Common use of Volume Discounts Clause in Contracts

Volume Discounts. (i) Notwithstanding the provisions of Section 4(a) hereof, and subject to certain conditions and exceptions explained below, the Selling Commission to be reallowed by the Dealer Manager to the Soliciting Dealer shall be reduced for Class A Shares sold to an investor who makes an initial cash investment or, in the aggregate, combined additional investments of more than $500,000.00 through the Soliciting Dealer. The per Class A Share discount will apply to the specific range of each Class A Share purchased in the total volume ranges set forth in the following schedule: From To $ 0 $ 500,000 $ 25.00 6 % $ 500,001 $ 1,000,000 $ 24.75 5 % $1,000,001 $ 2,000,000 $ 24.50 4 % $2,000,001 $ 3,000,000 $ 24.25 3 % $3,000,001 $ 4,000,000 $ 24.00 2 % $4,000,001 and over $ 23.75 1 % As an example, a single purchaser who invests $1,250,000 in Class A Shares would receive 50,406.10 Class A Shares rather than 50,000 Class A Shares. The discount would be calculated as follows: for the first $500,000 invested, the purchaser would acquire 20,000 Class A Shares at a cost of $25.00 per Class A Share (Class A Selling Commissions of six percent (6%)); for the next $500,000 invested, the purchaser would acquire 20,202.02 Class A Shares at a cost of $24.75 per Class A Share (Class A Selling Commissions of five percent (5%)); and for the last $250,000 invested, the purchaser would acquire 10,204.08 Class A Shares at a cost of $24.50 per Class A Share (Class A Selling Commissions of four percent (4%)). (ii) To the extent reasonably practicable, the Soliciting Dealer shall combine purchases for the purpose of qualifying an investor for, and crediting an investor or investors with, additional Class A Shares, provided that all combined purchases are made through the Soliciting Dealer and approved by the Company. For these purposes, the Company will combine subscriptions made in the Offering with other subscriptions in the Offering by the same investor for the purpose of computing amounts invested. Purchases by individuals within a “primary household group” also will be combined and purchases by any investor may be combined with other purchases of Class A Shares to be held as a joint tenant or a tenant in

Appears in 3 contracts

Samples: Dealer Manager Agreement (Inland Residential Properties Trust, Inc.), Dealer Manager Agreement (Inland Residential Properties Trust, Inc.), Dealer Manager Agreement (Inland Residential Properties Trust, Inc.)

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Volume Discounts. (i) Notwithstanding the provisions of Section 4(a) hereof, and subject to certain conditions and exceptions explained below, the Selling Commission to be reallowed paid by the Dealer Manager to the Soliciting Dealer Company shall be reduced for Class A Shares sold to an investor who makes an initial cash investment or, in the aggregate, combined additional investments of more than at least $500,000.00 through the same Soliciting Dealer. The per Class A Share discount will apply to the specific range of each Class A Share purchased in the total volume ranges set forth in the following schedule: From To $ 0 $ 500,000 $ 25.00 6 7 % $ 500,001 $ 1,000,000 $ 24.75 5 6 % $$ 1,000,001 $ 2,000,000 $ 24.50 4 5 % $$ 2,000,001 $ 3,000,000 $ 24.25 3 4 % $$ 3,000,001 $ 4,000,000 $ 24.00 3 % $ 4,000,001 $ 5,000,000 $ 23.75 2 % $4,000,001 $ 5,000,001 and over $ 23.75 23.50 1 % As an example, a single purchaser who invests $1,250,000 in Class A Shares would receive 50,406.10 126,015 Class A Shares rather than 50,000 125,000 Class A Shares. The discount would be calculated as follows: for the first $500,000 invested, the purchaser would acquire 20,000 50,000 Class A Shares at a cost of $25.00 per Class A Share (Class A Selling Commissions of six seven percent (67%)); for the next $500,000 invested, the purchaser would acquire 20,202.02 50,505 Class A Shares at a cost of $24.75 per Class A Share (Class A Selling Commissions Commission of five six percent (56%)); and for the last $250,000 invested, the purchaser would acquire 10,204.08 25,510 Class A Shares at a cost of $24.50 per Class A Share (Class A Selling Commissions of four five percent (45%)). (ii) To the extent reasonably practicable, the Dealer Manager or the Soliciting Dealer shall combine purchases for the purpose of qualifying an investor for, and crediting an investor or investors with, additional Class A Shares, provided that all combined purchases are made through the same Soliciting Dealer and approved by the Company. For these purposes, the Company will combine subscriptions made in the Offering with other subscriptions in the Offering by the same investor for the purpose of computing amounts invested. Purchases by individuals within a “primary household group” also will be combined and purchases by any investor may be combined with other purchases of Class A Shares to be held as a joint tenant or a tenant inin common. For these purposes, a “primary household group” includes the investor, the investor’s spouse or “domestic or life partner” and all of the investor’s unmarried children under the age of twenty-one (21). For primary household group purposes, “domestic or life partners” means any two unmarried same-sex or opposite-sex individuals who are unrelated by blood, maintain a shared primary residence or home address, and have joint property or other insurable interests. Purchases by tax-exempt or non-tax-exempt entities may be combined with purchases by other tax-exempt entities for purposes of computing amounts invested if investment decisions are made by the same person, provided that if the investment decisions are made by an independent investment adviser, that investment adviser may not have any direct or indirect beneficial interest in any of the tax-exempt entities who seek to combine purchases. The investor must xxxx the “Additional Investment” space on the Subscription Agreement signature page and provide a Letter of Instruction to identify the accounts to be combined in order for purchases to be combined. The Company is not responsible for failing to combine purchases if the investor fails to xxxx the “Additional Investment” space and provide a Letter of Instruction. (iii) In the case of subsequent investments or combined investments, a volume discount shall be applicable only on the portion of the subsequent or combined investment that resulted in the investment exceeding the breakpoint. For example, a person investing $50,000 who previously invested $490,000 may combine these amounts to reach the $500,001 breakpoint entitling the person to a lower sales commission on the $50,000 investment. If Subscription Agreements for the purchases to be combined are submitted at the same time, then the additional Class A Shares to be credited to the investor as a result of the combined purchases will be credited on a pro rata basis. If the Subscription Agreements for the purchases to be combined are not submitted at the same time, then any additional Class A Shares to be credited as a result of the combined purchases will be credited to the last component purchase, unless the Company is otherwise directed in writing at the time of the submission; except however, the additional Class A Shares to be credited to any tax-exempt entities whose purchases are combined for purposes of the volume discount will be credited only on a pro rata basis based on the amount of the investment of each tax-exempt entity and their combined purchases. (iv) Notwithstanding the above, in no event shall any investor receive a discount greater than five percent (5%) on any purchase of Class A Shares if the investor owns, or may be deemed to own, any Class A Shares prior to the time of the purchase in question. This restriction limits the amount of the volume discount after the purchaser’s initial purchase and the amount of additional Class A Shares that may be credited to an investor as a result of combining purchases.

Appears in 2 contracts

Samples: Dealer Manager Agreement (Inland Retail Properties Trust V, Inc.), Dealer Manager Agreement (Inland Real Estate Income Trust II, Inc.)

Volume Discounts. (i) Notwithstanding the provisions of Section 4(a) hereof, and subject to certain conditions and exceptions explained below, the Selling Commission to be reallowed by the Dealer Manager to the Soliciting Dealer shall be reduced for Class A Shares sold to an investor who makes an initial cash investment or, in the aggregate, combined additional investments of more than at least $500,000.00 through the Soliciting Dealer. The per Class A Share discount will apply to the specific range of each Class A Share purchased in the total volume ranges set forth in the following schedule: From To $ 0 $ 500,000 $ 25.00 6 7 % $ 500,001 $ 1,000,000 $ 24.75 5 6 % $$ 1,000,001 $ 2,000,000 $ 24.50 4 5 % $$ 2,000,001 $ 3,000,000 $ 24.25 3 4 % $$ 3,000,001 $ 4,000,000 $ 24.00 3 % $ 4,000,001 $ 5,000,000 $ 23.75 2 % $4,000,001 $ 5,000,001 and over $ 23.75 23.50 1 % As an example, a single purchaser who invests $1,250,000 in Class A Shares would receive 50,406.10 126,015 Class A Shares rather than 50,000 125,000 Class A Shares. The discount would be calculated as follows: for the first $500,000 invested, the purchaser would acquire 20,000 50,000 Class A Shares at a cost of $25.00 per Class A Share (Class A Selling Commissions of six seven percent (67%)); for the next $500,000 invested, the purchaser would acquire 20,202.02 50,505 Class A Shares at a cost of $24.75 per Class A Share (Class A Selling Commissions Commission of five six percent (56%)); and for the last $250,000 invested, the purchaser would acquire 10,204.08 25,510 Class A Shares at a cost of $24.50 per Class A Share (Class A Selling Commissions of four five percent (45%)). (ii) To the extent reasonably practicable, the Soliciting Dealer shall combine purchases for the purpose of qualifying an investor for, and crediting an investor or investors with, additional Class A Shares, provided that all combined purchases are made through the Soliciting Dealer and approved by the Company. For these purposes, the Company will combine subscriptions made in the Offering with other subscriptions in the Offering by the same investor for the purpose of computing amounts invested. Purchases by individuals within a “primary household group” also will be combined and purchases by any investor may be combined with other purchases of Class A Shares to be held as a joint tenant or a tenant inin common. For these purposes, a “primary household group” includes the investor, the investor’s spouse or “domestic or life partner” and all of the investor’s unmarried children under the age of twenty-one (21). For primary household group purposes, “domestic or life partners” means any two unmarried same-sex or opposite-sex individuals who are unrelated by blood, maintain a shared primary residence or home address, and have joint property or other insurable interests. Purchases by tax-exempt or non-tax-exempt entities may be combined with purchases by other tax-exempt entities for purposes of computing amounts invested if investment decisions are made by the same person, provided that if the investment decisions are made by an independent investment adviser, that investment adviser may not have any direct or indirect beneficial interest in any of the tax-exempt entities who seek to combine purchases. The investor must xxxx the “Additional Investment” space on the Subscription Agreement signature page and provide a Letter of Instruction to identify the accounts to be combined in order for purchases to be combined. The Company is not responsible for failing to combine purchases if the investor fails to xxxx the “Additional Investment” space and provide a Letter of Instruction. (iii) In the case of subsequent investments or combined investments, a volume discount shall be applicable only on the portion of the subsequent or combined investment that resulted in the investment exceeding the breakpoint. For example, a person investing $50,000 who previously invested $490,000 may combine these amounts to reach the $500,001 breakpoint entitling the person to a lower sales commission on the $50,000 investment. If Subscription Agreements for the purchases to be combined are submitted at the same time, then the additional Class A Shares to be credited to the investor as a result of the combined purchases will be credited on a pro rata basis. If the Subscription Agreements for the purchases to be combined are not submitted at the same time, then any additional Class A Shares to be credited as a result of the combined purchases will be credited to the last component purchase, unless the Company is otherwise directed in writing at the time of the submission; except however, the additional Class A Shares to be credited to any tax-exempt entities whose purchases are combined for purposes of the volume discount will be credited only on a pro rata basis based on the amount of the investment of each tax-exempt entity and their combined purchases. (iv) Notwithstanding the above, in no event shall any investor receive a discount greater than five percent (5%) on any purchase of Class A Shares if the investor owns, or may be deemed to own, any Class A Shares prior to the time of the purchase in question. This restriction limits the amount of the volume discount after the purchaser’s initial purchase and the amount of additional Class A Shares that may be credited to an investor as a result of combining purchases.

