Transaction; Advisory Fees. Any (i) transaction, advisory, consulting, management, monitoring, directors’ or similar fees, (ii) closing, investment banking, finders’, transaction or similar fees, (iii) commitment, breakup or topping fees or litigation proceeds and (iv) other fee or payment of services performed or to be performed with respect to an investment or proposed investment received from or with respect to Portfolio Companies or prospective Portfolio Companies in connection with the Company’s activities will be the property of the Company. Notwithstanding the foregoing, for administrative or other reasons, certain fees described in clauses (i) through (iv) above (including any fees for administrative agent services provided by the Adviser or a TCW Affiliate with respect to a particular loan or portfolio of loans made by the Company) may be paid to the Adviser or the TCW Affiliate (rather than directly to the Company), in which case the amount of such fees (net of any related expenses associated with the generation of such fees borne by the Adviser or such TCW Affiliate that have not been and will not be reimbursed by the Company) shall be paid to the Company or shall offset amounts (including the Management Fee) otherwise payable by the Company to the Adviser; provided that any such amount not paid to the Company or used to offset amounts otherwise payable by the Company to the Adviser shall be distributed to the Unitholders upon the final liquidation of the assets of the Company.
Transaction; Advisory Fees. Any (i) transaction, advisory, consulting, management, monitoring, directors’ or similar fees, (ii) closing, investment banking, finders’, transaction or similar fees, (iii) commitment, breakup or topping fees or litigation proceeds and (iv) other fee or payment of services performed or to be performed with respect to an investment or proposed investment received from or with respect to Portfolio Companies or prospective Portfolio Companies in connection with the Company’s activities will be the property of the Company. Notwithstanding the foregoing, for administrative or other reasons, certain fees described in clauses (i) through (iv) above (including any fees for administrative agent services provided by the Adviser or a TCW Affiliate with respect to a particular loan or portfolio of loans made by the Company) may be paid to the Adviser or the TCW Affiliate (rather than directly to the Company), in which case the amount of such fees (net of any related expenses associated with the generation of such fees borne by the Adviser or such TCW Affiliate that have not been and will be reimbursed by the Company) shall be paid to the Company or shall offset amounts (including the Management Fee) otherwise payable by the Company to the Adviser.
Transaction; Advisory Fees. Any (i) transaction, advisory, consulting, management, monitoring, directors’ or similar fees, (ii) closing, investment banking, finders’, transaction or similar fees, (iii) commitment, breakup or topping fees or litigation proceeds and (iv) other fee or payment of services performed or to be performed with respect to an investment or proposed investment received from or with respect to Portfolio Companies or prospective Portfolio Companies in connection with the Company’s activities will be the property of the Company. Notwithstanding the foregoing, for administrative or other reasons, certain fees described in clauses (i) through (iv) above (including any fees for administrative agent services provided by the Adviser or a Jefferies Affiliate with respect to a particular loan or portfolio of loans made by the Company) may be paid to the Adviser or the Jefferies Affiliate (rather than directly to the Company), in which case the amount of such fees (net of any related expenses associated with the generation of such fees borne by the Adviser or such Jefferies Affiliate that have not been and will not be reimbursed by the Company) shall be paid to the Company; provided that any such amount not paid to the Company shall be distributed to the Common Unitholders upon the final liquidation of the assets of the Company.
Transaction; Advisory Fees. Any transaction, advisory or similar fees received by the Company from or with respect to Portfolio Companies in connection with the Company’s activities will be the property of the Company to the extent not paid by the Company to a third party administrator or other person in connection with such loan.
Transaction; Advisory Fees. Investment, HoldCo, Parent, the Company and NMI and their respective successors shall hereby jointly and severally agree to pay or cause to be paid to Vestar a customary and reasonable fee for any financial advisory or similar services provided by it and/or its affiliates in connection with a Sale of the Company, an initial Public Offering by or involving Investment, HoldCo, Parent, the Company, NMI or any of their respective subsidiaries or any extraordinary acquisition by or involving Investment, HoldCo, Parent, the Company, NMI or any of their respective subsidiaries (other than acquisitions in the ordinary course of business as part of the Company’s growth strategy); provided, that the payment and the amount of the fees, if any, payable to Vestar and/or its affiliates pursuant to this Paragraph 3(b) shall be approved by a majority of the directors of the Company who are not affiliated with or employed by Vestar.
Transaction; Advisory Fees. Novartis shall bear the fees, charges and other expenses payable to any financial, transaction advisory, accounting or tax advisor or legal counsel listed in Exhibit 5, including all fees, charges and other expenses payable to such transaction advisors (Transaction Advisory Fees).
Transaction; Advisory Fees. During the term of this Agreement, the Companies shall pay to Advisor or its designees a transaction fee in connection with the consummation of each merger, acquisition, or divestiture by any of the Companies or their subsidiaries in an amount not less than one percent (1%) of the aggregate consideration of such transaction, including any liabilities assumed, plus reasonable out-of-pocket expenses.
