Terms and Conditions of the Distribution Fee Sample Clauses

Terms and Conditions of the Distribution Fee. (1) From and after the sale by Participating Broker-Dealer of Class A Shares sold as Primary Shares hereunder, the Dealer Manager will reallow to Participating Broker-Dealer during the term of the Participating Broker-Dealer Agreement a portion of the Distribution Fee with respect to such Class A Shares that shall be calculated daily and paid monthly. For each day during the applicable calendar quarter for which the Distribution Fee is calculated, the Distribution Fee reallowed to Participating Broker-Dealer shall equal (A) __% multiplied by (B)(i) 1/365th of 0.50% of the Company’s NAV allocable to the outstanding Class A Shares each day, multiplied by (ii) the percentage equal to the number of Class A Shares sold by Participating Broker-Dealer that are outstanding on such day divided by the total number of Class A Shares outstanding on such day. These amounts are in addition to the selling commissions provided for in Section IV of this Participating Broker-Dealer Agreement.
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Terms and Conditions of the Distribution Fee. Participating Broker-Dealer is authorized to sell Class A Primary Shares according to the following terms and conditions in accordance with all other express or implied terms and conditions of the Agreement: From and after the sale by Participating Broker-Dealer of Class A Primary Shares hereunder, the Dealer Manager will pay to Participating Broker-Dealer during the term of the Participating Broker-Dealer Agreement a portion of the Distribution Fee that shall be calculated daily and paid quarterly. For each day during the applicable calendar quarter for which the Distribution Fee is calculated, the Distribution Fee payable to Participating Broker-Dealer shall equal (i) the number of Class A Primary Shares sold by Participating Broker-Dealer and outstanding on such day, multiplied by (ii) 1/365th of % of the Company’s NAV for Class A Primary Shares for such day.
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Terms and Conditions of the Distribution Fee. The terms and conditions of the Distribution Fee are subject to the Prospectus as may be amended or supplemented from time to time. As may be applicable to a particular Class of Shares, the Managing Dealer may reallow to Broker the Distribution Fee in an amount described below, if any, on Shares sold by Broker. The Distribution Fee will accrue daily based on the Company’s current net asset value of its Shares of such Class in its public filings and will be payable monthly in arrears as provided in the Prospectus. All determinations regarding the total amount and rate of reallowance of the Distribution Fee, the Broker’s compliance with the listed conditions, and/or the portion retained by the Managing Dealer will be made by the Managing Dealer in its sole discretion. Eligibility to receive the Distribution Fee is conditioned upon: (i) existence of an effective Participating Broker Agreement or ongoing shareholder servicing agreement between the Managing Dealer and the Broker, (ii) provision of service with respect to the Shares by the Broker, which may include one or more of the following: ongoing account maintenance, assistance with recordkeeping, assistance with and answering investor inquiries regarding distributions payments, reinvestment decisions, Share repurchase requests, or tax information, assistance in delivering annual reports, assistance with Share conversion processing, or providing such other similar services as the shareholder may reasonably require in connection investment in the Class of Shares, and (iii) acting as broker-dealer of record with respect to such Shares (in which case the Broker agrees to promptly notify the Managing Dealer in writing if it is no longer the broker-dealer of record with respect to some or all of the Shares). In connection with this provision, the Broker agrees to reasonably cooperate to provide certification to the Company, the Managing Dealer, and its agents (including its auditors) confirming the provision of services to each particular Class of shareholders upon reasonable request. The Broker waives any and all rights to receive compensation, including the Distribution Fee, until it is paid to and received by the Managing Dealer. The Broker hereby represents by its acceptance of each payment of the Distribution Fee that it complies with each of the above requirements and is providing the above-described services. The Company and the Managing Dealer shall cease paying the Distribution Fee with respect to Shar...
Sample 1
Terms and Conditions of the Distribution Fee. The Company will pay to the Dealer Manager a Distribution Fee that is calculated each day with respect to the Company’s Class A shares only equal to 1/365th of 0.50% of the Company’s NAV allocable to the Class A shares sold during the term of this Agreement that remain outstanding on such day, unless the Dealer Manager notifies the Company that it has elected to waive a portion of the fee for any given period, in which event the agreed upon lesser amount shall be payable. Notwithstanding the termination of an Offering or this Agreement, the Company will continue paying the Distribution Fee with respect to Class A Shares sold in such Offering prior to such Termination Date for so long as such Class A Shares remain outstanding and until the date at which total underwriting compensation (defined in accordance with applicable FINRA Rules) paid with respect to such Offering equals 10% of the gross proceeds from the sale of Primary Shares in such Offering. No Distribution Fees are payable on sales of Class M, Class I-A, or Class I-M Primary Shares or DRIP Shares.
Sample 1
Terms and Conditions of the Distribution Fee. From and after the sale by Participating Broker-Dealer of Class A Primary Shares hereunder, the Dealer Manager will pay to Participating Broker-Dealer during the term of the Participating Broker-Dealer Agreement a portion of the Distribution Fee that shall be calculated daily and paid quarterly. For each day during the applicable calendar quarter for which the Distribution Fee is calculated, the Distribution Fee payable to Participating Broker-Dealer shall equal (i) the number of Class A Primary Shares sold by Participating Broker-Dealer and outstanding on such day, multiplied by (ii) 1/365th of % of the Company’s NAV for Class A Primary Shares for such day. No Distribution Fees are payable on sales of Class M, Class I-A or Class I-M Primary Shares.
Sample 1

