Common use of Wholesaling Compensation Clause in Contracts

Wholesaling Compensation. The Company hereby acknowledges that the Managing Dealer may pay each of its wholesalers one percent (1%) of the gross sales price (computed at $10.00 per Share) of all Shares sold in such wholesaler's geographic territory (as the same may be established from time to time by agreement between the Managing Dealer and one or more of its wholesalers) but not in excess, in the aggregate, of one percent (1%) of the gross sales price (computed at $10.00 per Share) of all Shares sold, or a maximum of 45,000,000 Shares. The Company and the Managing Dealer hereby agree that the Company shall have no obligation to pay any portion of such amounts. The Company hereby agrees to reimburse reasonable out-of-pocket expenses that such wholesalers incur in connection with the distribution of its Shares; provided, however, that in no event will the Managing Dealer or the Company pay any amounts to any person if (i) such amounts constitute "underwriting compensation," and (ii) payment of such amounts could cause total underwriting compensation paid to underwriters, broker-dealers, or affiliates thereof from any source, and deemed to be in connection with or related to the distribution of the Offering, to exceed then-applicable compensation NASD guidelines.

Appears in 3 contracts

Samples: Managing Dealer Agreement (CNL Hospitality Properties Inc), Managing Dealer Agreement (CNL Hospitality Properties Inc), Managing Dealer Agreement (CNL Hospitality Properties Inc)

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Wholesaling Compensation. The Company hereby acknowledges that the Managing Dealer may pay each of its wholesalers one percent (1%) % of the gross sales price (computed at $10.00 per Share) of all Shares sold in such wholesaler's geographic territory (as the same may be established from time to time by agreement between the Managing Dealer and one or more of its wholesalers) but not in excess, in the aggregate, of one percent (1%) % of the gross sales price (computed at $10.00 per Share) of all Shares sold, or a maximum of 45,000,000 15,500,000 Shares. The Company and the Managing Dealer hereby agree that the Company shall have no obligation to pay any portion of such amounts. The Company hereby agrees to reimburse reasonable out-of-pocket expenses that such wholesalers incur in connection with the distribution of its SharesShares from and after such time as at least 250,000 Shares have been sold for the account of the Company; provided, however, that in no event will the Managing Dealer or the Company pay any amounts to any person if (i) such amounts constitute "underwriting compensation," and (ii) payment of such amounts could cause total underwriting compensation paid to underwriters, broker-dealers, or affiliates thereof from any source, and deemed to be in connection with or related to the distribution of the Offering, to exceed then-applicable compensation NASD guidelines.

Appears in 3 contracts

Samples: Managing Dealer Agreement (CNL Health Care Properties Inc), Managing Dealer Agreement (CNL Health Care Properties Inc), Managing Dealer Agreement (CNL Health Care Properties Inc)

Wholesaling Compensation. The Company hereby acknowledges that the Managing Dealer may pay each of its wholesalers one percent (1%) % of the gross sales price (computed at $10.00 per Share) of all Shares sold in such wholesaler's geographic territory (as the same may be established from time to time by agreement between the Managing Dealer and one or more of its wholesalers) but not in excess, in the aggregate, of one percent (1%) % of the gross sales price (computed at $10.00 per Share) of all Shares sold, or a maximum of 45,000,000 34,500,000 Shares. The Company and the Managing Dealer hereby agree that the Company shall have no obligation to pay any portion of such amounts. The Company hereby agrees to reimburse reasonable out-of-pocket expenses that such wholesalers incur in connection with the distribution of its SharesShares from and after such time as at least 250,000 Shares have been sold for the account of the Company; provided, however, that in no event will the Managing Dealer or the Company pay any amounts to any person if (i) such amounts constitute "underwriting compensation," and (ii) payment of such amounts could cause total underwriting compensation paid to underwriters, broker-dealers, or affiliates thereof from any source, and deemed to be in connection with or related to the distribution of the Offering, to exceed then-applicable compensation NASD guidelines.

Appears in 1 contract

Samples: Managing Dealer Agreement (CNL American Properties Fund Inc)

Wholesaling Compensation. The Company hereby acknowledges that the Managing Dealer may pay each of its wholesalers one percent (1%) up to 1.25% of the gross sales price (computed at $10.00 per Share) of all Shares sold in such wholesaler's geographic territory (as the same may be established from time to time by agreement between the Managing Dealer and one or more of its wholesalers) but not in excess, in the aggregate, of one percent (1%) 1.25% of the gross sales price (computed at $10.00 per Share) of all Shares sold, or a maximum of 45,000,000 Shares. The Company and the Managing Dealer hereby agree that the Company shall have no obligation to pay any portion of such amounts. The Company hereby agrees to reimburse reasonable out-of-pocket expenses that such wholesalers incur in connection with the distribution of its Shares; provided, however, that in no event will the Managing Dealer or the Company pay any amounts to any person if (i) such amounts constitute "underwriting compensation," and (ii) payment of such amounts could cause total underwriting compensation paid to underwriters, broker-dealers, or affiliates thereof from any source, and deemed to be in connection with or related to the distribution of the Offering, to exceed then-applicable compensation NASD guidelines.

