Upfront Selling Commissions and Dealer Manager Fees. Except as may be provided in the “Plan of Distribution” section of the Prospectus, which may be amended or supplemented from time to time, as compensation for completed sales (as defined below) by the Selling Group Member of Class T shares that the Selling Group Member is authorized to sell in the Primary Offering, the Dealer Manager shall reallow to Selling Group Member an upfront selling commission and dealer manager fee in an amount up to the percentage, if any, set forth below of the transaction price per share on such completed sales of Class T shares in the Primary Offering by Selling Group Member. Selling Group Member shall not receive selling commissions or dealer manager fees for sales of any DRP Shares, or for sales of any Class D shares or Class I shares, whether in the Primary Offering or pursuant to the DRP. For purposes of this Schedule I, a “completed sale” shall occur if and only if a transaction has closed with a subscriber for Shares pursuant to all applicable offering and subscription documents, payment for the Shares has been received by the Company in full in the manner provided in Section 2 of the Agreement, the Company has accepted the subscription agreement of such subscriber, and the Company has thereafter distributed the selling commission and dealer manager fee to the Dealer Manager in connection with such transaction. The Selling Group Member may withhold the upfront selling commissions and dealer manager fees, if applicable, to which it is entitled pursuant to the Agreement, this Schedule I and the Prospectus from the purchase price for the Class T shares in the Primary Offering and forward the balance to the Company or its agent as set forth in the Subscription Agreement if it represents to the Dealer Manager that: (i) the Selling Group Member is legally permitted to do so; and (ii) (A) the Selling Group Member meets all applicable net capital requirements under the rules of FINRA or other applicable rules regarding such an arrangement; (B) the Selling Group Member has forwarded the Subscription Agreement to the Company or its agent, and the Company has accepted the subscription prior to forwarding the purchase price for the Shares, net of the selling commissions and dealer manager fees, if applicable, to which the Selling Group Member is entitled, to the Company or its agent; and (C) the Selling Group Member has verified that there are sufficient funds in the investor’s account with the Selling Group Member to cover the entir...
Upfront Selling Commissions and Dealer Manager Fees. Subject to any discounts and other special circumstances described in or otherwise provided in the “Plan of Distribution” section of the Memorandum or this Section 4, the Company shall pay (subject to the proviso in the immediately following sentence) the Dealer Manager upfront selling commissions of up to 3.5% of the transaction price of each Class S Share sold in the Offering and upfront selling commissions of up to 1.5% of the transaction price of each Class D Share sold in the Offering. No upfront dealer manager fees will be paid with respect to the sale of Class I Shares or Class E Shares, or Shares of any class sold pursuant to the DRP. The Company may pay reduced upfront selling commissions or may eliminate selling commissions on certain sales of Shares, on the terms set forth in the Memorandum. No selling commissions or dealer manager fees will be paid in connection with (i) the sale of Shares to Invesco Ltd. or its affiliates, or (ii) any Shares sold pursuant to the DRP. The applicable selling commissions and dealer manager fees payable to the Dealer Manager will be paid substantially concurrently with the execution by the Company of orders submitted by purchasers of Shares. All or a portion of the selling commissions and dealer manager fees received by the Dealer Manager may be reallowed (paid) by the Dealer Manager to Participating Distribution Agents who sold the Shares giving rise to such selling commissions and dealer manager fees, as described more fully in the Participating Agreement entered into with each such Participating Distribution Agent.
