Common use of Submission of Orders Clause in Contracts

Submission of Orders. Those persons who purchase Shares shall make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially received, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and check. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.

Appears in 3 contracts

Sources: Dealer Manager Agreement (Cole Corporate Income Trust, Inc.), Dealer Manager Agreement (Cole Corporate Income Trust, Inc.), Dealer Manager Agreement (Cole Corporate Income Trust, Inc.)

Submission of Orders. Those persons who purchase Shares shall make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealerwill require in any agreements with Offering Participants that each Offering Participant, if respectively, comply with the submission of orders procedures set forth in the form of Participating Dealer Agreement attached as Exhibit “A” to this Agreement. Although it is a “$250,000 broker-dealer”anticipated that the distribution process will be facilitated in large part through the Offering Participants, to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case extent the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable Manager is involved in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially receiveddistribution process other than through an Offering Participant, the Dealer shall conduct its suitability review Manager will comply with such submission of orders procedures, and will require each person desiring to purchase Shares in the transaction Offering to complete and if execute a subscription agreement (a “Subscription Agreement”) in the transaction is suitable and form provided by the paperwork is in good order forward (i) the subscription documents Company to the Dealer Manager for use in connection with the Offering and (ii) the checks to deliver to the Escrow Agent Dealer Manager or as otherwise directed by the Dealer Manager such completed and executed Subscription Agreement together with a check or wire transfer (“instrument of payment”) in the amount of such person’s purchase, which must be at least the minimum purchase amount set forth in the Prospectus. Subscription Agreements and instruments of payment will be transmitted by the Dealer Manager to the escrow agent described in the Prospectus and Subscription Agreement for any Offering in which there is a minimum offering contingency described in the Prospectus (“Minimum Offering”) that has not yet been satisfied or, after any such Minimum Offering is satisfied or if no such Minimum Offering is applicable to an Offering, to the Company, as soon as practicable, but in any event by the end of the second business day following receipt by the Dealer Manager. If the Dealer Manager receives a Subscription Agreement or instrument of payment not conforming to the instructions set forth in the form of Participating Dealer Agreement, the Dealer Manager shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next business day following receipt its receipt. Instruments of the subscription documents and the check, prior payment of rejected subscribers will be promptly returned to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companysuch subscribers. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and check. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.

Appears in 3 contracts

Sources: Dealer Manager Agreement (StratCap Digital Infrastructure REIT, Inc.), Dealer Manager Agreement (StratCap Digital Infrastructure REIT, Inc.), Dealer Manager Agreement (Strategic Wireless Infrastructure Fund Ii, Inc.)

Submission of Orders. Those persons who (a) Each person desiring to purchase Offered Shares shall make their checks payable, prior in the Offering will be required to complete and execute a subscription agreement in the form attached as an Appendix to the time Prospectus (the Company reaches the Minimum Offering, “Subscription Agreement”) and to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited deliver to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Participating Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an UMB Bankinstrument of payment”) in the initial amount of $10.00 per Class A Share, N.A.$9.68 per Class T Share, Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After $9.39 per Class D Share and $9.20 per Class I Share until the Company reaches Fund has achieved the Minimum OfferingOffering Requirement, checks should be made payable and thereafter at a public offering price equal to “▇▇▇▇ Corporate Income Trustthe Fund’s NAV plus the applicable selling commissions and/or Dealer Manager Fees, Inc.” oror such other per share purchase price as the Fund’s Board of Directors may establish from time to time (subject to available discounts based upon the volume of shares purchased and for certain categories of purchasers, alternatively, “Corporate Income Trust” or, as specified in the Prospectus). In no event that shall the aggregate selling commissions, Dealer Manager Fees and Distribution Fees (each as defined herein) exceed 8.0% of the gross offering proceeds received in the Offering. There shall be a minimum initial purchase is made using by any one purchaser of $4,000 in Class A Shares, Class T Shares and Class D Shares and a Joint minimum initial purchase by any one purchaser of $10,000 in Class I Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Fund to the Dealer Manager). Minimum subsequent purchases of Offered Shares shall be $500 per transaction. Any Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreement and instrument of payment not conforming to the foregoing instructions shall be returned to such subscriber not later than the end of the second business day following receipt by Participating Dealer of such materials. Subscription Agreements and instruments of payment received by the Participating Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (ai) If the Dealer conducts its where, pursuant to Participating Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by Participating Dealer, Participating Dealer will transmit the Subscription Agreements and instrument of the subscription documents and the check, prior payment to the completion of Escrow Agent (as defined below) or, after the Fund has received and accepted subscriptions for at least $3,000,000 in Offered Shares (the “Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly Offering Requirement”) to the Company.Fund or to such other account or agent as directed by the Fund; and (bii) If the where, pursuant to Participating Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents then Subscription Agreements and check must instruments of payment will be transmitted by Participating Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Dealer. The Final Review Office willwill in turn, by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instrument of payment to the Escrow Agent or, after the Minimum Offering Requirement has been achieved, to the Fund or to such other account or agent as directed by the Fund. (b) Participating Dealer understands that the Fund and/or the Dealer Manager reserves the unconditional right to reject any order for any or no reason. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Participating Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent or, after the Minimum Offering Requirement has been achieved, to the Fund or to such other account agent as directed by the Fund. The Participating Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscription documents subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and checkthe amount of money paid. (d) Until such time as the Minimum Offering Requirement is achieved, conduct its suitability review those purchasers who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for Steadfast Alcentra Global Credit Fund.” Thereafter, those persons who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “Steadfast Alcentra Global Credit Fund.” (e) Participating Dealer hereby agrees to be bound by the terms of the transaction Escrow Agreement, dated March 8, 2017 (the “Escrow Agreement”), by and if among UMB Bank, N.A., as escrow agent (the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to “Escrow Agent”), the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the CompanyFund.

