Common use of Distribution and Servicing Fee Clause in Contracts

Distribution and Servicing Fee. Upon the terms set forth in the Prospectus and with respect to Class T Shares, Class I Shares and Class C Shares purchased in the Offering, the Dealer Manager will receive an annual distribution and servicing fee (the “Distribution and Servicing Fee”) of (i) 1.0% of the then-current NAV of Class T Shares, comprised of a 0.75% distribution fee and a 0.25% service fee; provided, that the Distribution and Servicing Fee on Class T Shares will be payable for a maximum of three years from the time of purchase; (ii) 0.5% of the then-current NAV of Class I Shares, comprised of a 0.25% distribution fee and a 0.25% service fee; provided, that the Distribution and Servicing Fee on Class I Shares will be payable for a maximum of 16 years from the time of purchase; and (iii) 1.0% of the then-current NAV of Class C Shares, comprised of a 0.75% distribution fee and a 0.25% service fee; provided, that the Distribution and Servicing Fee on Class C Shares will be payable for a maximum of eight years from the time of purchase. The Dealer Manager may reallow a portion of the Distribution and Servicing Fee to Participating Dealers (as described more fully in the Participating Dealer Agreement entered into with such Participating Dealer). For Class I and Class C Shares, to the extent that the aggregate amount of distribution and servicing fees paid is less than 8.0% of the NAV at the time of purchase, distribution and servicing fees will continue to be paid until such fees equal 8.0% of the NAV at the time of purchase. For Class T Shares, to the extent that the aggregate amount of distribution and servicing fees paid is less than 3.0% of the NAV as of the date of purchase, distribution and servicing fees will continue to be paid until such fees equal 8.0% of the NAV as of the date of purchase. In no event will any holder of Class I, Class C or Class T Shares pay more than 8.0%, 8.0% or 3.0%, respectively, of the NAV as of the date of purchase. In addition, the Dealer Manager may pay a portion of the Distribution and Servicing Fee payable to Participating Dealers with respect to Class C Shares upfront at the time of sale (as described more fully in the Participating Dealer Agreement entered into with such Participating Dealer). The Distribution and Servicing Fee will not be payable with respect to DRIP Shares. All Distribution and Servicing Fees payable with respect to the sales of Offered Shares will cease for all shareholders on the earliest to occur of the following: (i) a Liquidity Event (as defined in the Prospectus); (ii) the Dealer Manager advising the Fund that the aggregate underwriting compensation from all sources (determined in accordance with applicable FINRA rules), including upfront selling commissions, dealer manager fees, Distribution and Servicing Fees, due diligence expenses incurred in connection with the marketing of this offering and any other underwriting compensation with respect to the Shares, would be in excess of 8.0% of the gross offering proceeds received in this offering; (iii) when the total upfront sales load and Distribution and Servicing Fees attributable to any Share equals 8.0% of the gross offering proceeds from the sale of such Share (the “sales charge cap”); and (iv) the date on which such Offered Shares are repurchased by the Fund. The sales charge cap for any Share will be reduced by the amount of any portion of the upfront sales load that is waived for such Share.

Appears in 1 contract

Sources: Dealer Manager Agreement (Stira Alcentra Global Credit Fund)