Related to Terms and Conditions of the Distribution Fee

  • General Terms and Conditions of the Debentures SECTION 2.1. Designation and Principal Amount............................... 3 SECTION 2.2. Maturity....................................................... 3 SECTION 2.3. Form and Payment............................................... 3 SECTION 2.4. Global Debenture............................................... 4 SECTION 2.5. Interest....................................................... 6

  • SPECIAL TERMS AND CONDITIONS OF TRUST The following special terms and conditions are hereby agreed to:

  • General Terms and Conditions of the Notes Section 201.

  • STANDARD TERMS AND CONDITIONS OF TRUST Subject to the provisions of Part II hereof, all the provisions contained in the Standard Terms and Conditions of Trust are herein incorporated by reference in their entirety and shall be deemed to be a part of this instrument as fully and to the same extent as though said provisions had been set forth in full in this instrument.

  • Terms and Conditions of Sales Shares shall be offered for sale only in those jurisdictions where they have been properly registered or are exempt from registration or for which appropriate notice filings have been made, and only to those groups of people which the Board may from time to time determine to be eligible to purchase such shares.

  • Terms and Conditions of Sale As defined in Section 3.14(b). Terminal – A point-of-transaction terminal that conforms with the requirements established from time to time by Servicer and the applicable Card Association capable of (i) reading the account number encoded on the magnetic stripe, (ii) comparing the last four digits of the encoded account number to the manually key-entered last four digits of the embossed account number, and (iii) transmitting the full, unaltered contents of the magnetic stripe in the Authorization message. ***** Confidential portions of the material have been omitted and filed separately with the Securities and Exchange Commission.

  • Terms and Conditions of the Notes The Notes shall be governed by all the terms and conditions of the Indenture, as supplemented by this First Supplemental Indenture. In particular, the following provisions shall be terms of the Notes:

  • of the Standard Terms and Conditions of Trust The Portfolio Supervisor may employ one or more sub- Portfolio Supervisors to assist in performing the services set forth in this Section 4.05 and shall not be answerable for the default of any such sub-Portfolio Supervisors if such sub-Portfolio Supervisors shall have been selected with reasonable care, provided, however, that the Portfolio Supervisor will indemnify and hold the Trust harmless from and against any loss occurring as a result of a sub- Portfolio Supervisor's willful misfeasance, reckless disregard, bad faith, or gross negligence in performing supervisory duties. The fees and expenses charged by such sub-Portfolio Supervisors shall be paid by the Portfolio Supervisor out of proceeds received by the Portfolio Supervisor in accordance with Section 4.03 hereof."

  • Terms and Conditions of Option The Option evidenced by this Agreement is subject to the following terms and conditions, as well as the terms and conditions of Section 3 hereof.

  • Terms and Conditions of the Offer The obligations of Purchaser to accept for payment, and pay for, any Shares validly tendered (and not validly withdrawn) pursuant to the Offer are subject only to the terms and conditions set forth in this Agreement, including the satisfaction of the Minimum Condition, the Termination Condition and the other conditions set forth in Annex I (collectively, the “Offer Conditions”). The Offer shall be made by means of an offer to purchase (the “Offer to Purchase”) that contains the Offer Conditions and the other terms set forth in this Agreement. Purchaser expressly reserves the right, to the extent permitted by applicable Legal Requirements, to (i) increase the Offer Price, (ii) waive any Offer Condition and (iii) make any other changes in the terms and conditions of the Offer not inconsistent with the terms of this Agreement; provided, however, notwithstanding anything to the contrary contained in this Agreement, without the prior written consent of the Company, Parent and Purchaser shall not (A) decrease the Offer Price (other than in a manner required by Section 1.1(g),) (B) change the form of consideration payable in the Offer, (C) decrease the maximum number of Shares sought to be purchased in the Offer, (D) impose conditions or requirements to the Offer in addition to the Offer Conditions, (E) amend, modify or waive the Minimum Condition, Termination Condition or the conditions set forth in clause (e) or (g) of Annex I, (F) otherwise amend or modify any of the other terms of the Offer in a manner that materially and adversely affects, or would reasonably be expected to materially and adversely affect, any holder of Shares in its capacity as such (provided that Purchaser expressly reserves the right but shall not be obligated to waive any of the Offer Conditions), (G) except as provided in Sections 1.1(c) or 1.1(d), terminate the Offer or accelerate, extend or otherwise change the Expiration Date or (H) provide any “subsequent offering period” (or any extension thereof) within the meaning of Rule 14d-11 promulgated under the Exchange Act. In accordance with Section 1.1(d), the Offer may not be withdrawn prior to the Expiration Date (or any rescheduled Expiration Date) of the Offer, unless this Agreement is terminated in accordance with Section 8.1.

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