Appears in 2 contracts

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

Submission of Orders. Those persons Each person desiring to purchase Primary Shares in the Offering will be required to complete and execute a subscription agreement provided by the Company to the Dealer Manager and each Participating Broker-Dealer for use in connection with the Offering (the “Subscription Agreement”) and to deliver to Participating Broker-Dealer such completed and executed Subscription Agreement together with a check, draft, wire or money (hereinafter referred to as an “instrument of payment”) in the amount of such person’s purchase, which must be at least the minimum purchase amount set forth in the Prospectus. Persons who purchase Primary Shares shall will be instructed by Participating Broker-Dealer to make their checks payable, prior instruments of payment payable to or for the time the Company reaches the Minimum Offering, to benefit of UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income RREEF Property Trust, Inc.” or a recognizable contraction or abbreviation thereofSubscriptions received and processed by the Company prior to the close of the New York Stock Exchange (generally, including but not limited 4:00 p.m. Eastern time, which is referred to herein as the UMB Bankclose of business”) on any business day will be executed at the price per Share for the class of Shares being purchased (which purchase price will equal the NAV per Share for such class) calculated at the end of such business day, N.A.plus, f/b/o Corporate Income Trust” orfor Class A Shares and Class T Shares only, any applicable selling commissions, in accordance with the event procedures described in the Prospectus, and, for Class T Shares only, an up-front dealer manager fee. Subscriptions received and processed after the close of business on any business day, or on a day that is not a business day, will be executed at the purchase is made using Joint Subscription Agreementprice per Share for the class of Shares being purchased calculated at the end of the next business day, “UMB Bankplus, N.A.for Class A Shares and Class T Shares only, Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” orany applicable selling commissions, in accordance with the event that procedures described in the Prospectus, and, for Class T Shares only, an up-front dealer manager fee. A purchaser will be contractually obligated to purchase Primary Shares in the aggregate dollar amount of the purchaser’s subscription as of the close of business on the date the subscription is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Company. In accordance with state securities regulations, investors may not submit an initial subscription until at least five business days after such investor has received a copy of the final Prospectus. If Participating Broker-Dealer that receives a Subscription Agreement or instrument of payment not conforming to the foregoing instructions, Participating Broker-Dealer shall return such Subscription Agreement and instrument of payment directly to such purchaser not later than the end of the second business day following receipt by Participating Broker-Dealer. Subscription Agreements and instruments of payment received by Participating Broker-Dealer which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (a) If the Dealer conducts its where, pursuant to Participating Broker-Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from purchasers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by Participating Broker-Dealer, Participating Broker-Dealer will transmit the Subscription Agreements and instruments of the subscription documents and the check, prior payment to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (b) If the where, pursuant to Participating Broker-Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents then Subscription Agreements and check must instruments of payment will be transmitted by Participating Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Broker-Dealer. The Final Review Office will, will in turn transmit such Subscription Agreements and instruments of payment to the Company or to such other account or agent as directed by the end of Company. Participating Broker-Dealer understands that the next business day following receipt by the Final Review Office of the subscription documents Company and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager each reserves the unconditional right to reject any subscription for any or no reason. Notwithstanding the foregoing, with respect to any Primary Shares to be purchased by a custodial account, Participating Broker-Dealer shall cause the custodian of such account to deliver a Subscription Agreement and (ii) the checks to the Escrow Agent by the end an instrument of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check payment for such account directly to the Company. Participating Broker-Dealer shall furnish to the Company, as applicable, with each delivery of Subscription Agreements and instruments of payment a list of the purchasers showing the name, address, tax identification number, state of residence and dollar amount of Primary Shares to be purchased.

Appears in 2 contracts

Sources: Dealer Manager Agreement (RREEF Property Trust, Inc.), Dealer Manager Agreement (RREEF Property Trust, Inc.)