Appears in 2 contracts

Samples: Dealer Manager Agreement (Inland Retail Properties Trust V, Inc.), Dealer Manager Agreement (Inland Real Estate Income Trust II, Inc.)

Volume Discounts. (i) Notwithstanding the provisions of Section 4(a) hereof, and subject to certain conditions and exceptions explained below, the Selling Commission to be reallowed paid by the Dealer Manager to the Soliciting Dealer Company shall be reduced for Class A Shares sold to an investor single investors who makes make an initial cash investment or, in the aggregate, combined additional investments of more than at least $500,000.00 through the same Soliciting Dealer. The per Class A Share discount will apply to the specific range of each Class A Share purchased in the total volume ranges set forth in the following schedule: From To $ 0 $ 500,000 $ 25.00 6 1 % $ 500,001 $ 1,000,000 6 % 2 % $ 24.75 5 % $1,000,001 $ 2,000,000 5 % 3 % $ 24.50 4 % $2,000,001 $ 3,000,000 4 % 4 % $ 24.25 3 % $3,000,001 $ 4,000,000 3 % 5 % $ 24.00 4,000,001 $ 5,000,000 2 % $4,000,001 6 % $ 5,000,001 and over $ 23.75 1 % Any reduction in the amount of the Selling Commissions in respect of volume discounts received will be credited to the investor in the form of additional Shares. As an example, a single purchaser who invests $1,250,000 in Class A Shares would receive 50,406.10 Class A 126,015 Shares rather than 50,000 Class A Shares125,000 Shares and the Selling Commission would be $77,500. The discount would be calculated as follows: for the first $500,000 invested, the purchaser would acquire 20,000 Class A 50,000 Shares at a cost of $25.00 10.00 per Class A Share (Class A Selling Commissions of six percent (6%)$.07 per Share); for the next $500,000 invested, the purchaser would acquire 20,202.02 Class A 50,505 Shares at a cost of $24.75 9.90 per Class A Share (Class A Selling Commissions of five percent (5%)$.06 per Share); and for the last $250,000 invested, the purchaser would acquire 10,204.08 Class A 25,510 Shares at a cost of $24.50 9.80 per Class A Share (Class A Selling Commissions of four percent (4%)$.05 per Share). (ii) To the extent reasonably practicable, the Dealer Manager or the Soliciting Dealer shall combine purchases for the purpose of qualifying an investor for, and crediting an investor a purchaser or investors purchasers with, additional Class A Shares, provided that all combined purchases are made through the same Soliciting Dealer and approved by the Company. For these purposes, the Company will combine subscriptions made in the Offering with other subscriptions in the Offering by the same investor purchaser for the purpose of computing amounts invested. Purchases by individuals within a “primary household group” also will be combined and purchases by any investor may be combined with other purchases of Class A Shares to be held as a joint tenant or a tenant inin common. For these purposes, a “primary household group” includes the purchaser, the purchaser’s spouse or “domestic or life partner” and all of the purchaser’s unmarried children under the age of twenty-one (21). For primary household group purposes, “domestic or life partners” means any two unmarried same-sex or opposite-sex individuals who are unrelated by blood, maintain a shared primary residence or home address, and have joint property or other insurable interests. Purchases by tax-exempt or non tax-exempt entities may be combined with purchases by other tax-exempt entities for purposes of computing amounts invested if investment decisions are made by the same person, provided that if the investment decisions are made by an independent investment adviser, that investment adviser may not have any direct or indirect beneficial interest in any of the tax-exempt entities who seek to combine purchases. The Dealer Manager acknowledges and agrees that purchases by entities required to pay federal income tax that are combined with purchases by other entities not required to pay federal income tax for purposes of computing amounts invested may have adverse tax consequences to the investor. The investor must xxxx the “Additional Investment” space on the Subscription Agreement signature page and provide a Letter of Instruction to identify the accounts to be combined in order for purchases to be combined. The Company is not responsible for failing to combine purchases if the investor fails to xxxx the “Additional Investment” space and provide a Letter of Instruction. (iii) In the case of subsequent investments or combined investments, a volume discount shall be applicable only on the portion of the subsequent or combined investment that resulted in the investment exceeding the breakpoint. For example, a person investing $50,000 who previously invested $490,000 may combine these amounts to reach the $500,001 breakpoint entitling the person to a lower sales commission on the $50,000 investment. If Subscription Agreements for the purchases to be combined are submitted at the same time, then the additional Shares to be credited to the purchasers as a result of the combined purchases will be credited on a pro rata basis. If the Subscription Agreements for the purchases to be combined are not submitted at the same time, then any additional Shares to be credited as a result of the combined purchases will be credited to the last component purchase, unless the Company is otherwise directed in writing at the time of the submission; except however, the additional Shares to be credited to any tax-exempt entities whose purchases are combined for purposes of the volume discount will be credited only on a pro rata basis based on the amount of the investment of each tax-exempt entity and their combined purchases. (iv) Notwithstanding the above, in no event shall any investor receive a discount greater than five percent (5.0%) on any purchase of Shares if the investor owns, or may be deemed to own, any Shares prior to subscribing. This restriction may limit the amount of the volume discount after the purchaser’s initial purchase and the amount of additional Shares that may be credited to a purchaser as a result of combining purchases.

Appears in 2 contracts

Samples: Dealer Manager Agreement (Inland Monthly Income Trust, Inc.), Dealer Manager Agreement (Inland Real Estate Income Trust, Inc.)

Volume Discounts. (i) Notwithstanding the provisions of Section 4(a) hereof, and subject to certain conditions and exceptions explained below, the Selling Commission to be reallowed by the Dealer Manager to the Soliciting Dealer shall be reduced for Class A Shares sold to an investor who makes an initial cash investment or, in the aggregate, combined additional investments of more than $500,000.00 through the Soliciting Dealer. The per Class A Share discount will apply to the specific range of each Class A Share purchased in the total volume ranges set forth in the following schedule: From To $ 0 $ 500,000 $ 25.00 6 6% $ 500,001 $ 1,000,000 $ 24.75 5 5% $$ 1,000,001 $ 2,000,000 $ 24.50 4 4% $$ 2,000,001 $ 3,000,000 $ 24.25 3 3% $$ 3,000,001 $ 4,000,000 $ 24.00 2 2% $$ 4,000,001 and over $ 23.75 1 1% As an example, a single purchaser who invests $1,250,000 in Class A Shares would receive 50,406.10 Class A Shares rather than 50,000 Class A Shares. The discount would be calculated as follows: for the first $500,000 invested, the purchaser would acquire 20,000 Class A Shares at a cost of $25.00 per Class A Share (Class A Selling Commissions of six percent (6%)); for the next $500,000 invested, the purchaser would acquire 20,202.02 Class A Shares at a cost of $24.75 per Class A Share (Class A Selling Commissions of five percent (5%)); and for the last $250,000 invested, the purchaser would acquire 10,204.08 Class A Shares at a cost of $24.50 per Class A Share (Class A Selling Commissions of four percent (4%)). (ii) To the extent reasonably practicable, the Soliciting Dealer shall combine purchases for the purpose of qualifying an investor for, and crediting an investor or investors with, additional Class A Shares, provided that all combined purchases are made through the Soliciting Dealer and approved by the Company. For these purposes, the Company will combine subscriptions made in the Offering with other subscriptions in the Offering by the same investor for the purpose of computing amounts invested. Purchases by individuals within a “primary household group” also will be combined and purchases by any investor may be combined with other purchases of Class A Shares to be held as a joint tenant or a tenant inin common. For these purposes, a “primary household group” includes the investor and the investor’s spouse or “domestic or life partner.” For primary household group purposes, “domestic or life partners” means any two unmarried same-sex or opposite-sex individuals who are unrelated by blood, maintain a shared primary residence or home address, and have joint property or other insurable interests. Purchases by tax-exempt or non-tax-exempt entities may be combined with purchases by other tax-exempt entities for purposes of computing amounts invested if investment decisions are made by the same person, provided that if the investment decisions are made by an independent investment adviser, that investment adviser may not have any direct or indirect beneficial interest in any of the tax-exempt entities who seek to combine purchases. The Soliciting Dealer acknowledges and agrees that purchases by entities required to pay federal income tax that are combined with purchases by other entities not required to pay federal income tax for purposes of computing amounts invested may have adverse tax consequences to the investor and shall advise the investor accordingly. The investor must xxxx the “Additional Investment” space in Section A of the Subscription Agreement and provide a Letter of Instruction to identify the accounts to be combined in order for purchases to be combined. The Company is not responsible for failing to combine purchases if the investor fails to xxxx the “Additional Investment” space and provide a Letter of Instruction. (iii) In the case of subsequent investments or combined investments, a volume discount shall be applicable only on the portion of the subsequent or combined investment that resulted in the investment exceeding the breakpoint. For example, a person investing $50,000 who previously invested $490,000 may combine these amounts to reach the $500,001 breakpoint entitling the person to a lower sales commission on $40,000 of the $50,000 investment. If Subscription Agreements for the purchases to be combined are submitted at the same time, then the additional Class A Shares to be credited to the investor as a result of the combined purchases will be credited on a pro rata basis. If the Subscription Agreements for the purchases to be combined are not submitted at the same time, then any additional Class A Shares to be credited as a result of the combined purchases will be credited to the last component purchase, unless the Company is otherwise directed in writing at the time of the submission; except however, the additional Class A Shares to be credited to any tax-exempt entities whose purchases are combined for purposes of the volume discount will be credited only on a pro rata basis based on the amount of the investment of each tax-exempt entity and their combined purchases. (iv) Notwithstanding the above, in no event shall any investor receive a discount greater than five percent (5%) on any purchase of Class A Shares if the investor owns, or may be deemed to own, any Class A Shares prior to the time of the purchase in question. This restriction limits the amount of the volume discount after the purchaser’s initial purchase and the amount of additional Class A Shares that may be credited to an investor as a result of combining purchases.