Appears in 1 contract

Samples: Managing Dealer Agreement (CNL Retirement Properties Inc)

Wholesaling Compensation. The Company hereby acknowledges that the Managing Dealer may pay each of its wholesalers one percent (1%) up to 1.20% of the gross sales price (computed at $10.00 per Share) of all Shares sold in such wholesaler's geographic territory (as the same may be established from time to time by agreement between the Managing Dealer and one or more of its wholesalers) but not in excess, in the aggregate, of one percent (1%) 1.20% of the gross sales price (computed at $10.00 per Share) of all Shares sold, or a maximum of 45,000,000 Shares. The Company and the Managing Dealer hereby agree that the Company shall have no obligation to pay any portion of such amounts. The Company hereby agrees to reimburse reasonable out-of-pocket expenses that such wholesalers incur in connection with the distribution of its Shares; provided, however, that in no event will the Managing Dealer or the Company pay any amounts to any person if (i) such amounts constitute "underwriting compensation," and (ii) payment of such amounts could cause total underwriting compensation paid to underwriters, broker-dealers, or affiliates thereof from any source, and deemed to be in connection with or related to the distribution of the Offering, to exceed then-applicable compensation NASD guidelines.

Appears in 1 contract

Samples: Managing Dealer Agreement (CNL Retirement Properties Inc)

Wholesaling Compensation. The Company hereby acknowledges that the Managing Dealer may pay each of its wholesalers one percent (1%) of the gross sales price (computed at $10.00 per Share) of all Shares sold in such wholesaler's geographic territory (as the same may be established from time to time by agreement between the Managing Dealer and one or more of its wholesalers) but not in excess, in the aggregate, of one percent (1%) of the gross sales price (computed at $10.00 per Share) of all Shares sold, or a maximum of 45,000,000 27,500,000 Shares. The Company and the Managing Dealer hereby agree that the Company shall have no obligation to pay any portion of such amounts. The Company hereby agrees to reimburse reasonable out-of-pocket expenses that such wholesalers incur in connection with the distribution of its SharesShares from and after such time as at least 250,000 Shares have been sold for the account of the Company; provided, however, that in no event will the Managing Dealer or the Company pay any amounts to any person if (i) such amounts constitute "underwriting compensation," and (ii) payment of such amounts could cause total underwriting compensation paid to underwriters, broker-dealers, or affiliates thereof from any source, and deemed to be in connection with or related to the distribution of the Offering, to exceed then-applicable compensation NASD guidelines.

Appears in 1 contract

Samples: Managing Dealer Agreement (CNL Hospitality Properties Inc)

Wholesaling Compensation. The Company hereby acknowledges that the Managing Dealer may pay each of its wholesalers one percent (1%) of the gross sales price (computed at $10.00 per Share) of all Shares sold in such wholesaler's geographic territory (as the same may be established from time to time by agreement between the Managing Dealer and one or more of its wholesalers) but not in excess, in the aggregate, of one percent (1%) of the gross sales price (computed at $10.00 per Share) of all Shares sold, or a maximum of 45,000,000 Shares. The Company and the Managing Dealer hereby agree that the Company shall have no obligation to pay any portion of such amounts. The Company hereby agrees to reimburse reasonable out-of-pocket expenses that such wholesalers incur in connection with the distribution of its SharesShares from and after such time as at least 250,000 Shares have been sold for the account of the Company; provided, however, that in no event will the Managing Dealer or the Company pay any amounts to any person if (i) such amounts constitute "underwriting compensation," and (ii) payment of such amounts could cause total underwriting compensation paid to underwriters, broker-dealers, or affiliates thereof from any source, and deemed to be in connection with or related to the distribution of the Offering, to exceed then-applicable compensation NASD guidelines.