Submission of Orders. Those persons who Each person desiring to purchase Primary Shares shall make their checks payable, prior in the Offering will be required to complete and execute a subscription agreement (“Subscription Agreement”) in the form attached as an Appendix to the time the Company reaches the Minimum Offering, Prospectus and to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited deliver to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Participating Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an UMB Bankinstrument of payment”) in the initial amount of $15.00 per share, N.A.or such other purchase price per share that the Company’s Board of Directors may establish from time to time (subject to available discounts based upon the volume of shares purchased and for certain categories of purchasers, Agent for ▇▇▇▇ REIT” as specified in the Prospectus). There shall be a minimum initial purchase by any one purchaser of $5,000 in shares (except as otherwise indicated in the Prospectus, or a recognizable contraction in any letter or abbreviation thereof. After memorandum from the Company reaches to the Dealer Manager). Minimum Offering, checks should subsequent purchases of shares shall be made payable $100 per transaction. Any Subscription Agreement and instrument of payment not conforming to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that foregoing instructions shall be returned to such subscriber not later than the purchase is made using a Joint end of the second business day following receipt by Participating Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Participating Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (a) If the Dealer conducts its where, pursuant to Participating Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by Participating Dealer, Participating Dealer will transmit the Subscription Agreements and instrument of the subscription documents and the check, prior payment to the completion of Escrow Agent (as defined below) or, after the Company has received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering. After completion of the Minimum Offering”), to the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (b) If the where, pursuant to Participating Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents then Subscription Agreements and check must instruments of payment will be transmitted by Participating Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Dealer. The Final Review Office willwill in turn, by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instrument of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or to such other account or agent as directed by the end of Company. (c) Participating Dealer understands that the next business day following receipt of Company and/or the subscription documents and Dealer Manager reserves the checkunconditional right to reject any order for any or no reason. (d) Notwithstanding the foregoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Primary Shares to be purchased by a custodial account, the Company may instruct Participating Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or to such other account agent as directed by the Company. The Participating Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Primary Shares subscribed for, and the amount of money paid. (e) Participating Dealer hereby agrees to be bound by the terms of the Escrow Agreement, dated November , 2013 (the “Escrow Agreement”), by and among UMB Bank, N.A., as escrow agent (the “Escrow Agent”), and the Company.

Appears in 2 contracts

Sources: Dealer Manager Agreement (Steadfast Apartment REIT, Inc.), Dealer Manager Agreement (Steadfast Apartment REIT, Inc.)

Submission of Orders. Those The Dealer Manager, in its agreements with Dealers, shall require each Dealer to: (i) except as set forth below, instruct those persons who purchase Shares shall to make their checks payable, prior payable to the time the Company reaches the Minimum Offering, or wire transfer directed to “UMB Bank, N.A., as Escrow Agent for ▇▇▇▇ Corporate Rodin Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After ”; (ii) after the Company reaches meets the Minimum OfferingOffering requirement of $2,000,000, instruct subscribers to make their checks should be made payable to or to send wire transfers for the account of ▇▇▇▇ Corporate Rodin Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in ”; (iii) return any check not conforming to the event foregoing instructions directly to such subscriber not later than the end of the next business day following its receipt; provided that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks checks received by the Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures:procedures in paragraphs (iv) through (vi) below; (aiv) If the Dealer conducts its where, pursuant to a Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where at which subscription documents and checks are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the transmit checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct check by the Dealer to forward paperwork in good order and the check directly escrow agent or, after the Minimum Offering has been achieved, to the Company or to such other account or agent as directed by the Company.; (bv) If the where, pursuant to a Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the transmit subscription documents and check must be transmitted checks to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkcheck by the Dealer. The Final Review Office will, will transmit such subscription documents and checks by the end of the next business day following receipt by the Final Review Office of to the escrow agent or, after the Minimum Offering has been achieved, to the Company or to such other account or agent as directed by the Company; and (vi) deliver checks and completed subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents required to be sent to the Dealer Manager and (iiescrow agent pursuant to this Section 5(j) the checks via overnight courier to the UMB Bank, N.A., as Escrow Agent by the end of the next business day following receipt of the subscription documents and the checkfor Rodin Income Trust, prior to the completion of the Minimum Offering. After completion of the Minimum OfferingInc., the Company may instruct the Dealer to forward paperwork in good order and the check directly to the CompanyAttention: [•].

Appears in 2 contracts

Sources: Dealer Manager Agreement (Rodin Income Trust, Inc.), Dealer Manager Agreement (Rodin Income Trust, Inc.)

Submission of Orders. Those persons (a) Each person desiring to purchase Primary Shares in the Offering will be required to complete and execute a subscription agreement in the form attached as an appendix to the Prospectus (the “Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) in the amount of $10.00 per Share, subject to discounts for certain categories of purchasers as described above. There shall be a minimum initial purchase by any one purchaser of $2,500 of Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager). Until such time as the Company has received and accepted subscriptions for at least $2,500,000 in Primary Shares (the “Minimum Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those purchasers who purchase Primary Shares shall will be instructed by the Processing Broker-Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB Bank, N.A., Agent as escrow agent for ▇▇▇▇ Corporate Income TrustCM REIT, Inc.” or a recognizable contraction or abbreviation thereofThereafter, including but not limited those persons who purchase Primary Shares will be instructed by the Processing Broker-Dealer to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, make their checks should be made payable to “▇▇▇▇ Corporate Income TrustCM REIT, Inc.” or, alternatively, “Corporate Income Trust” or, in ” (b) The Processing Broker-Dealer receiving a Subscription Agreement and instrument of payment not conforming to the event that foregoing instructions shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the purchase is made using a Joint end of the second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (ai) If where, pursuant to the Dealer conducts its internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of the subscription documents and the check, prior payment to the completion of Escrow Agent or, after the Minimum Offering. After completion of the Minimum OfferingOffering has been obtained, to the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (bii) If where, pursuant to the internal supervisory procedures are to be performed of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or to such other account or agent as directed by the end of Company. (c) Notwithstanding the next business day following receipt of the subscription documents and the checkforegoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Offered Shares to be purchased by a custodial account, the Company may instruct Processing Broker-Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the CompanyEscrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Appears in 2 contracts