Appears in 2 contracts

Samples: Dealer Manager Agreement (Inland Residential Properties Trust, Inc.), Dealer Manager Agreement (Inland Residential Properties Trust, Inc.)

Volume Discounts. (i) Notwithstanding the provisions of Section 4(a) hereof, and subject to certain conditions and exceptions explained below, the Selling Commission to be reallowed paid by the Dealer Manager to the Soliciting Dealer Company shall be reduced for Class A Shares sold to an investor who makes an initial cash investment or, in the aggregate, combined additional investments of more than $500,000.00 through the same Soliciting Dealer. The per Class A Share discount will apply to the specific range of each Class A Share purchased in the total volume ranges set forth in the following schedule: From To $ 0 $ 500,000 $ 25.00 6 6% $ 500,001 $ 1,000,000 $ 24.75 5 5% $$ 1,000,001 $ 2,000,000 $ 24.50 4 4% $$ 2,000,001 $ 3,000,000 $ 24.25 3 3% $$ 3,000,001 $ 4,000,000 $ 24.00 2 2% $$ 4,000,001 and over $ 23.75 1 1% As an example, a single purchaser who invests $1,250,000 in Class A Shares would receive 50,406.10 Class A Shares rather than 50,000 Class A Shares. The discount would be calculated as follows: for the first $500,000 invested, the purchaser would acquire 20,000 Class A Shares at a cost of $25.00 per Class A Share (Class A Selling Commissions Commission of six percent (6%)); for the next $500,000 invested, the purchaser would acquire 20,202.02 Class A Shares at a cost of $24.75 per Class A Share (Class A Selling Commissions Commission of five percent (5%)); and for the last $250,000 invested, the purchaser would acquire 10,204.08 Class A Shares at a cost of $24.50 per Class A Share (Class A Selling Commissions Commission of four percent (4%)). (ii) To the extent reasonably practicable, the Dealer Manager or the Soliciting Dealer shall combine purchases for the purpose of qualifying an investor for, and crediting an investor or investors with, additional Class A Shares, provided that all combined purchases are made through the same Soliciting Dealer and approved by the Company. For these purposes, the Company will combine subscriptions made in the Offering with other subscriptions in the Offering by the same investor for the purpose of computing amounts invested. Purchases by individuals within a “primary household group” also will be combined and purchases by any investor may be combined with other purchases of Class A Shares to be held as a joint tenant or a tenant inin common. For these purposes, a “primary household group” includes the investor and the investor’s spouse or “domestic or life partner.” For primary household group purposes, “domestic or life partners” means any two unmarried same-sex or opposite-sex individuals who are unrelated by blood, maintain a shared primary residence or home address, and have joint property or other insurable interests. Purchases by tax-exempt or non-tax-exempt entities may be combined with purchases by other tax-exempt entities for purposes of computing amounts invested if investment decisions are made by the same person, provided that if the investment decisions are made by an independent investment adviser, that investment adviser may not have any direct or indirect beneficial interest in any of the tax-exempt entities who seek to combine purchases. The investor must xxxx the “Additional Investment” space in Section A of the Subscription Agreement and provide a Letter of Instruction to identify the accounts to be combined in order for purchases to be combined. The Company is not responsible for failing to combine purchases if the investor fails to xxxx the “Additional Investment” space and provide a Letter of Instruction. (iii) In the case of subsequent investments or combined investments, a volume discount shall be applicable only on the portion of the subsequent or combined investment that resulted in the investment exceeding the breakpoint. For example, a person investing $50,000 who previously invested $490,000 may combine these amounts to reach the $500,001 breakpoint entitling the person to a lower sales commission on $40,000 of the $50,000 investment. If Subscription Agreements for the purchases to be combined are submitted at the same time, then the additional Class A Shares to be credited to the investor as a result of the combined purchases will be credited on a pro rata basis. If the Subscription Agreements for the purchases to be combined are not submitted at the same time, then any additional Class A Shares to be credited as a result of the combined purchases will be credited to the last component purchase, unless the Company is otherwise directed in writing at the time of the submission; except however, the additional Class A Shares to be credited to any tax-exempt entities whose purchases are combined for purposes of the volume discount will be credited only on a pro rata basis based on the amount of the investment of each tax-exempt entity and their combined purchases. (iv) Notwithstanding the above, in no event shall any investor receive a discount greater than five percent (5%) on any purchase of Class A Shares if the investor owns, or may be deemed to own, any Class A Shares prior to the time of the purchase in question. This restriction limits the amount of the volume discount after the purchaser’s initial purchase and the amount of additional Class A Shares that may be credited to an investor as a result of combining purchases.

Appears in 1 contract

Samples: Dealer Manager Agreement (Inland Residential Properties Trust, Inc.)

Volume Discounts. (i) Notwithstanding the provisions of Section 4(a) hereof, and subject to certain conditions and exceptions explained below, the Selling Commission to be reallowed by the Dealer Manager to the Soliciting Dealer shall be reduced for Class A Shares sold to an investor who makes an initial cash investment or, in the aggregate, combined additional investments of more than at least $500,000.00 through the Soliciting Dealer. The per Class A Share discount will apply to the specific range of each Class A Share purchased in the total volume ranges set forth in the following schedule: From To $ 0 $ 500,000 $ 25.00 6 7 % $ 500,001 $ 1,000,000 $ 24.75 5 6 % $$ 1,000,001 $ 2,000,000 $ 24.50 4 5 % $$ 2,000,001 $ 3,000,000 $ 24.25 3 4 % $$ 3,000,001 $ 4,000,000 $ 24.00 3 % $ 4,000,001 $ 5,000,000 $ 23.75 2 % $4,000,001 $ 5,000,001 and over $ 23.75 23.50 1 % As an example, a single purchaser who invests $1,250,000 in Class A Shares would receive 50,406.10 Class A Shares rather than 50,000 Class A Shares. The discount would be calculated as follows: for the first $500,000 invested, the purchaser would acquire 20,000 Class A Shares at a cost of $25.00 per Class A Share (Class A Selling Commissions of six seven percent (67%)); for the next $500,000 invested, the purchaser would acquire 20,202.02 Class A Shares at a cost of $24.75 per Class A Share (Class A Selling Commissions Commission of five six percent (56%)); and for the last $250,000 invested, the purchaser would acquire 10,204.08 Class A Shares at a cost of $24.50 per Class A Share (Class A Selling Commissions of four five percent (45%)). (ii) To the extent reasonably practicable, the Soliciting Dealer shall combine purchases for the purpose of qualifying an investor for, and crediting an investor or investors with, additional Class A Shares, provided that all combined purchases are made through the Soliciting Dealer and approved by the Company. For these purposes, the Company will combine subscriptions made in the Offering with other subscriptions in the Offering by the same investor for the purpose of computing amounts invested. Purchases by individuals within a “primary household group” also will be combined and purchases by any investor may be combined with other purchases of Class A Shares to be held as a joint tenant or a tenant inin common. For these purposes, a “primary household group” includes the investor, the investor’s spouse or “domestic or life partner” and all of the investor’s unmarried children under the age of twenty-one (21). For primary household group purposes, “domestic or life partners” means any two unmarried same-sex or opposite-sex individuals who are unrelated by blood, maintain a shared primary residence or home address, and have joint property or other insurable interests. Purchases by tax-exempt or non-tax-exempt entities may be combined with purchases by other tax-exempt entities for purposes of computing amounts invested if investment decisions are made by the same person, provided that if the investment decisions are made by an independent investment adviser, that investment adviser may not have any direct or indirect beneficial interest in any of the tax-exempt entities who seek to combine purchases. The investor must xxxx the “Additional Investment” space on the Subscription Agreement signature page and provide a Letter of Instruction to identify the accounts to be combined in order for purchases to be combined. The Company is not responsible for failing to combine purchases if the investor fails to xxxx the “Additional Investment” space and provide a Letter of Instruction. (iii) In the case of subsequent investments or combined investments, a volume discount shall be applicable only on the portion of the subsequent or combined investment that resulted in the investment exceeding the breakpoint. For example, a person investing $50,000 who previously invested $490,000 may combine these amounts to reach the $500,001 breakpoint entitling the person to a lower sales commission on the $50,000 investment. If Subscription Agreements for the purchases to be combined are submitted at the same time, then the additional Class A Shares to be credited to the investor as a result of the combined purchases will be credited on a pro rata basis. If the Subscription Agreements for the purchases to be combined are not submitted at the same time, then any additional Class A Shares to be credited as a result of the combined purchases will be credited to the last component purchase, unless the Company is otherwise directed in writing at the time of the submission; except however, the additional Class A Shares to be credited to any tax-exempt entities whose purchases are combined for purposes of the volume discount will be credited only on a pro rata basis based on the amount of the investment of each tax-exempt entity and their combined purchases. (iv) Notwithstanding the above, in no event shall any investor receive a discount greater than five percent (5%) on any purchase of Class A Shares if the investor owns, or may be deemed to own, any Class A Shares prior to the time of the purchase in question. This restriction limits the amount of the volume discount after the purchaser’s initial purchase and the amount of additional Class A Shares that may be credited to an investor as a result of combining purchases.

