Broker-Dealer Agreement or otherwise agrees to provide the services set forth on Exhibit A to this Agreement. [At the time the Company ceases paying the Class T2 Distribution Servicing Fee with respect to a Class T2 Share pursuant to this Agreement, such Class T2 Share (and any shares issued under the DRP with respect thereto) will convert into a number of Class I Shares (including any fractional shares) with an equivalent NAV as such share.]