Sources: Dealer Manager Agreement (CM REIT, Inc.), Dealer Manager Agreement (CM REIT, Inc.)

Submission of Orders. Dealer hereby agrees to solicit, as an independent contractor and not as the agent of the Dealer Manager or of the Company (or their affiliates), persons acceptable to the Company to purchase the Shares pursuant to the subscription agreement in the form attached to the Prospectus and in accordance with the terms of the Prospectus. Dealer hereby agrees to diligently make inquiries as required by this Agreement, as set forth in the Prospectus, and as required by all applicable laws of all prospective investors in order to ascertain whether a purchase of the Shares is suitable for each such investor. Those persons who purchase Shares shall will be instructed by the Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.▇-American Healthcare REIT II, Inc.” Checks received by the Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth belowpursuant to one of the following methods: 1. The Dealer Manager may authorize DealerWhere, if Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly pursuant to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its internal supervisory procedures procedures, internal supervisory review is conducted at the same location where at which subscription documents and checks are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of will be transmitted promptly the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the by Dealer to forward paperwork in good order and the check directly for deposit to the Company. (b) If 2. Where, pursuant to the Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location location, checks will be transmitted promptly on the next business day following receipt by Dealer to the office of the Dealer conducting such final internal supervisory review (the “Final Review Office”), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and check. The Final Review Office will, by the end of will in turn transmit promptly on the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents such checks for deposit to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to escrow agent or the Company, as applicable.

Appears in 2 contracts

Sources: Dealer Manager Agreement (Griffin-American Healthcare REIT II, Inc.), Dealer Manager Agreement (Griffin-American Healthcare REIT II, Inc.)

Submission of Orders. Those persons who (a) Each person desiring to purchase Primary Shares shall make their checks payable, prior in the Offering will be required to complete and execute a subscription agreement in the form attached as an Appendix to the time Prospectus (the Company reaches the Minimum Offering, “Subscription Agreement”) and to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited deliver to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Participating Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an UMB Bankinstrument of payment”) in the initial amount of $25.00 per Class A Share and $23.81 per Class T Share, N.A.or such other purchase price per share that the Company’s Board of Directors may establish from time to time (subject to available discounts based upon the volume of shares purchased and for certain categories of purchasers, Agent for ▇▇▇▇ REIT” as specified in the Prospectus). There shall be a minimum initial purchase by any one purchaser of $5,000 in shares (except as otherwise indicated in the Prospectus, or a recognizable contraction in any letter or abbreviation thereof. After memorandum from the Company reaches to the Dealer Manager). Minimum Offering, checks should subsequent purchases of shares shall be made payable $100 per transaction. Any Subscription Agreement and instrument of payment not conforming to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that foregoing instructions shall be returned to such subscriber not later than the purchase is made using a Joint end of the second business day following receipt by Participating Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Participating Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (ai) If the Dealer conducts its where, pursuant to Participating Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end of the next business day following receipt by Participating Dealer, Participating Dealer will transmit the Subscription Agreements and instrument of the subscription documents and the check, prior payment to the completion of Escrow Agent (as defined below) or, after the Company has received and accepted subscriptions for at least $2,000,000 in Shares (the “Minimum Offering. After completion ”) (or such greater amount as may be applicable in respect of the Minimum Offeringany greater escrow in respect of subscribers from any state), to the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (bii) If the where, pursuant to Participating Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents then Subscription Agreements and check must instruments of payment will be transmitted by Participating Dealer to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Dealer. The Final Review Office willwill in turn, by the end of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instrument of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks payment to the Escrow Agent or, after the Minimum Offering has been obtained (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), to the Company or to such other account or agent as directed by the end of Company. (b) Participating Dealer understands that the next business day following receipt of Company and/or the subscription documents and Dealer Manager reserves the checkunconditional right to reject any order for any or no reason. (c) Notwithstanding the foregoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Primary Shares to be purchased by a custodial account, the Company may instruct Participating Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or to such other account agent as directed by the Company. The Participating Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Primary Shares subscribed for, and the amount of money paid. (d) Participating Dealer hereby agrees to be bound by the terms of the Escrow Agreement, dated January 28, 2016 (as amended, the “Escrow Agreement”), by and among UMB Bank, N.A., as escrow agent (the “Escrow Agent”), and the Company.