Appears in 1 contract

Samples: Managing Dealer Agreement (CNL Hospitality Properties Inc)

Wholesaling Compensation. The Company hereby acknowledges that the Managing Dealer may pay each of its wholesalers one percent (1%) % of the gross sales price (computed at $10.00 per Share) of all Shares sold in such wholesaler's geographic territory (as the same may be established from time to time by agreement between the Managing Dealer and one or more of its wholesalers) but not in excess, in the aggregate, of one percent (1%) % of the gross sales price (computed at $10.00 per Share) of all Shares sold, or a maximum of 45,000,000 15,500,000 Shares. The Company and the Managing Dealer hereby agree that the Company shall have no obligation to pay any portion of such amounts. The Company hereby agrees to reimburse reasonable out-of-pocket expenses that such wholesalers incur in connection with the distribution of its Shares; provided, however, that in no event will the Managing Dealer or the Company pay any amounts to any person if (i) such amounts constitute "underwriting compensation," and (ii) payment of such amounts could cause total underwriting compensation paid to underwriters, broker-dealers, or affiliates thereof from any source, and deemed to be in connection with or related to the distribution of the Offering, to exceed then-applicable compensation NASD guidelines.

Appears in 1 contract

Samples: Managing Dealer Agreement (CNL Health Care Properties Inc)

Wholesaling Compensation. The Company hereby acknowledges that the Managing Dealer may pay each of its wholesalers one percent (1%) % of the gross sales price (computed at $10.00 per Share) of all Shares sold in such wholesaler's geographic territory (as the same may be established from time to time by agreement between the Managing Dealer and one or more of its wholesalers) but not in excess, in the aggregate, of one percent (1%) % of the gross sales price (computed at $10.00 per Share) of all Shares sold, or a maximum of 45,000,000 16,500,000 Shares. The Company and the Managing Dealer hereby agree that the Company shall have no obligation to pay any portion of such amounts. The Company hereby agrees to reimburse reasonable out-of-pocket expenses that such wholesalers incur in connection with the distribution of its SharesShares from and after such time as at least 250,000 Shares have been sold for the account of the Company; provided, however, that in no event will the Managing Dealer or the Company pay any amounts to any person if (i) such amounts constitute "underwriting compensation," and (ii) payment of such amounts could cause total underwriting compensation paid to underwriters, broker-dealers, or affiliates thereof from any source, and deemed to be in connection with or related to the distribution of the Offering, to exceed then-applicable compensation NASD guidelines.

Appears in 1 contract

Samples: Managing Dealer Agreement (CNL American Realty Fund Inc)

Wholesaling Compensation. The Company hereby acknowledges that the Managing Dealer may pay each of its wholesalers one percent (1%) of the gross sales price (computed at $10.00 per Share) of all Shares sold in such wholesaler's geographic territory (as the same may be established from time to time by agreement between the Managing Dealer and one or more of its wholesalers) but not in excess, in the aggregate, of one percent (1%) of the gross sales price (computed at $10.00 per Share) of all Shares sold, or a maximum of 45,000,000 175,000,000 Shares. The Company and the Managing Dealer hereby agree that the Company shall have no obligation to pay any portion of such amounts. The Company hereby agrees to reimburse reasonable out-of-pocket expenses that such wholesalers incur in connection with the distribution of its Shares; provided, however, that in no event will the Managing Dealer or the Company pay any amounts to any person if (i) such amounts constitute "underwriting compensation," and (ii) payment of such amounts could cause total underwriting compensation paid to underwriters, broker-dealers, or affiliates thereof from any source, and deemed to be in connection with or related to the distribution of the Offering, to exceed then-applicable compensation NASD guidelines.

Appears in 1 contract

Samples: Managing Dealer Agreement (CNL Hospitality Properties Inc)

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Wholesaling Compensation. The Company hereby acknowledges that the Managing Dealer may pay each of its wholesalers one percent (1%) up to 1.20% of the gross sales price (computed at $10.00 per Share) of all Shares sold in such wholesaler's geographic territory (as the same may be established from time to time by agreement between the Managing Dealer and one or more of its wholesalers) but not in excess, in the aggregate, of one percent (1%) 1.20% of the gross sales price (computed at $10.00 per Share) of all Shares sold, or a maximum of 45,000,000 175,000,000 Shares. The Company and the Managing Dealer hereby agree that the Company shall have no obligation to pay any portion of such amounts. The Company hereby agrees to reimburse reasonable out-of-pocket expenses that such wholesalers incur in connection with the distribution of its Shares; provided, however, that in no event will the Managing Dealer or the Company pay any amounts to any person if (i) such amounts constitute "underwriting compensation," and (ii) payment of such amounts could cause total underwriting compensation paid to underwriters, broker-dealers, or affiliates thereof from any source, and deemed to be in connection with or related to the distribution of the Offering, to exceed then-applicable compensation NASD guidelines.