Appears in 1 contract

Samples: Dealer Manager Agreement (Inland Residential Properties Trust, Inc.)

Volume Discounts. (i) Notwithstanding the provisions of Section 4(a) hereof, and subject to certain conditions and exceptions explained below, the Selling Commission to be reallowed paid by the Dealer Manager to the Soliciting Dealer Company shall be reduced for Class A Shares sold to an investor who makes an initial cash investment or, in the aggregate, combined additional investments of more than at least $500,000.00 through the same Soliciting Dealer. The per Class A Share discount will apply to the specific range of each Class A Share purchased in the total volume ranges set forth in the following schedule: From To $ 0 $ 500,000 $ 25.00 6 7 % $ 500,001 $ 1,000,000 $ 24.75 5 6 % $$ 1,000,001 $ 2,000,000 $ 24.50 4 5 % $$ 2,000,001 $ 3,000,000 $ 24.25 3 4 % $$ 3,000,001 $ 4,000,000 $ 24.00 3 % $ 4,000,001 $ 5,000,000 $ 23.75 2 % $4,000,001 $ 5,000,001 and over $ 23.75 23.50 1 % As an example, a single purchaser who invests $1,250,000 in Class A Shares would receive 50,406.10 126,015 Class A Shares rather than 50,000 125,000 Class A Shares. The discount would be calculated as follows: for the first $500,000 invested, the purchaser would acquire 20,000 50,000 Class A Shares at a cost of $25.00 per Class A Share (Class A Selling Commissions of six seven percent (67%)); for the next $500,000 invested, the purchaser would acquire 20,202.02 50,505 Class A Shares at a cost of $24.75 per Class A Share (Class A Selling Commissions Commission of five six percent (56%)); and for the last $250,000 invested, the purchaser would acquire 10,204.08 25,510 Class A Shares at a cost of $24.50 per Class A Share (Class A Selling Commissions of four five percent (45%)). (ii) To the extent reasonably practicable, the Dealer Manager or the Soliciting Dealer shall combine purchases for the purpose of qualifying an investor for, and crediting an investor or investors with, additional Class A Shares, provided that all combined purchases are made through the same Soliciting Dealer and approved by the Company. For these purposes, the Company will combine subscriptions made in the Offering with other subscriptions in the Offering by the same investor for the purpose of computing amounts invested. Purchases by individuals within a “primary household group” also will be combined and purchases by any investor may be combined with other purchases of Class A Shares to be held as a joint tenant or a tenant inin common. For these purposes, a “primary household group” includes the investor, the investor’s spouse or “domestic or life partner” and all of the investor’s unmarried children under the age of twenty-one (21). For primary household group purposes, “domestic or life partners” means any two unmarried same-sex or opposite-sex individuals who are unrelated by blood, maintain a shared primary residence or home address, and have joint property or other insurable interests. Purchases by tax-exempt or non-tax-exempt entities may be combined with purchases by other tax-exempt entities for purposes of computing amounts invested if investment decisions are made by the same person, provided that if the investment decisions are made by an independent investment adviser, that investment adviser may not have any direct or indirect beneficial interest in any of the tax-exempt entities who seek to combine purchases. The investor must xxxx the “Additional Investment” space on the Subscription Agreement signature page and provide a Letter of Instruction to identify the accounts to be combined in order for purchases to be combined. The Company is not responsible for failing to combine purchases if the investor fails to xxxx the “Additional Investment” space and provide a Letter of Instruction. (iii) In the case of subsequent investments or combined investments, a volume discount shall be applicable only on the portion of the subsequent or combined investment that resulted in the investment exceeding the breakpoint. For example, a person investing $50,000 who previously invested $490,000 may combine these amounts to reach the $500,001 breakpoint entitling the person to a lower sales commission on the $50,000 investment. If Subscription Agreements for the purchases to be combined are submitted at the same time, then the additional Class A Shares to be credited to the investor as a result of the combined purchases will be credited on a pro rata basis. If the Subscription Agreements for the purchases to be combined are not submitted at the same time, then any additional Class A Shares to be credited as a result of the combined purchases will be credited to the last component purchase, unless the Company is otherwise directed in writing at the time of the submission; except however, the additional Class A Shares to be credited to any tax-exempt entities whose purchases are combined for purposes of the volume discount will be credited only on a pro rata basis based on the amount of the investment of each tax-exempt entity and their combined purchases. (iv) Notwithstanding the above, in no event shall any investor receive a discount greater than five percent (5%) on any purchase of Class A Shares if the investor owns, or may be deemed to own, any Class A Shares prior to the time of the purchase in question. This restriction limits the amount of the volume discount after the purchaser’s initial purchase and the amount of additional Class A Shares that may be credited to an investor as a result of combining purchases.

Appears in 1 contract

Samples: Dealer Manager Agreement (Inland Residential Properties Trust, Inc.)

Volume Discounts. (i) Notwithstanding the provisions of Section 4(a) hereof, and subject to certain conditions and exceptions explained below, the Selling Commission to be reallowed paid by the Dealer Manager to the Soliciting Dealer Company shall be reduced for Class A Shares sold to an investor who makes an initial cash investment or, in the aggregate, combined additional investments of more than $500,000.00 through the same Soliciting Dealer. The per Class A Share discount will apply to the specific range of each Class A Share purchased in the total volume ranges set forth in the following schedule: From To $ 0 $ 500,000 $ 25.00 6 6% $ 500,001 $ 1,000,000 $ 24.75 5 5% $$ 1,000,001 $ 2,000,000 $ 24.50 4 4% $$ 2,000,001 $ 3,000,000 $ 24.25 3 3% $$ 3,000,001 $ 4,000,000 $ 24.00 2 2% $$ 4,000,001 and over $ 23.75 1 1% As an example, a single purchaser who invests $1,250,000 in Class A Shares would receive 50,406.10 Class A Shares rather than 50,000 Class A Shares. The discount would be calculated as follows: for the first $500,000 invested, the purchaser would acquire 20,000 Class A Shares at a cost of $25.00 per Class A Share (Class A Selling Commissions Commission of six percent (6%)); for the next $500,000 invested, the purchaser would acquire 20,202.02 Class A Shares at a cost of $24.75 per Class A Share (Class A Selling Commissions Commission of five percent (5%)); and for the last $250,000 invested, the purchaser would acquire 10,204.08 Class A Shares at a cost of $24.50 per Class A Share (Class A Selling Commissions Commission of four percent (4%)). (ii) To the extent reasonably practicable, the Dealer Manager or the Soliciting Dealer shall combine purchases for the purpose of qualifying an investor for, and crediting an investor or investors with, additional Class A Shares, provided that all combined purchases are made through the same Soliciting Dealer and approved by the Company. For these purposes, the Company will combine subscriptions made in the Offering with other subscriptions in the Offering by the same investor for the purpose of computing amounts invested. Purchases by individuals within a “primary household group” also will be combined and purchases by any investor may be combined with other purchases of Class A Shares to be held as a joint tenant or a tenant inin common. For these purposes, a “primary household group” includes the investor and the investor’s spouse or “domestic or life partner.” For primary household group purposes, “domestic or life partners” means any two unmarried same-sex or opposite-sex individuals who are unrelated by blood, maintain a shared primary residence or home address, and have joint property or other insurable interests. Purchases by tax-exempt or non-tax-exempt entities may be combined with purchases by other tax-exempt entities for purposes of computing amounts invested if investment decisions are made by the same person, provided that if the investment decisions are made by an independent investment adviser, that investment adviser may not have any direct or indirect beneficial interest in any of the tax-exempt entities who seek to combine purchases. The investor must xxxx the “Additional Investment” space in Section A of the Subscription Agreement and provide a Letter of Instruction to identify the accounts to be combined in order for purchases to be combined. The Company is not responsible for failing to combine purchases if the investor fails to xxxx the “Additional Investment” space and provide a Letter of Instruction. (iii) The Dealer Manager may, at its sole discretion, enter into an agreement with a Soliciting Dealer permitting the Soliciting Dealer to aggregate subscriptions of individuals and related accounts, or subscriptions received through an aggregating registered representative or investment adviser, as part of a combined order for the purpose of offering investors reduced aggregate Selling Commissions. The Soliciting Dealer shall be responsible for implementing the volume discounts described in or as otherwise provided in the “Plan of Distribution” section of the Prospectus or this Section 4. Qualifying purchasers or aggregating registered representatives or investment advisers must notify the Dealer Manager in writing of their eligibility for volume discounts or their intention of reaching the required eligibility over time prior to purchase. For aggregated subscriptions, any reduction in the Selling Commissions would be prorated among the separate subscribers. (iv) In the case of subsequent investments or combined investments, a volume discount shall be applicable only on the portion of the subsequent or combined investment that resulted in the investment exceeding the breakpoint. For example, a person investing $50,000 who previously invested $490,000 may combine these amounts to reach the $500,001 breakpoint entitling the person to a lower sales commission on $40,000 of the $50,000 investment. If Subscription Agreements for the purchases to be combined are submitted at the same time, then the additional Class A Shares to be credited to the investor as a result of the combined purchases will be credited on a pro rata basis. If the Subscription Agreements for the purchases to be combined are not submitted at the same time, then any additional Class A Shares to be credited as a result of the combined purchases will be credited to the last component purchase, unless the Company is otherwise directed in writing at the time of the submission; except however, the additional Class A Shares to be credited to any tax-exempt entities whose purchases are combined for purposes of the volume discount will be credited only on a pro rata basis based on the amount of the investment of each tax-exempt entity and their combined purchases. (v) Notwithstanding the above, in no event shall any investor receive a discount greater than five percent (5%) on any purchase of Class A Shares if the investor owns, or may be deemed to own, any Class A Shares prior to the time of the purchase in question. This restriction limits the amount of the volume discount after the purchaser’s initial purchase and the amount of additional Class A Shares that may be credited to an investor as a result of combining purchases.