Appears in 2 contracts

Sources: Dealer Manager Agreement (Steadfast Apartment REIT III, Inc.), Dealer Manager Agreement (Steadfast Apartment REIT III, Inc.)

Submission of Orders. Those The Dealer Manager, in its agreements with Dealers, shall require each Dealer to: (i) except as set forth below, instruct those persons who purchase Shares shall to make their checks payablepayable to or wire transfers for the account of Black Creek Industrial REIT IV Inc.” or, prior to in the time the Company reaches the Minimum Offeringapplicable states, to “UMB Bank, N.A., Agent as escrow agent for ▇▇▇▇ Corporate Income Trust, Black Creek Industrial REIT IV Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, until the respective higher minimum offering amount as specified in the event that Prospectus applicable to such states (the purchase is made using Joint Subscription Agreement, UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Higher Minimum Offering, ”) has been achieved; (ii) return any check not conforming to the foregoing instructions directly to such subscriber not later than the end of the next business day following its receipt; provided that checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures:procedures in paragraphs (iii) through (v) below; (aiii) If the Dealer conducts its where, pursuant to a Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where at which subscription documents and checks are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the transmit checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct check by the Dealer to forward paperwork the Company or to such other account or agent as directed by the Company or, with respect to subscribers in good order and the check directly applicable states, to the Company.escrow agent until the Higher Minimum Offering has been achieved; (biv) If the where, pursuant to a Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the transmit subscription documents and check must be transmitted checks to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkcheck by the Dealer. The Final Review Office will, will transmit such subscription documents and checks by the end of the next business day following receipt by the Final Review Office of to the Company or to such other account or agent as directed by the Company or, in the applicable states, to the escrow agent until the Higher Minimum Offering has been achieved; and (v) deliver checks and completed subscription documents required to be sent to the Company via overnight courier to Black Creek Industrial REIT IV Inc., c/o DST Systems, Inc., ▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇ and, in the applicable states, deliver checks and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the completed subscription documents required to be sent to the Dealer Manager and (ii) the checks escrow agent via overnight courier to the UMB Bank, N.A., as Escrow Agent by for Black Creek Industrial REIT IV Inc., Attention: ▇▇▇▇ ▇▇▇▇▇▇▇, Corporate Trust, 1010 Grand Boulevard, 4th Floor, Mail Stop 1020409, ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ until the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Higher Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the CompanyOffering has been achieved.

Appears in 2 contracts

Sources: Dealer Manager Agreement (BLACK CREEK INDUSTRIAL REIT IV Inc.), Dealer Manager Agreement (BLACK CREEK INDUSTRIAL REIT IV Inc.)

Submission of Orders. Those persons 13.1. Each person desiring to purchase Offered Shares in the Offering will be required to complete and execute a Subscription Agreement in the form attached as an Appendix to the Prospectus and to deliver to the Participating Dealer or Dealer Manager, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as a “Subscription Payment”) for the purchase price of the Offered Shares, subject to any discount that may apply based upon the volume of Offered Shares purchased pursuant to the schedule of discounts and procedures specified in the Prospectus. Persons who purchase Offered Shares shall make their checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate TP Flexible Income TrustFund, Inc.” or The Company will sell the Offered Shares on a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, continuous basis at prices and in accordance with the offering terms and conditions set forth in the event Prospectus, subject to any adjustment to ensure that Offered Shares are not sold at a price, after deduction of selling commissions and the Dealer Manager Fee, that is below net asset value per Offered Share. Each person desiring to purchase is made using Joint Subscription AgreementOffered Shares in the Offering must submit subscriptions for a certain dollar amount, “UMB Bankrather than a number of Offered Shares and, N.A.as a result, Agent for ▇▇▇▇ REIT” may receive fractional Offered Shares. There shall be a minimum initial purchase by any one purchaser of $5,000 in Offered Shares (except as otherwise indicated in the Prospectus, or a recognizable contraction in any letter or abbreviation thereof. After memorandum from the Company reaches to the Dealer Manager). Minimum Offering, subsequent purchases of Offered Shares shall be $500 per transaction. Persons who purchase Offered Shares shall make their checks should be made payable to “▇▇▇▇ Corporate TP Flexible Income TrustFund, Inc.” or, alternatively, “Corporate Income Trust” or, in The Processing Broker-Dealer receiving a Subscription Agreement and Subscription Payment not conforming to the event that foregoing instructions shall return such Subscription Agreement and Subscription Payment directly to such subscriber not later than the purchase is made using a Joint end of five business days following receipt by the Processing Broker-Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and Subscription Payments received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section 13. 13.2. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Processing Broker-Dealer conducts its internal supervisory procedures review at the same location where subscription documents at which Subscription Agreements and checks Subscription Payments are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt of by the subscription documents Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and the check, prior Subscription Payment for deposit to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companyor its designated agent. (b) 13.3. If the Processing Broker-Dealer conducts its internal supervisory procedures are to be performed review at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must Subscription Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and Subscription Payment for deposit to the Company or its designated agent. Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and Subscription Payment for such account directly for deposit to the Company. The Processing Broker-Dealer shall furnish to the Company with each delivery of Subscription Payments a list of the subscription documents and checksubscribers showing the name, conduct its suitability review address, tax identification number, state of the transaction and if the transaction is suitable residence, amount of Offered Shares subscribed for, and the paperwork is in good order forward (i) the subscription documents to the amount of money paid. The Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents Participating Dealers understand and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, acknowledge that the Company may instruct reserves the Dealer unconditional right to forward paperwork in good reject any order and the check directly to the Companyfor any reason.

