Common use of Solicitation Fees Clause in Contracts

Solicitation Fees. (a) The Fund agrees to pay the Distributor a solicitation fee equal to 1.00% of the gross sales price per Combination (the “Solicitation Fee”) for each Combination sold under this Distribution Agreement as determined by further agreement between the Distributor and the Fund from time to time with respect to particular sales. (b) The proceeds remaining after deduction of the Solicitation Fee and further deduction for any transaction fees imposed by any governmental or self-regulatory organization in respect to such sale shall constitute the net proceeds to the Fund for such Shares (the “Net Proceeds”). (c) In full payment for the soliciting efforts to be rendered, the Distributor agrees to reallow the entire Solicitation Fee to Soliciting Dealers (the “Commission”), where such Soliciting Dealer is so designated on the subscription form. The Distributor has the same rights as the other Soliciting Dealers with respect to Commissions. The Distributor agrees to pay the Commissions to the broker-dealer designated on the applicable portion of the subscription form. (d) Payment to the Distributor by the Fund will be in the form of a wire transfer of same day funds from the Fund or the Escrow Agent to an account or accounts identified by the Distributor. Such payment will be made on the date on which the Fund issues the Shares after the Expiration Date. Payment to a Soliciting Dealer will be made by the Distributor to such Soliciting Dealer by check or wire transfer to an address or account identified by such broker-dealer. Such payments shall be made on or before the tenth business day following the day the Fund issues the Shares after the Expiration Date. (e) Notwithstanding the foregoing, no Solicitation Fees, payments or amounts whatsoever will be paid to the Distributor under this Section 2 unless or until subscriptions for the purchase of Shares have been accepted by the Fund and the gross proceeds of the Shares sold are received by the Fund.

Solicitation Fees. (a) The Fund agrees to pay the Distributor a solicitation fee equal to 1.003.00% of the gross sales price per Combination (the “Solicitation Fee”) for each Combination sold under this Distribution Agreement as determined by further agreement between the Distributor and the Fund from time to time with respect to particular sales. Notwithstanding the foregoing, with respect to Combinations sold to the Investment Adviser or its control affiliates, the Solicitation Fee shall be equal to $0.50 per Combination. (b) The proceeds remaining after deduction of the Solicitation Fee and further deduction for any transaction fees imposed by any governmental or self-regulatory organization in respect to such sale shall constitute the net proceeds to the Fund for such Shares (the “Net Proceeds”). (c) In full payment for the soliciting efforts to be rendered, the Distributor agrees to reallow up to the entire amount of the Solicitation Fee to Soliciting Dealers (the “Commission”), where such Soliciting Dealer is so designated on the subscription form. The Distributor has the same rights as the other Soliciting Dealers with respect to Commissions. The Distributor agrees to pay the Commissions to the broker-dealer designated on the applicable portion of the subscription form. (d) The Distributor may rebate to the Fund all or any portion of the Solicitation Fee earned by the Distributor for sales of Combinations made by the Distributor; for the avoidance of doubt, the Distributor will not rebate to the Fund any portion of the Solicitation Fee it has retained, rather than reallowed to Soliciting Dealers, with respect to sales of Combinations made by such Soliciting Dealers. (e) Payment to the Distributor by the Fund will be in the form of a wire transfer of same day funds from the Fund or the Escrow Agent to an account or accounts identified by the Distributor. Such payment will be made on the date on which the Fund issues the Shares after the Expiration Date. Payment to a Soliciting Dealer will be made by the Distributor to such Soliciting Dealer by check or wire transfer to an address or account identified by such broker-dealer. Such payments shall be made on or before the tenth business day following the day the Fund issues the Shares after the Expiration Date. (ef) Notwithstanding the foregoing, no Solicitation Fees, payments or amounts whatsoever will be paid to the Distributor under this Section 2 unless or until subscriptions for the purchase of Shares have been accepted by the Fund and the gross proceeds of the Shares sold are received by the Fund.