Appears in 1 contract

Samples: Dealer Manager Agreement (Inland Residential Properties Trust, Inc.)

Volume Discounts. (i) Notwithstanding the provisions of Section 4(a) hereof, and subject to certain conditions and exceptions explained below, the Selling Commission to be reallowed paid by the Dealer Manager to the Soliciting Dealer Company shall be reduced for Class A Shares sold to an investor who makes an initial cash investment or, in the aggregate, combined additional investments of more than at least $500,000.00 through the same Soliciting Dealer. The per Class A Share discount will apply to the specific range of each Class A Share purchased in the total volume ranges set forth in the following schedule: From To $ $0 $ 500,000 $ 25.00 6 7 % $ $500,001 $ 1,000,000 $ 24.75 5 6 % $1,000,001 $ 2,000,000 $ 24.50 4 5 % $2,000,001 $ 3,000,000 $ 24.25 3 4 % $3,000,001 $ 4,000,000 $ 24.00 3 % $4,000,001 $ 5,000,000 $ 23.75 2 % $4,000,001 5,000,001 and over $ 23.75 23.50 1 % As an example, a single purchaser who invests $1,250,000 in Class A Shares would receive 50,406.10 Class A Shares rather than 50,000 Class A Shares. The discount would be calculated as follows: for the first $500,000 invested, the purchaser would acquire 20,000 Class A Shares at a cost of $25.00 per Class A Share (Class A Selling Commissions of six seven percent (67%)); for the next $500,000 invested, the purchaser would acquire 20,202.02 Class A Shares at a cost of $24.75 per Class A Share (Class A Selling Commissions Commission of five six percent (56%)); and for the last $250,000 invested, the purchaser would acquire 10,204.08 Class A Shares at a cost of $24.50 per Class A Share (Class A Selling Commissions of four five percent (45%)). (ii) To the extent reasonably practicable, the Dealer Manager or the Soliciting Dealer shall combine purchases for the purpose of qualifying an investor for, and crediting an investor or investors with, additional Class A Shares, provided that all combined purchases are made through the same Soliciting Dealer and approved by the Company. For these purposes, the Company will combine subscriptions made in the Offering with other subscriptions in the Offering by the same investor for the purpose of computing amounts invested. Purchases by individuals within a “primary household group” also will be combined and purchases by any investor may be combined with other purchases of Class A Shares to be held as a joint tenant or a tenant inin common. For these purposes, a “primary household group” includes the investor, the investor’s spouse or “domestic or life partner” and all of the investor’s unmarried children under the age of twenty-one (21). For primary household group purposes, “domestic or life partners” means any two unmarried same-sex or opposite-sex individuals who are unrelated by blood, maintain a shared primary residence or home address, and have joint property or other insurable interests. Purchases by tax-exempt or non-tax-exempt entities may be combined with purchases by other tax-exempt entities for purposes of computing amounts invested if investment decisions are made by the same person, provided that if the investment decisions are made by an independent investment adviser, that investment adviser may not have any direct or indirect beneficial interest in any of the tax-exempt entities who seek to combine purchases. The investor must xxxx the “Additional Investment” space on the Subscription Agreement signature page and provide a Letter of Instruction to identify the accounts to be combined in order for purchases to be combined. The Company is not responsible for failing to combine purchases if the investor fails to xxxx the “Additional Investment” space and provide a Letter of Instruction. (iii) In the case of subsequent investments or combined investments, a volume discount shall be applicable only on the portion of the subsequent or combined investment that resulted in the investment exceeding the breakpoint. For example, a person investing $50,000 who previously invested $490,000 may combine these amounts to reach the $500,001 breakpoint entitling the person to a lower sales commission on the $50,000 investment. If Subscription Agreements for the purchases to be combined are submitted at the same time, then the additional Class A Shares to be credited to the investor as a result of the combined purchases will be credited on a pro rata basis. If the Subscription Agreements for the purchases to be combined are not submitted at the same time, then any additional Class A Shares to be credited as a result of the combined purchases will be credited to the last component purchase, unless the Company is otherwise directed in writing at the time of the submission; except however, the additional Class A Shares to be credited to any tax-exempt entities whose purchases are combined for purposes of the volume discount will be credited only on a pro rata basis based on the amount of the investment of each tax-exempt entity and their combined purchases. (iv) Notwithstanding the above, in no event shall any investor receive a discount greater than five percent (5%) on any purchase of Class A Shares if the investor owns, or may be deemed to own, any Class A Shares prior to the time of the purchase in question. This restriction limits the amount of the volume discount after the purchaser’s initial purchase and the amount of additional Class A Shares that may be credited to an investor as a result of combining purchases.

Appears in 1 contract

Samples: Dealer Manager Agreement (Inland Residential Properties Trust, Inc.)

Volume Discounts. (i) Notwithstanding the provisions of Section 4(a) hereof, and subject to certain conditions and exceptions explained below, the Selling Commission to be reallowed by the Dealer Manager to the Soliciting Dealer shall be reduced for Class A Shares sold to an investor who makes an initial cash investment or, in the aggregate, combined additional investments of more than $500,000.00 through the Soliciting Dealer. The per Class A Share discount will apply to the specific range of each Class A Share purchased in the total volume ranges set forth in the following schedule: From To $ 0 $ 500,000 $ 25.00 6 6% $ 500,001 $ 1,000,000 $ 24.75 5 5% $$ 1,000,001 $ 2,000,000 $ 24.50 4 4% $$ 2,000,001 $ 3,000,000 $ 24.25 3 3% $$ 3,000,001 $ 4,000,000 $ 24.00 2 2% $$ 4,000,001 and over $ 23.75 1 1% As an example, a single purchaser who invests $1,250,000 in Class A Shares would receive 50,406.10 Class A Shares rather than 50,000 Class A Shares. The discount would be calculated as follows: for the first $500,000 invested, the purchaser would acquire 20,000 Class A Shares at a cost of $25.00 per Class A Share (Class A Selling Commissions of six percent (6%)); for the next $500,000 invested, the purchaser would acquire 20,202.02 Class A Shares at a cost of $24.75 per Class A Share (Class A Selling Commissions of five percent (5%)); and for the last $250,000 invested, the purchaser would acquire 10,204.08 Class A Shares at a cost of $24.50 per Class A Share (Class A Selling Commissions of four percent (4%)). (ii) The Dealer Manager may, at its sole discretion, enter into an agreement with the Soliciting Dealer permitting the Soliciting Dealer to aggregate subscriptions of individuals and related accounts, or subscriptions received through an aggregating registered representative or investment adviser, as part of a combined order for the purpose of offering investors reduced aggregate Selling Commissions. The Soliciting Dealer shall be responsible for implementing the volume discounts described in or as otherwise provided in the “Plan of Distribution” section of the Prospectus or this Section 4. Qualifying purchasers or aggregating registered representatives or investment advisers must notify the Dealer Manager in writing of their eligibility for volume discounts or their intention of reaching the required eligibility over time prior to purchase. For aggregated subscriptions, any reduction in the Selling Commissions would be prorated among the separate subscribers. (iii) To the extent reasonably practicable, the Soliciting Dealer shall combine purchases for the purpose of qualifying an investor for, and crediting an investor or investors with, additional Class A Shares, provided that all combined purchases are made through the Soliciting Dealer and approved by the Company. For these purposes, the Company will combine subscriptions made in the Offering with other subscriptions in the Offering by the same investor for the purpose of computing amounts invested. Purchases by individuals within a “primary household group” also will be combined and purchases by any investor may be combined with other purchases of Class A Shares to be held as a joint tenant or a tenant inin common. For these purposes, a “primary household group” includes the investor and the investor’s spouse or “domestic or life partner.” For primary household group purposes, “domestic or life partners” means any two unmarried same-sex or opposite-sex individuals who are unrelated by blood, maintain a shared primary residence or home address, and have joint property or other insurable interests. Purchases by tax-exempt or non-tax-exempt entities may be combined with purchases by other tax-exempt entities for purposes of computing amounts invested if investment decisions are made by the same person, provided that if the investment decisions are made by an independent investment adviser, that investment adviser may not have any direct or indirect beneficial interest in any of the tax-exempt entities who seek to combine purchases. The Soliciting Dealer acknowledges and agrees that purchases by entities required to pay federal income tax that are combined with purchases by other entities not required to pay federal income tax for purposes of computing amounts invested may have adverse tax consequences to the investor and shall advise the investor accordingly. The investor must xxxx the “Additional Investment” space in Section A of the Subscription Agreement and provide a Letter of Instruction to identify the accounts to be combined in order for purchases to be combined. The Company is not responsible for failing to combine purchases if the investor fails to xxxx the “Additional Investment” space and provide a Letter of Instruction. (iv) In the case of subsequent investments or combined investments, a volume discount shall be applicable only on the portion of the subsequent or combined investment that resulted in the investment exceeding the breakpoint. For example, a person investing $50,000 who previously invested $490,000 may combine these amounts to reach the $500,001 breakpoint entitling the person to a lower sales commission on $40,000 of the $50,000 investment. If Subscription Agreements for the purchases to be combined are submitted at the same time, then the additional Class A Shares to be credited to the investor as a result of the combined purchases will be credited on a pro rata basis. If the Subscription Agreements for the purchases to be combined are not submitted at the same time, then any additional Class A Shares to be credited as a result of the combined purchases will be credited to the last component purchase, unless the Company is otherwise directed in writing at the time of the submission; except however, the additional Class A Shares to be credited to any tax-exempt entities whose purchases are combined for purposes of the volume discount will be credited only on a pro rata basis based on the amount of the investment of each tax-exempt entity and their combined purchases. (v) Notwithstanding the above, in no event shall any investor receive a discount greater than five percent (5%) on any purchase of Class A Shares if the investor owns, or may be deemed to own, any Class A Shares prior to the time of the purchase in question. This restriction limits the amount of the volume discount after the purchaser’s initial purchase and the amount of additional Class A Shares that may be credited to an investor as a result of combining purchases.