Appears in 2 contracts

Sources: Dealer Manager Agreement (TP Flexible Income Fund, Inc.), Dealer Manager Agreement (TP Flexible Income Fund, Inc.)

Submission of Orders. Those persons who purchase Shares shall make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if will require in its agreements with each Dealer that each Dealer comply with the submission of orders procedures set forth in the form of Participating Dealer Agreement attached as Exhibit “A” to this Agreement. Although it is a “$250,000 broker-dealer”anticipated that the distribution process will be facilitated in all instances through the Dealers, to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case extent the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable Manager is involved in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially receiveddistribution process other than through a Dealer, the Dealer shall conduct its suitability review Manager will comply with such submission of orders procedures, and will require each person desiring to purchase Shares in the transaction Offering to complete and if execute a subscription agreement in the transaction is suitable and form filed as an appendix to the paperwork is Prospectus (a “Subscription Agreement”) in good order forward (i) the subscription documents form provided by the Company to the Dealer Manager for use in connection with the Offering and (ii) the checks to deliver to the Escrow Agent Dealer Manager or as otherwise directed by the Dealer Manager such completed and executed Subscription Agreement together with a check or wire transfer (“instrument of payment”) in the amount of such person’s purchase, which must be at least the minimum purchase amount set forth in the Prospectus. Subscription Agreements and instruments of payment will be transmitted by the Dealer Manager to the escrow agent described in the Prospectus and Subscription Agreement for any Offering in which there is a minimum offering contingency described in the Prospectus (“Minimum Offering”) that has not yet been satisfied or, after any such Minimum Offering is satisfied or if no such Minimum Offering is applicable to an Offering, to the Company, as soon as practicable, but in any event by the end of the second business day following receipt by the Dealer Manager. If the Dealer Manager receives a Subscription Agreement or instrument of payment not conforming to the instructions set forth in the form of Participating Dealer Agreement, the Dealer Manager shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next business day following receipt its receipt. Instruments of the subscription documents and the check, prior payment of rejected subscribers will be promptly returned to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companysuch subscribers. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and check. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.

Appears in 2 contracts

Sources: Dealer Manager Agreement (Nuveen Global Cities REIT, Inc.), Dealer Manager Agreement (Nuveen Global Cities REIT, Inc.)

Submission of Orders. Those persons (a) Each person desiring to purchase Offered Shares in the Offering will be required to complete and execute a subscription agreement in the form attached as an appendix to the Prospectus (the “Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) in the amount of the public offering price per share subscribed for as set forth in a Prospectus , or such discounted purchase price per Share that may apply based upon the available discounts specified in a Prospectus, or such price disclosed by the Company. There shall be a minimum initial purchase by any one purchaser of $2,000 of Offered Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager). Minimum subsequent purchases of Offered Shares shall be $500 per transaction. Persons who purchase Offered Shares shall will be instructed by the Processing Broker-Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB Bank, N.A., Agent as agent for ▇▇▇▇ Corporate “Sierra Income Trust, Inc.” or Corporation.” (b) The Processing Broker-Dealer receiving a recognizable contraction or abbreviation thereof, including but Subscription Agreement and instrument of payment not limited conforming to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that foregoing instructions shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the purchase is made using Joint end of the next business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (ai) If where, pursuant to the Dealer conducts its internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of the subscription documents and the check, prior payment to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.or its designated agent; and (bii) If where, pursuant to the internal supervisory procedures are to be performed of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end of business of the next business day following receipt thereof by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end of business of the next business day following receipt thereof by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents payment to the Dealer Manager and Company or its designated agent. (iic) Notwithstanding the checks foregoing, with respect to the Escrow Agent any Offered Shares to be purchased by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offeringa custodial account, the Company may instruct Processing Broker-Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the CompanyCompany or its designated agent. The Processing Broker-Dealer shall furnish to the Company or its designated agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid. (d) The Dealer Manager acknowledges and agrees that the Company reserves the unconditional right to reject any order for any reason.