Distribution and Servicing Fee. Upon the terms set forth in the Prospectus and with respect to Class T Shares, Class I Shares and Class C Shares purchased in the Offering, the Dealer Manager will receive an annual distribution and servicing fee (the “Distribution and Servicing Fee”) of (i) 1.0% of the then-current NAV of Class T Shares, comprised of a 0.75% distribution fee and a 0.25% service fee; provided, that the Distribution and Servicing Fee on Class T Shares will be payable for a maximum of three years from the time of purchase; (ii) 0.5% of the then-then- current NAV of Class I Shares, comprised of a 0.25% distribution fee and a 0.25% service fee; provided, that the Distribution and Servicing Fee on Class I Shares will be payable for a maximum of 16 years from the time of purchase; and (iii) 1.0% of the then-current NAV of Class C Shares, comprised of a 0.75% distribution fee and a 0.25% service fee; provided, that the Distribution and Servicing Fee on Class C Shares will be payable for a maximum of eight years from the time of purchase. The Dealer Manager may reallow a portion of the Distribution and Servicing Fee to Participating Dealers (as described more fully in the Participating Dealer Agreement entered into with such Participating Dealer). For Class I and Class C Shares, to the extent that the aggregate amount of distribution and servicing fees paid is less than 8.0% of the NAV at the time of purchase, distribution and servicing fees will continue to be paid until such fees equal 8.0% of the NAV at the time of purchase. For Class T Shares, to the extent that the aggregate amount of distribution and servicing fees paid is less than 3.0% of the NAV as of the date of purchase, distribution and servicing fees will continue to be paid until such fees equal 8.0% of the NAV as of the date of purchase. In no event will any holder of Class I, Class C or Class T Shares pay more than 8.0%, 8.0% or 3.0%, respectively, of the NAV as of the date of purchase. In addition, the Dealer Manager may pay a portion of the Distribution and Servicing Fee payable to Participating Dealers with respect to Class C Shares upfront at the time of sale (as described more fully in the Participating Dealer Agreement entered into with such Participating Dealer). The Distribution and Servicing Fee will not be payable with respect to DRIP Shares. All Distribution and Servicing Fees payable with respect to the sales of Offered Shares will cease for all shareholders on the earliest to occur of the following: (i) a Liquidity Event (as defined in the Prospectus); (ii) the Dealer Manager advising the Fund that the aggregate underwriting compensation from all sources (determined in accordance with applicable FINRA rules), including upfront selling commissions, dealer manager fees, Distribution and Servicing Fees, due diligence expenses incurred in connection with the marketing of this offering and any other underwriting compensation with respect to the Shares, would be in excess of 8.0% of the gross offering proceeds received in this offering; (iii) when the total upfront sales load and Distribution and Servicing Fees attributable to any Share equals 8.0% of the gross offering proceeds from the sale of such Share (the “sales charge cap”); and (iv) the date on which such Offered Shares are repurchased by the Fund. The sales charge cap for any Share will be reduced by the amount of any portion of the upfront sales load that is waived for such Share.

Appears in 1 contract

Sources: Dealer Manager Agreement (Stira Alcentra Global Credit Fund)

Distribution and Servicing Fee. Upon the terms set forth in the Prospectus and with respect to Class T Shares, Class I Shares and Class C Shares purchased in the Offering, the Dealer Manager will receive an annual distribution and servicing fee (the “Distribution and Servicing Fee”) of (i) 1.0% of the then-current NAV of Class T Shares, comprised of a 0.75% distribution fee and a 0.25% service fee; provided, that the Distribution and Servicing Fee on Class T Shares will be payable for a maximum of three years from the time of purchase; (ii) 0.5% of the then-current NAV of Class I Shares, comprised of a 0.25% distribution fee and a 0.25% service fee; provided, that the Distribution and Servicing Fee on Class I Shares will be payable for a maximum of 16 years from the time of purchase; and (iii) 1.0% of the then-current NAV of Class C Shares, comprised of a 0.75% distribution fee and a 0.25% service fee; provided, that the Distribution and Servicing Fee on Class C Shares will be payable for a maximum of eight years from the time of purchase. The Dealer Manager may reallow a portion of the Distribution and Servicing Fee to Participating Dealers (as described more fully in the Participating Dealer Agreement entered into with such Participating Dealer). For Class I and Class C Shares, to the extent that the aggregate amount of distribution and servicing fees paid is less than 8.0% of the NAV at the time of purchase, distribution and servicing fees will continue to be paid until such fees equal 8.0% of the NAV at the time of purchase. For Class T Shares, to the extent that the aggregate amount of distribution and servicing fees paid is less than 3.0% of the NAV as of the date of purchase, distribution and servicing fees will continue to be paid until such fees equal 8.0% of the NAV as of the date of purchase. In no event will any holder of Class I, Class C or Class T Shares pay more than 8.0%, 8.0% or 3.0%, respectively, of the NAV as of the date of purchase. In addition, the Dealer Manager may pay a portion of the Distribution and Servicing Fee payable to Participating Dealers with respect to Class C Shares upfront at the time of sale (as described more fully in the Participating Dealer Agreement entered into with such Participating Dealer). The Distribution and Servicing Fee will not be payable with respect to DRIP Shares. All Distribution and Servicing Fees payable with respect to the sales of Offered Shares will cease for all shareholders on the earliest to occur of the following: (i) a Liquidity Event (as defined in the Prospectus); (ii) the Dealer Manager advising the Fund that the aggregate underwriting compensation from all sources (determined in accordance with applicable FINRA rules), including upfront selling commissions, dealer manager fees, Distribution and Servicing Fees, due diligence expenses incurred in connection with the marketing of this offering and any other underwriting compensation with respect to the Shares, would be in excess of 8.0% of the gross offering proceeds received in this offering; (iii) when the total upfront sales load and Distribution and Servicing Fees attributable to any Share equals 8.0% of the gross offering proceeds from the sale of such Share (the “sales charge cap”); and (iv) the date on which such Offered Shares are repurchased by the Fund. The sales charge cap for any Share will be reduced by the amount of any portion of the upfront sales load that is waived for such Share.