Appears in 1 contract

Samples: Dealer Manager Agreement (Inland Residential Properties Trust, Inc.)

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Volume Discounts. (i) Notwithstanding the provisions of Section 4(a) hereof, and subject to certain conditions and exceptions explained below, the Selling Commission to be reallowed by the Dealer Manager to the Soliciting Dealer shall be reduced for Class A Shares sold to an investor who makes an initial cash investment or, in the aggregate, combined additional investments of more than at least $500,000.00 through the Soliciting Dealer. The per Class A Share discount will apply to the specific range of each Class A Share purchased in the total volume ranges set forth in the following schedule: From To $ 0 $ 500,000 $ 25.00 6 7 % $ 500,001 $ 1,000,000 $ 24.75 5 6 % $$ 1,000,001 $ 2,000,000 $ 24.50 4 5 % $$ 2,000,001 $ 3,000,000 $ 24.25 3 4 % $$ 3,000,001 $ 4,000,000 $ 24.00 3 % $ 4,000,001 $ 5,000,000 $ 23.75 2 % $4,000,001 $ 5,000,001 and over $ 23.75 23.50 1 % As an example, a single purchaser who invests $1,250,000 in Class A Shares would receive 50,406.10 126,015 Class A Shares rather than 50,000 125,000 Class A Shares. The discount would be calculated as follows: for the first $500,000 invested, the purchaser would acquire 20,000 50,000 Class A Shares at a cost of $25.00 per Class A Share (Class A Selling Commissions of six seven percent (67%)); for the next $500,000 invested, the purchaser would acquire 20,202.02 50,505 Class A Shares at a cost of $24.75 per Class A Share (Class A Selling Commissions Commission of five six percent (56%)); and for the last $250,000 invested, the purchaser would acquire 10,204.08 25,510 Class A Shares at a cost of $24.50 per Class A Share (Class A Selling Commissions of four five percent (45%)). (ii) To the extent reasonably practicable, the Soliciting Dealer shall combine purchases for the purpose of qualifying an investor for, and crediting an investor or investors with, additional Class A Shares, provided that all combined purchases are made through the Soliciting Dealer and approved by the Company. For these purposes, the Company will combine subscriptions made in the Offering with other subscriptions in the Offering by the same investor for the purpose of computing amounts invested. Purchases by individuals within a “primary household group” also will be combined and purchases by any investor may be combined with other purchases of Class A Shares to be held as a joint tenant or a tenant inin common. For these purposes, a “primary household group” includes the investor, the investor’s spouse or “domestic or life partner” and all of the investor’s unmarried children under the age of twenty-one (21). For primary household group purposes, “domestic or life partners” means any two unmarried same-sex or opposite-sex individuals who are unrelated by blood, maintain a shared primary residence or home address, and have joint property or other insurable interests. Purchases by tax-exempt or non-tax-exempt entities may be combined with purchases by other tax-exempt entities for purposes of computing amounts invested if investment decisions are made by the same person, provided that if the investment decisions are made by an independent investment adviser, that investment adviser may not have any direct or indirect beneficial interest in any of the tax-exempt entities who seek to combine purchases. The investor must xxxx the “Additional Investment” space on the Subscription Agreement signature page and provide a Letter of Instruction to identify the accounts to be combined in order for purchases to be combined. The Company is not responsible for failing to combine purchases if the investor fails to xxxx the “Additional Investment” space and provide a Letter of Instruction. (iii) In the case of subsequent investments or combined investments, a volume discount shall be applicable only on the portion of the subsequent or combined investment that resulted in the investment exceeding the breakpoint. For example, a person investing $50,000 who previously invested $490,000 may combine these amounts to reach the $500,001 breakpoint entitling the person to a lower sales commission on the $50,000 investment. If Subscription Agreements for the purchases to be combined are submitted at the same time, then the additional Class A Shares to be credited to the investor as a result of the combined purchases will be credited on a pro rata basis. If the Subscription Agreements for the purchases to be combined are not submitted at the same time, then any additional Class A Shares to be credited as a result of the combined purchases will be credited to the last component purchase, unless the Company is otherwise directed in writing at the time of the submission; except however, the additional Class A Shares to be credited to any tax-exempt entities whose purchases are combined for purposes of the volume discount will be credited only on a pro rata basis based on the amount of the investment of each tax-exempt entity and their combined purchases. (iv) Notwithstanding the above, in no event shall any investor receive a discount greater than five percent (5%) on any purchase of Class A Shares if the investor owns, or may be deemed to own, any Class A Shares prior to the time of the purchase in question. This restriction limits the amount of the volume discount after the purchaser’s initial purchase and the amount of additional Class A Shares that may be credited to an investor as a result of combining purchases.

Appears in 1 contract

Samples: Dealer Manager Agreement (Inland Residential Properties Trust, Inc.)

Volume Discounts. (i) Notwithstanding the provisions of Section 4(a) hereof, and subject to certain conditions and exceptions explained below, the Selling Commission to be reallowed paid by the Dealer Manager to the Soliciting Dealer Company shall be reduced for Class A Shares sold to an investor who makes an initial cash investment or, in the aggregate, combined additional investments of more than $500,000.00 through the same Soliciting Dealer. The per Class A Share discount will apply to the specific range of each Class A Share purchased in the total volume ranges set forth in the following schedule: From To $ 0 $ 500,000 $ 25.00 6 % $ 500,001 $ 1,000,000 $ 24.75 5 % $1,000,001 $ 2,000,000 $ 24.50 4 % $2,000,001 $ 3,000,000 $ 24.25 3 % $3,000,001 $ 4,000,000 $ 24.00 2 % $4,000,001 and over $ 23.75 1 % As an example, a single purchaser who invests $1,250,000 in Class A Shares would receive 50,406.10 Class A Shares rather than 50,000 Class A Shares. The discount would be calculated as follows: for the first $500,000 invested, the purchaser would acquire 20,000 Class A Shares at a cost of $25.00 per Class A Share (Class A Selling Commissions Commission of six percent (6%)); for the next $500,000 invested, the purchaser would acquire 20,202.02 Class A Shares at a cost of $24.75 per Class A Share (Class A Selling Commissions Commission of five percent (5%)); and for the last $250,000 invested, the purchaser would acquire 10,204.08 Class A Shares at a cost of $24.50 per Class A Share (Class A Selling Commissions Commission of four percent (4%)). (ii) To the extent reasonably practicable, the Dealer Manager or the Soliciting Dealer shall combine purchases for the purpose of qualifying an investor for, and crediting an investor or investors with, additional Class A Shares, provided that all combined purchases are made through the same Soliciting Dealer and approved by the Company. For these purposes, the Company will combine subscriptions made in the Offering with other subscriptions in the Offering by the same investor for the purpose of computing amounts invested. Purchases by individuals within a “primary household group” also will be combined and purchases by any investor may be combined with other purchases of Class A Shares to be held as a joint tenant or a tenant inin common. For these purposes, a “primary household group” includes the investor, the investor’s spouse or “domestic or life partner. For primary household group purposes, “domestic or life partners” means any two unmarried same-sex or opposite-sex individuals who are unrelated by blood, maintain a shared primary residence or home address, and have joint property or other insurable interests. Purchases by tax-exempt or non-tax-exempt entities may be combined with purchases by other tax-exempt entities for purposes of computing amounts invested if investment decisions are made by the same person, provided that if the investment decisions are made by an independent investment adviser, that investment adviser may not have any direct or indirect beneficial interest in any of the tax-exempt entities who seek to combine purchases. The investor must xxxx the “Additional Investment” space in Section A of the Subscription Agreement and provide a Letter of Instruction to identify the accounts to be combined in order for purchases to be combined. The Company is not responsible for failing to combine purchases if the investor fails to xxxx the “Additional Investment” space and provide a Letter of Instruction. (iii) In the case of subsequent investments or combined investments, a volume discount shall be applicable only on the portion of the subsequent or combined investment that resulted in the investment exceeding the breakpoint. For example, a person investing $50,000 who previously invested $490,000 may combine these amounts to reach the $500,001 breakpoint entitling the person to a lower sales commission on $40,000 of the $50,000 investment. If Subscription Agreements for the purchases to be combined are submitted at the same time, then the additional Class A Shares to be credited to the investor as a result of the combined purchases will be credited on a pro rata basis. If the Subscription Agreements for the purchases to be combined are not submitted at the same time, then any additional Class A Shares to be credited as a result of the combined purchases will be credited to the last component purchase, unless the Company is otherwise directed in writing at the time of the submission; except however, the additional Class A Shares to be credited to any tax-exempt entities whose purchases are combined for purposes of the volume discount will be credited only on a pro rata basis based on the amount of the investment of each tax-exempt entity and their combined purchases. (iv) Notwithstanding the above, in no event shall any investor receive a discount greater than five percent (5%) on any purchase of Class A Shares if the investor owns, or may be deemed to own, any Class A Shares prior to the time of the purchase in question. This restriction limits the amount of the volume discount after the purchaser’s initial purchase and the amount of additional Class A Shares that may be credited to an investor as a result of combining purchases.