Appears in 2 contracts

Sources: Dealer Manager Agreement (Sierra Income Corp), Dealer Manager Agreement (Sierra Income Corp)

Submission of Orders. Those The Dealer agrees, except as set forth below, to: (i) instruct those persons who purchase Shares shall to make their checks payablepayable to or wire transfers for the account of Black Creek Industrial REIT IV Inc.” or, prior to in the time the Company reaches the Minimum Offeringapplicable states, to “UMB Bank, N.A., Agent as escrow agent for ▇▇▇▇ Corporate Income Trust, Black Creek Industrial REIT IV Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, until the respective higher minimum offering amount as specified in the event that Prospectus applicable to such states (the purchase is made using Joint Subscription Agreement, UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Higher Minimum Offering, ”) has been achieved; (ii) return any check not conforming to the foregoing instructions directly to such subscriber not later than the end of the next business day following its receipt; provided that checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures:procedures in paragraphs (iii) through (v) below; (aiii) If the Dealer conducts its where, pursuant to Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where at which subscription documents and checks are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the transmit checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct check by the Dealer to forward paperwork the Company or to such other account or agent as directed by the Company or, with respect to subscribers in good order and the check directly applicable states, to the Company.escrow agent until the Higher Minimum Offering has been achieved; (biv) If the where, pursuant to Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the transmit subscription documents and check must be transmitted checks to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkcheck by the Dealer. The Final Review Office will, will transmit such subscription documents and checks by the end of the next business day following receipt by the Final Review Office to the Company or to such other account or agent as directed by the Company or, in the applicable states, to the escrow agent until the Higher Minimum Offering has been achieved; (v) deliver checks and completed subscription documents required to be sent to the Company via overnight courier to Black Creek Industrial REIT IV Inc., c/o DST Systems, Inc., ▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇ and, in the applicable states, deliver checks and completed subscription documents required to be sent to the escrow agent via overnight courier to UMB Bank, N.A., as Escrow Agent for Black Creek Industrial REIT IV Inc., Attention: ▇▇▇▇ ▇▇▇▇▇▇▇, Corporate Trust, 1010 Grand Boulevard, 4th Floor, Mail Stop 1020409, ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ until the Higher Minimum Offering has been achieved; and (vi) be bound by the terms of the subscription documents Amended and checkRestated Escrow Agreement executed as of July 1, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to 2016, by UMB Bank, N.A., as Escrow Agent, the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.

Appears in 2 contracts

Sources: Selected Dealer Agreement (BLACK CREEK INDUSTRIAL REIT IV Inc.), Selected Dealer Agreement (BLACK CREEK INDUSTRIAL REIT IV Inc.)

Submission of Orders. Those persons (a) Each person desiring to purchase Offered Shares in the Offering will be required to complete and execute a subscription agreement in the form attached as an appendix to the Prospectus (the “Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) at a public offering price equal to the Fund’s NAV plus the applicable selling commissions and/or Dealer Manager Fees, or such other per share purchase price as the Fund’s Board of Directors may establish from time to time (subject to available discounts based upon the volume of shares purchased and for certain categories of purchasers, as specified in the Prospectus). In no event shall the aggregate selling commissions, Dealer Manager Fees and Distribution and Servicing Fees exceed 8.0% of the gross offering proceeds received in the Offering. There shall be a minimum initial purchase by any one purchaser of $5,000 in Offered Shares; however, for qualified accounts the minimum initial purchase is $2,500 in Offered Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Fund to the Dealer Manager). Minimum subsequent purchases of Offered Shares shall be $100 per transaction. Persons who purchase Offered Shares shall will be instructed by the Processing Broker-Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in Steadfast Alcentra Global Credit Fund.” (b) The Processing Broker-Dealer receiving a Subscription Agreement and instrument of payment not conforming to the event that foregoing instructions shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the purchase is made using a Joint end of the second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Processing Broker-Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (ai) If where, pursuant to the Dealer conducts its internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of the subscription documents and the check, prior payment to the completion of Fund or to such other account or agent as directed by the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.Fund; and (bii) If where, pursuant to the internal supervisory procedures are to be performed of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents payment to the Dealer Manager and (ii) the checks Fund or to the Escrow Agent such other account or agent as directed by the end of Fund. (c) Notwithstanding the next business day following receipt of the subscription documents and the checkforegoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Offered Shares to be purchased by a custodial account, the Company may instruct Processing Broker-Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the CompanyFund. The Processing Broker-Dealer shall furnish to the Fund or such other account agent as directed by the Fund with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Appears in 2 contracts