Appears in 1 contract

Samples: Managing Dealer Agreement (CNL Retirement Properties Inc)

Wholesaling Compensation. The Company hereby acknowledges that the Managing Dealer may pay each of its wholesalers one percent (1%) of the gross sales price (computed at $10.00 per Share) of all Shares sold in such wholesaler's geographic territory (as the same may be established from time to time by agreement between the Managing Dealer and one or more of its wholesalers) but not in excess, in the aggregate, of one percent (1%) of the gross sales price (computed at $10.00 per Share) of all Shares sold, or a maximum of 45,000,000 Shares. The Company and the Managing Dealer hereby agree that the Company shall have no obligation to pay any portion of such amounts. The Company hereby agrees to reimburse reasonable out-of-pocket expenses that such wholesalers incur in connection with the distribution of its SharesShares ; provided, however, that in no event will the Managing Dealer or the Company pay any amounts to any person if (i) such amounts constitute "underwriting compensation," and (ii) payment of such amounts could cause total underwriting compensation paid to underwriters, broker-dealers, or affiliates thereof from any source, and deemed to be in connection with or related to the distribution of the Offering, to exceed then-applicable compensation NASD guidelines.

Appears in 1 contract

Samples: Managing Dealer Agreement (CNL Hospitality Properties Inc)

Wholesaling Compensation. The Company hereby acknowledges that the Managing Dealer may pay each of its wholesalers one one-percent (1%) of the gross sales price (computed at $10.00 per Share) of all Shares sold in such wholesaler's geographic territory (as the same may be established from time to time by agreement between the Managing Dealer and one or more of its wholesalers) but not in excess, in the aggregate, of one one-percent (1%) of the gross sales price (computed at $10.00 per Share) of all Shares sold, or a maximum of 45,000,000 27,500,000 Shares. The Company and the Managing Dealer hereby agree that the Company shall have no obligation to pay any portion of such amounts. The Company hereby agrees to reimburse reasonable out-of-pocket expenses that such wholesalers incur in connection with the distribution of its SharesShares from and after such time as at least 250,000 Shares have been sold for the account of the Company; provided, however, that in no event will the Managing Dealer or the Company pay any amounts to any person if (i) such amounts constitute "underwriting compensation," and (ii) payment of such amounts could cause total underwriting compensation paid to underwriters, broker-dealers, or affiliates thereof from any source, and deemed to be in connection with or related to the distribution of the Offering, to exceed then-applicable compensation NASD guidelines.

Appears in 1 contract

Samples: Managing Dealer Agreement (CNL Hospitality Properties Inc)

Wholesaling Compensation. The Company hereby acknowledges that the Managing Dealer may pay each of its wholesalers one percent (1%) % of the gross sales price (computed at $10.00 per Share) of all Shares sold in such wholesaler's geographic territory (as the same may be established from time to time by agreement between the Managing Dealer and one or more of its wholesalers) but not in excess, in the aggregate, of one percent (1%) % of the gross sales price (computed at $10.00 per Share) of all Shares sold, or a maximum of 45,000,000 16,500,000 Shares. The Company and the Managing Dealer hereby agree that the Company shall have no obligation to pay any portion of such amounts. The Company hereby agrees to reimburse reasonable out-of-pocket expenses that such wholesalers incur in connection with the distribution of its SharesShares from and after such time as at least 250,000 Shares have been sold for the account of the Company; provided, however, that in no event will the Managing Dealer or the Company pay any amounts to any person if (i) such amounts constitute "underwriting compensation," and (ii) payment of such amounts could cause total underwriting compensation paid to underwriters, broker-dealers, or affiliates thereof from any source, and deemed to be in connection with or related to the distribution of the Offering, to exceed then-applicable compensation NASD guidelines.. 4.7

Appears in 1 contract

Samples: Managing Dealer Agreement (CNL American Realty Fund Inc)

Wholesaling Compensation. The Company hereby acknowledges that the Managing Dealer may pay each of its wholesalers one percent (1%) % of the gross sales price (computed at $10.00 per Share) of all Shares sold in such wholesaler's geographic territory (as the same may be established from time to time by agreement between the Managing Dealer and one or more of its wholesalers) but not in excess, in the aggregate, of one percent (1%) % of the gross sales price (computed at $10.00 per Share) of all Shares sold, or a maximum of 45,000,000 27,500,000 Shares. The Company and the Managing Dealer hereby agree that the Company shall have no obligation to pay any portion of such amounts. The Company hereby agrees to reimburse reasonable out-of-pocket expenses that such wholesalers incur in connection with the distribution of its SharesShares from and after such time as at least 250,000 Shares have been sold for the account of the Company; provided, however, that in no event will the Managing Dealer or the Company pay any amounts to any person if (i) such amounts constitute "underwriting compensation," and (ii) payment of such amounts could cause total underwriting compensation paid to underwriters, broker-dealers, or affiliates thereof from any source, and deemed to be in connection with or related to the distribution of the Offering, to exceed then-applicable compensation NASD guidelines.

Appears in 1 contract

Samples: Managing Dealer Agreement (CNL American Properties Fund Inc)

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