Appears in 1 contract

Samples: Dealer Manager Agreement (Inland Residential Properties Trust, Inc.)

Volume Discounts. (i) Notwithstanding the provisions of Section 4(a) hereof, and subject to certain conditions and exceptions explained below, the Selling Commission to be reallowed paid by the Dealer Manager to the Soliciting Dealer Company shall be reduced for Class A Shares sold to an investor who makes an initial cash investment or, in the aggregate, combined additional investments of more than $500,000.00 through the same Soliciting Dealer. The per Class A Share discount will apply to the specific range of each Class A Share purchased in the total volume ranges set forth in the following schedule: From To $ 0 $ 500,000 $ 25.00 6 % $ 500,001 $ 1,000,000 $ 24.75 5 % $1,000,001 $ 2,000,000 $ 24.50 4 % $2,000,001 $ 3,000,000 $ 24.25 3 % $3,000,001 $ 4,000,000 $ 24.00 2 % $4,000,001 and over $ 23.75 1 % As an example, a single purchaser who invests $1,250,000 in Class A Shares would receive 50,406.10 Class A Shares rather than 50,000 Class A Shares. The discount would be calculated as follows: for the first $500,000 invested, the purchaser would acquire 20,000 Class A Shares at a cost of $25.00 per Class A Share (Class A Selling Commissions Commission of six percent (6%)); for the next $500,000 invested, the purchaser would acquire 20,202.02 Class A Shares at a cost of $24.75 per Class A Share (Class A Selling Commissions Commission of five percent (5%)); and for the last $250,000 invested, the purchaser would acquire 10,204.08 Class A Shares at a cost of $24.50 per Class A Share (Class A Selling Commissions Commission of four percent (4%)). (ii) To the extent reasonably practicable, the Dealer Manager or the Soliciting Dealer shall combine purchases for the purpose of qualifying an investor for, and crediting an investor or investors with, additional Class A Shares, provided that all combined purchases are made through the same Soliciting Dealer and approved by the Company. For these purposes, the Company will combine subscriptions made in the Offering with other subscriptions in the Offering by the same investor for the purpose of computing amounts invested. Purchases by individuals within a “primary household group” also will be combined and purchases by any investor may be combined with other purchases of Class A Shares to be held as a joint tenant or a tenant inin common. For these purposes, a “primary household group” includes the investor and the investor’s spouse or “domestic or life partner.” For primary household group purposes, “domestic or life partners” means any two unmarried same-sex or opposite-sex individuals who are unrelated by blood, maintain a shared primary residence or home address, and have joint property or other insurable interests. Purchases by tax-exempt or non-tax-exempt entities may be combined with purchases by other tax-exempt entities for purposes of computing amounts invested if investment decisions are made by the same person, provided that if the investment decisions are made by an independent investment adviser, that investment adviser may not have any direct or indirect beneficial interest in any of the tax-exempt entities who seek to combine purchases. The investor must xxxx the “Additional Investment” space in Section A of the Subscription Agreement and provide a Letter of Instruction to identify the accounts to be combined in order for purchases to be combined. The Company is not responsible for failing to combine purchases if the investor fails to xxxx the “Additional Investment” space and provide a Letter of Instruction. (iii) In the case of subsequent investments or combined investments, a volume discount shall be applicable only on the portion of the subsequent or combined investment that resulted in the investment exceeding the breakpoint. For example, a person investing $50,000 who previously invested $490,000 may combine these amounts to reach the $500,001 breakpoint entitling the person to a lower sales commission on $40,000 of the $50,000 investment. If Subscription Agreements for the purchases to be combined are submitted at the same time, then the additional Class A Shares to be credited to the investor as a result of the combined purchases will be credited on a pro rata basis. If the Subscription Agreements for the purchases to be combined are not submitted at the same time, then any additional Class A Shares to be credited as a result of the combined purchases will be credited to the last component purchase, unless the Company is otherwise directed in writing at the time of the submission; except however, the additional Class A Shares to be credited to any tax-exempt entities whose purchases are combined for purposes of the volume discount will be credited only on a pro rata basis based on the amount of the investment of each tax-exempt entity and their combined purchases. (iv) Notwithstanding the above, in no event shall any investor receive a discount greater than five percent (5%) on any purchase of Class A Shares if the investor owns, or may be deemed to own, any Class A Shares prior to the time of the purchase in question. This restriction limits the amount of the volume discount after the purchaser’s initial purchase and the amount of additional Class A Shares that may be credited to an investor as a result of combining purchases.

Appears in 1 contract

Samples: Dealer Manager Agreement (Inland Residential Properties Trust, Inc.)

Volume Discounts. (i) Notwithstanding the provisions of Section 4(a) hereof, and subject to certain conditions and exceptions explained below, the Selling Commission to be reallowed by the Dealer Manager to the Soliciting Dealer shall be reduced for Class A Shares sold to an investor who makes an initial cash investment or, in the aggregate, combined additional investments of more than $500,000.00 through the Soliciting Dealer. The per Class A Share discount will apply to the specific range of each Class A Share purchased in the total volume ranges set forth in the following schedule: From To $ 0 $ 500,000 $ 25.00 6 % $ 500,001 $ 1,000,000 $ 24.75 5 % $$ 1,000,001 $ 2,000,000 $ 24.50 4 % $$ 2,000,001 $ 3,000,000 $ 24.25 3 % $$ 3,000,001 $ 4,000,000 $ 24.00 2 % $$ 4,000,001 and over $ 23.75 1 % As an example, a single purchaser who invests $1,250,000 in Class A Shares would receive 50,406.10 Class A Shares rather than 50,000 Class A Shares. The discount would be calculated as follows: for the first $500,000 invested, the purchaser would acquire 20,000 Class A Shares at a cost of $25.00 per Class A Share (Class A Selling Commissions of six percent (6%)); for the next $500,000 invested, the purchaser would acquire 20,202.02 Class A Shares at a cost of $24.75 per Class A Share (Class A Selling Commissions of five percent (5%)); and for the last $250,000 invested, the purchaser would acquire 10,204.08 Class A Shares at a cost of $24.50 per Class A Share (Class A Selling Commissions of four percent (4%)). (ii) The Dealer Manager may, at its sole discretion, enter into an agreement with the Soliciting Dealer permitting the Soliciting Dealer to aggregate subscriptions of individuals and related accounts, or subscriptions received through an aggregating registered representative or investment adviser, as part of a combined order for the purpose of offering investors reduced aggregate Selling Commissions. The Soliciting Dealer shall be responsible for implementing the volume discounts described in or as otherwise provided in the “Plan of Distribution” section of the Prospectus or this Section 4. Qualifying purchasers or aggregating registered representatives or investment advisers must notify the Dealer Manager in writing of their eligibility for volume discounts or their intention of reaching the required eligibility over time prior to purchase. For aggregated subscriptions, any reduction in the Selling Commissions would be prorated among the separate subscribers. (iii) To the extent reasonably practicable, the Soliciting Dealer shall combine purchases for the purpose of qualifying an investor for, and crediting an investor or investors with, additional Class A Shares, provided that all combined purchases are made through the Soliciting Dealer and approved by the Company. For these purposes, the Company will combine subscriptions made in the Offering with other subscriptions in the Offering by the same investor for the purpose of computing amounts invested. Purchases by individuals within a “primary household group” also will be combined and purchases by any investor may be combined with other purchases of Class A Shares to be held as a joint tenant or a tenant inin common. For these purposes, a “primary household group” includes the investor and the investor’s spouse or “domestic or life partner.” For primary household group purposes, “domestic or life partners” means any two unmarried same-sex or opposite-sex individuals who are unrelated by blood, maintain a shared primary residence or home address, and have joint property or other insurable interests. Purchases by tax-exempt or non-tax-exempt entities may be combined with purchases by other tax-exempt entities for purposes of computing amounts invested if investment decisions are made by the same person, provided that if the investment decisions are made by an independent investment adviser, that investment adviser may not have any direct or indirect beneficial interest in any of the tax-exempt entities who seek to combine purchases. The Soliciting Dealer acknowledges and agrees that purchases by entities required to pay federal income tax that are combined with purchases by other entities not required to pay federal income tax for purposes of computing amounts invested may have adverse tax consequences to the investor and shall advise the investor accordingly. The investor must xxxx the “Additional Investment” space in Section A of the Subscription Agreement and provide a Letter of Instruction to identify the accounts to be combined in order for purchases to be combined. The Company is not responsible for failing to combine purchases if the investor fails to xxxx the “Additional Investment” space and provide a Letter of Instruction. (iv) In the case of subsequent investments or combined investments, a volume discount shall be applicable only on the portion of the subsequent or combined investment that resulted in the investment exceeding the breakpoint. For example, a person investing $50,000 who previously invested $490,000 may combine these amounts to reach the $500,001 breakpoint entitling the person to a lower sales commission on $40,000 of the $50,000 investment. If Subscription Agreements for the purchases to be combined are submitted at the same time, then the additional Class A Shares to be credited to the investor as a result of the combined purchases will be credited on a pro rata basis. If the Subscription Agreements for the purchases to be combined are not submitted at the same time, then any additional Class A Shares to be credited as a result of the combined purchases will be credited to the last component purchase, unless the Company is otherwise directed in writing at the time of the submission; except however, the additional Class A Shares to be credited to any tax-exempt entities whose purchases are combined for purposes of the volume discount will be credited only on a pro rata basis based on the amount of the investment of each tax-exempt entity and their combined purchases. (v) Notwithstanding the above, in no event shall any investor receive a discount greater than five percent (5%) on any purchase of Class A Shares if the investor owns, or may be deemed to own, any Class A Shares prior to the time of the purchase in question. This restriction limits the amount of the volume discount after the purchaser’s initial purchase and the amount of additional Class A Shares that may be credited to an investor as a result of combining purchases.