Appears in 1 contract

Sources: Dealer Manager Agreement (Steadfast Alcentra Global Credit Fund)

Distribution and Servicing Fee. Upon For providing the terms set forth services described in Exhibit A attached hereto, the Prospectus and with respect Company will pay to Class T Shares, Class I Shares and Class C Shares purchased in the Offering, the Dealer Manager will receive an annual a distribution and servicing fee with respect to the outstanding Class T Shares only that accrues daily equal to 1/365th of up to 1.0% of the amount of the purchase price per share (or, once reported, the net asset value for the Class T Shares for such day) on a continuous basis from year to year (the “Distribution and Servicing Fee”) of (i) 1.0% of the then-current NAV of Class T Shares, comprised of a 0.75% distribution fee and a 0.25% service fee; provided, that ). The Company will pay the Distribution and Servicing Fee to the Dealer Manager on Class T Shares will be payable for a maximum of three years from the time of purchase; (ii) 0.5% of the then-current NAV of Class I Shares, comprised of a 0.25% distribution fee and a 0.25% service fee; provided, that the Distribution and Servicing Fee on Class I Shares will be payable for a maximum of 16 years from the time of purchase; and (iii) 1.0% of the then-current NAV of Class C Shares, comprised of a 0.75% distribution fee and a 0.25% service fee; provided, that the Distribution and Servicing Fee on Class C Shares will be payable for a maximum of eight years from the time of purchasemonthly basis in arrears. The Dealer Manager may reallow a portion of the Distribution and Servicing Fee to Participating Broker-Dealers (as marketing fees or to defray other distribution-related expenses. Such reallowance, if any, shall be determined by the Dealer Manager in its sole discretion based on factors including, but not limited to, the level of services that each such Participating Broker-Dealer performs, including ministerial, record-keeping, sub-accounting, stockholder services and other administrative services in connection with the distribution of the Class T Shares. The Dealer Manager’s reallowance of Distribution and Servicing Fees to a particular Participating Broker-Dealer shall be described more fully in Schedule 1 to the Participating Broker-Dealer Agreement entered into with such Participating Broker-Dealer). For Class I and Class C Shares, The Company’s obligations to the extent that the aggregate amount of distribution and servicing fees paid is less than 8.0% of the NAV at the time of purchase, distribution and servicing fees will continue to be paid until such fees equal 8.0% of the NAV at the time of purchase. For Class T Shares, to the extent that the aggregate amount of distribution and servicing fees paid is less than 3.0% of the NAV as of the date of purchase, distribution and servicing fees will continue to be paid until such fees equal 8.0% of the NAV as of the date of purchase. In no event will any holder of Class I, Class C or Class T Shares pay more than 8.0%, 8.0% or 3.0%, respectively, of the NAV as of the date of purchase. In addition, the Dealer Manager may pay a portion of the Distribution and Servicing Fee payable to Participating Dealers with respect to Class C Shares upfront at the time of sale (as described more fully in the Participating Dealer Agreement entered into with such Participating Dealer). The Distribution and Servicing Fee will not be payable with respect to DRIP Shares. All Distribution and Servicing Fees payable with respect to the sales of Offered Shares Dealer Manager will cease for all shareholders on survive until the earliest to occur of the following: (i) a Liquidity Event (as defined in listing of the Prospectus); Class T Shares on a national securities exchange, (ii) following the completion of the Offering, total underwriting compensation in the Offering equaling 10% of the gross proceeds from the Primary Offering, (iii) such Class T Shares no longer being outstanding, or (iv) the fourth anniversary of the last day of the fiscal quarter in which the Primary Offering terminates. The Company will not pay to the Dealer Manager advising the Fund that the aggregate underwriting compensation from all sources (determined in accordance with applicable FINRA rules), including upfront selling commissions, dealer manager fees, any Distribution and Servicing Fees, due diligence expenses incurred in connection with the marketing of this offering and any other underwriting compensation Fees with respect to the Shares, would be in excess of 8.0% of the gross offering proceeds received in this offering; (iii) when the total upfront sales load and Distribution and Servicing Fees attributable to any Share equals 8.0% of the gross offering proceeds from the sale of such Share (the “sales charge cap”); and (iv) the date on which such Offered Shares are repurchased by the Fund. The sales charge cap for any Share will be reduced by the amount purchase of any portion of Class A Shares or to Class T Shares purchased under the upfront sales load that is waived for such ShareDRP.

Appears in 1 contract

Sources: Dealer Manager Agreement (Carter Validus Mission Critical REIT II, Inc.)