ING CLARION GLOBAL REAL ESTATE SECURITIES, L.P. WAIVER RELIANCE LETTER
Exhibit (g)(2)
ING CLARION GLOBAL REAL ESTATE SECURITIES, L.P.
WAIVER RELIANCE LETTER
WAIVER RELIANCE LETTER
February 18, 2004
ING Clarion Global Real Estate Income Fund
000 Xxxxx Xxxxxx Xxxxxxx Xxxx
Xxxxxx Xxxxx
Xxxxxx, Xxxxxxxxxxxx, 00000
000 Xxxxx Xxxxxx Xxxxxxx Xxxx
Xxxxxx Xxxxx
Xxxxxx, Xxxxxxxxxxxx, 00000
Ladies and Gentlemen:
ING Clarion Real Estate Securities, L.P. (the “Advisor”) and ING Clarion Global Real Estate
Income Fund (the “Trust”), a closed-end management investment company registered under the
Investment Company Act of 1940, as amended, have entered into an Investment Management Agreement,
dated as of February 18, 2004 (the “Advisory Agreement”), pursuant to which the Advisor has agreed
to furnish investment advisory services to the Trust on the terms and subject to the conditions of
the Advisory Agreement.
The Advisory Agreement provides, among other things, that the Trust will pay to the Advisor as
full compensation for all investment advisory services rendered by the Advisor to the Trust under
the Advisory Agreement a monthly fee in arrears at an annual rate equal to 0.85% of the average
weekly value of the Trust’s Managed Assets (as defined in the Advisory Agreement) (such fee being
referred to herein as the “Investment Advisory Fee”). The Advisor has covenanted to the
underwriters of the Trust’s common shares of beneficial interest that the Advisor will waive
receipt of certain payments that would be expenses of the Trust, as set forth below. The Advisor
understands that you intend to disclose this undertaking in your Registration Statement on Form N-2
and the prospectus included therein. This letter confirms that you may rely on such undertaking for
purposes of making disclosure in your Registration Statement and prospectus and authorizes you to
offset the appropriate amount of the waived payments described herein against the Investment
Advisory Fee.
For the period from the commencement of the Trust’s operations through February 28, 2009, and
for the twelve month periods ending February 28 or 29 in each indicated year during the term of the
Advisory Agreement (including any continuation thereof in accordance with Section 15 of the
Investment Company Act of 1940, as amended), the Advisor will waive receipt of certain payments
that would be expenses of the Trust in the amount determined by applying the following annual rates
to the average weekly value of the Trusts Managed Assets:
Period Ending | Period Ending | |||||||||||
February 28 | Waiver | February 28 | Waiver | |||||||||
2005 |
0.25 | % | 2010 | 0.20 | % | |||||||
2006 |
0.25 | % | 2011 | 0.15 | % | |||||||
2007 |
0.25 | % | 2012 | 0.10 | % | |||||||
2008 |
0.25 | % | 2013 | 0.05 | % | |||||||
2009 |
0.25 | % |
The Advisor intends to cease to so waive receipt of payments upon the earlier of (a) February
28, 2013 or (b) termination of the Advisory Agreement.
Please acknowledge the foregoing by signing the enclosed copy of this letter in the space
provided below and returning the executed copy to the Advisor.
Sincerely, ING CLARION REAL ESTATE SECURITIES, L.P. |
||||
By: | /s/ X. Xxxxxx Xxxxxxxx | |||
Name: | X. Xxxxxx Xxxxxxxx | |||
Title: | Managing Director |
2
CONFIRMED AND ACCEPTED: ING CLARION GLOBAL REAL ESTATE INCOME FUND |
||||
By: | /s/ X. Xxxxxx Xxxxxxxx | |||
Name: | X. Xxxxxx Xxxxxxxx | |||
Title: | President and Chief Executive Officer | |||
3