Appears in 1 contract

Samples: Dealer Manager Agreement (Inland Residential Properties Trust, Inc.)

Volume Discounts. (i) Notwithstanding the provisions of Section 4(a) hereof, and subject to certain conditions and exceptions explained below, the Selling Commission to be reallowed paid by the Dealer Manager to the Soliciting Dealer Company shall be reduced for Class A Shares sold to an investor who makes an initial cash investment or, in the aggregate, combined additional investments of more than $500,000.00 through the same Soliciting Dealer. The per Class A Share discount will apply to the specific range of each Class A Share purchased in the total volume ranges set forth in the following schedule: From To $ 0 $ 500,000 $ 25.00 6 % $ 500,001 $ 1,000,000 $ 24.75 5 % $1,000,001 $ 2,000,000 $ 24.50 4 % $2,000,001 $ 3,000,000 $ 24.25 3 % $3,000,001 $ 4,000,000 $ 24.00 2 % $4,000,001 and over $ 23.75 1 % As an example, a single purchaser who invests $1,250,000 in Class A Shares would receive 50,406.10 Class A Shares rather than 50,000 Class A Shares. The discount would be calculated as follows: for the first $500,000 invested, the purchaser would acquire 20,000 Class A Shares at a cost of $25.00 per Class A Share (Class A Selling Commissions Commission of six percent (6%)); for the next $500,000 invested, the purchaser would acquire 20,202.02 Class A Shares at a cost of $24.75 per Class A Share (Class A Selling Commissions Commission of five percent (5%)); and for the last $250,000 invested, the purchaser would acquire 10,204.08 Class A Shares at a cost of $24.50 per Class A Share (Class A Selling Commissions Commission of four percent (4%)). (ii) To the extent reasonably practicable, the Dealer Manager or the Soliciting Dealer shall combine purchases for the purpose of qualifying an investor for, and crediting an investor or investors with, additional Class A Shares, provided that all combined purchases are made through the same Soliciting Dealer and approved by the Company. For these purposes, the Company will combine subscriptions made in the Offering with other subscriptions in the Offering by the same investor for the purpose of computing amounts invested. Purchases by individuals within a “primary household group” also will be combined and purchases by any investor may be combined with other purchases of Class A Shares to be held as a joint tenant or a tenant inin common. For these purposes, a “primary household group” includes the investor, the investor’s spouse or “domestic or life partner” and all of the investor’s unmarried children under the age of twenty-one (21). For primary household group purposes, “domestic or life partners” means any two unmarried same-sex or opposite-sex individuals who are unrelated by blood, maintain a shared primary residence or home address, and have joint property or other insurable interests. Purchases by tax-exempt or non-tax-exempt entities may be combined with purchases by other tax-exempt entities for purposes of computing amounts invested if investment decisions are made by the same person, provided that if the investment decisions are made by an independent investment adviser, that investment adviser may not have any direct or indirect beneficial interest in any of the tax-exempt entities who seek to combine purchases. The investor must xxxx the “Additional Investment” space in Section A of the Subscription Agreement and provide a Letter of Instruction to identify the accounts to be combined in order for purchases to be combined. The Company is not responsible for failing to combine purchases if the investor fails to xxxx the “Additional Investment” space and provide a Letter of Instruction. (iii) In the case of subsequent investments or combined investments, a volume discount shall be applicable only on the portion of the subsequent or combined investment that resulted in the investment exceeding the breakpoint. For example, a person investing $50,000 who previously invested $490,000 may combine these amounts to reach the $500,001 breakpoint entitling the person to a lower sales commission on $40,000 of the $50,000 investment. If Subscription Agreements for the purchases to be combined are submitted at the same time, then the additional Class A Shares to be credited to the investor as a result of the combined purchases will be credited on a pro rata basis. If the Subscription Agreements for the purchases to be combined are not submitted at the same time, then any additional Class A Shares to be credited as a result of the combined purchases will be credited to the last component purchase, unless the Company is otherwise directed in writing at the time of the submission; except however, the additional Class A Shares to be credited to any tax-exempt entities whose purchases are combined for purposes of the volume discount will be credited only on a pro rata basis based on the amount of the investment of each tax-exempt entity and their combined purchases. (iv) Notwithstanding the above, in no event shall any investor receive a discount greater than five percent (5%) on any purchase of Class A Shares if the investor owns, or may be deemed to own, any Class A Shares prior to the time of the purchase in question. This restriction limits the amount of the volume discount after the purchaser’s initial purchase and the amount of additional Class A Shares that may be credited to an investor as a result of combining purchases.

Appears in 1 contract

Samples: Dealer Manager Agreement (Inland Residential Properties Trust, Inc.)

Volume Discounts. (i) Notwithstanding the provisions of Section 4(a) hereof, and subject to certain conditions and exceptions explained below, the Selling Commission to be reallowed paid by the Dealer Manager to the Soliciting Dealer Company shall be reduced for Class A Shares sold to an investor who makes an initial cash investment or, in the aggregate, combined additional investments of more than $500,000.00 through the same Soliciting Dealer. The per Class A Share discount will apply to the specific range of each Class A Share purchased in the total volume ranges set forth in the following schedule: From To $ 0 $ 500,000 $ 25.00 6 6% $ 500,001 $ 1,000,000 $ 24.75 5 5% $$ 1,000,001 $ 2,000,000 $ 24.50 4 4% $$ 2,000,001 $ 3,000,000 $ 24.25 3 3% $$ 3,000,001 $ 4,000,000 $ 24.00 2 2% $$ 4,000,001 and over $ 23.75 1 1% As an example, a single purchaser who invests $1,250,000 in Class A Shares would receive 50,406.10 Class A Shares rather than 50,000 Class A Shares. The discount would be calculated as follows: for the first $500,000 invested, the purchaser would acquire 20,000 Class A Shares at a cost of $25.00 per Class A Share (Class A Selling Commissions Commission of six percent (6%)); for the next $500,000 invested, the purchaser would acquire 20,202.02 Class A Shares at a cost of $24.75 per Class A Share (Class A Selling Commissions Commission of five percent (5%)); and for the last $250,000 invested, the purchaser would acquire 10,204.08 Class A Shares at a cost of $24.50 per Class A Share (Class A Selling Commissions Commission of four percent (4%)). (ii) To the extent reasonably practicable, the Dealer Manager or the Soliciting Dealer shall combine purchases for the purpose of qualifying an investor for, and crediting an investor or investors with, additional Class A Shares, provided that all combined purchases are made through the same Soliciting Dealer and approved by the Company. For these purposes, the Company will combine subscriptions made in the Offering with other subscriptions in the Offering by the same investor for the purpose of computing amounts invested. Purchases by individuals within a “primary household group” also will be combined and purchases by any investor may be combined with other purchases of Class A Shares to be held as a joint tenant or a tenant inin common. For these purposes, a “primary household group” includes the investor and the investor’s spouse or “domestic or life partner.” For primary household group purposes, “domestic or life partners” means any two unmarried same-sex or opposite-sex individuals who are unrelated by blood, maintain a shared primary residence or home address, and have joint property or other insurable interests. Purchases by tax-exempt or non-tax-exempt entities may be combined with purchases by other tax-exempt entities for purposes of computing amounts invested if investment decisions are made by the same person, provided that if the investment decisions are made by an independent investment adviser, that investment adviser may not have any direct or indirect beneficial interest in any of the tax-exempt entities who seek to combine purchases. The investor must xxxx the “Additional Investment” space in Section A of the Subscription Agreement and provide a Letter of Instruction to identify the accounts to be combined in order for purchases to be combined. The Company is not responsible for failing to combine purchases if the investor fails to xxxx the “Additional Investment” space and provide a Letter of Instruction. (iii) In the case of subsequent investments or combined investments, a volume discount shall be applicable only on the portion of the subsequent or combined investment that resulted in the investment exceeding the breakpoint. For example, a person investing $50,000 who previously invested $490,000 may combine these amounts to reach the $500,001 breakpoint entitling the person to a lower sales commission on $40,000 of the $50,000 investment. If Subscription Agreements for the purchases to be combined are submitted at the same time, then the additional Class A Shares to be credited to the investor as a result of the combined purchases will be credited on a pro rata basis. If the Subscription Agreements for the purchases to be combined are not submitted at the same time, then any additional Class A Shares to be credited as a result of the combined purchases will be credited to the last component purchase, unless the Company is otherwise directed in writing at the time of the submission; except however, the additional Class A Shares to be credited to any tax-exempt entities whose purchases are combined for purposes of the volume discount will be credited only on a pro rata basis based on the amount of the investment of each tax-exempt entity and their combined purchases. (iv) Notwithstanding the above, in no event shall any investor receive a discount greater than five percent (5%) on any purchase of Class A Shares if the investor owns, or may be deemed to own, any Class A Shares prior to the time of the purchase in question. This restriction limits the amount of the volume discount after the purchaser’s initial purchase and the amount of additional Class A Shares that may be credited to an investor as a result of combining purchases.

Appears in 1 contract

Samples: Dealer Manager Agreement (Inland Residential Properties Trust, Inc.)

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