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

Submission of Orders. Those 13.1 Each person desiring to purchase Offered Shares in the Offering will be required to complete and execute a Subscription Agreement in the form attached as an Appendix to the Prospectus and to deliver to the Selected Dealer or Dealer Manager, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as a “Subscription Payment”) for the purchase price of the Offered Shares, subject to any discount that may apply based upon the volume of Offered Shares purchased pursuant to the schedule of discounts and procedures specified in the Prospectus. There shall be a minimum initial purchase by any one purchaser of $5,000 in Offered Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager). Minimum subsequent purchases of Offered Shares shall be $500 per transaction, except for purchases made pursuant to the distribution reinvestment plan, as described in the Prospectus. Prior to the Company meeting the Minimum Offering, persons who purchase Offered Shares shall make their checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB Bank, N.A., Agent as escrow agent for ▇▇▇▇ Corporate VII Peaks-KBR Co-Optivist Income TrustBDC II, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited Subsequent to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches raising the Minimum Offering, persons who purchase Offered Shares shall make their checks should be made payable to “▇▇▇▇ Corporate VII Peaks-KBR Co-Optivist Income TrustBDC II, Inc.” orAfter meeting the Minimum Offering described throughout the Prospectus, alternativelythe Company will sell the Offered Shares on a continuous basis at a price of $10.00 per Offered Share, “Corporate Income Trust” or, subject to any adjustment described or otherwise provided in the event that “Plan of Distribution” section of the Prospectus. Each person desiring to purchase is made using Offered Shares in the Offering must submit subscriptions for a Joint certain dollar amount, rather than a number of Offered Shares and, as a result, may receive fractional Offered Shares. The Processing Broker-Dealer receiving a Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreement and Subscription Payment not conforming to the foregoing instructions shall return such Subscription Agreement and Subscription Payment directly to such subscriber not later than the end of the second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and Subscription Payments received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures:this Section 13. (a) 13.2 If the Processing Broker-Dealer conducts its internal supervisory procedures review at the same location where subscription documents at which Subscription Agreements and checks Subscription Payments are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt of by the subscription documents Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and the check, prior Subscription Payment for deposit to the completion of Escrow Agent, or after the Minimum Offering. After completion of the Minimum OfferingOffering has been achieved, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company’s transfer agent or other designated agent. (b) 13.3 If the Processing Broker-Dealer conducts its internal supervisory procedures are to be performed review at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must Subscription Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office of the subscription documents Office, transmit such Subscription Agreements and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks Subscription Payment for deposit to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the checkAgent, prior to the completion of or after the Minimum Offering. After completion of the Minimum OfferingOffering has been achieved, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company’s transfer agent or other designated agent. Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and Subscription Payment for such account directly for deposit to the Escrow Agent, or after the Minimum Offering has been achieved, to the Company’s transfer agent or other designated agent. The Processing Broker-Dealer shall furnish to the Escrow Agent, the Company’s transfer agent or other designated agent, as applicable, with each delivery of Subscription Payments a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Appears in 2 contracts

Sources: Dealer Manager Agreement (VII Peaks-KBR Co-Optivist Income BDC II, Inc.), Dealer Manager Agreement (VII Peaks-KBR Co-Optivist Income BDC II, Inc.)

Submission of Orders. Those The Dealer Manager, in its agreements with Dealers, shall require each Dealer to: (i) except as set forth below, instruct those persons who purchase Shares shall to make their checks payable, prior payable to the time the Company reaches the Minimum Offering, or wire transfer directed to “UMB Bank[•], N.A., as Escrow Agent for ▇▇▇▇ Corporate Income Rodin Global Access Property Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After ”; (ii) after the Company reaches meets the Minimum OfferingOffering requirement of $2,000,000, instruct subscribers to make their checks should be made payable to or to send wire transfers for the account of ▇▇▇▇ Corporate Income Rodin Global Access Property Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in ;” (iii) return any check not conforming to the event foregoing instructions directly to such subscriber not later than the end of the next business day following its receipt; provided that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks checks received by the Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures:procedures in paragraphs (iv) through (vi) below; (aiv) If the Dealer conducts its where, pursuant to a Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where at which subscription documents and checks are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the transmit checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct check by the Dealer to forward paperwork in good order and the check directly escrow agent or, after the Minimum Offering has been achieved, to the Company or to such other account or agent as directed by the Company.; (bv) If the where, pursuant to a Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the transmit subscription documents and check must be transmitted checks to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkcheck by the Dealer. The Final Review Office will, will transmit such subscription documents and checks by the end of the next business day following receipt by the Final Review Office of to the escrow agent or, after the Minimum Offering has been achieved, to the Company or to such other account or agent as directed by the Company; and (vi) deliver checks and completed subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents required to be sent to the Dealer Manager and (iiescrow agent pursuant to this Section 5(j) the checks via overnight courier to the [•], as Escrow Agent by the end of the next business day following receipt of the subscription documents and the checkfor Rodin Global Access Property Trust, prior to the completion of the Minimum Offering. After completion of the Minimum OfferingInc., the Company may instruct the Dealer to forward paperwork in good order and the check directly to the CompanyAttention: [•].

Appears in 2 contracts

Sources: Dealer Manager Agreement (Rodin Global Access Property Trust, Inc.), Dealer Manager Agreement (Rodin Global Access Property Trust, Inc.)

Submission of Orders. Those persons Each person desiring to purchase Offered Shares in the Offering will be required to complete and execute an Investor Application and to deliver to Participating Broker-Dealer such completed Investor Application, together with a check, draft or wire (hereinafter referred to as a “Subscription Payment”) for the purchase price of the Offered Shares, except for accounts opened or maintained pursuant to the networking system of the National Securities Clearing Corporation (“NSCC”), to the extent applicable. Accounts opened or maintained pursuant to the networking system of NSCC will be governed by applicable NSCC rules and procedures, and any agreement or other arrangement with the Dealer Manager relating to networking. There shall be a minimum initial purchase by any one purchaser of $2,500 (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Fund to the Dealer Manager). Additional purchases of Offered Shares shall be in increments of $500 per transaction, except for purchases made pursuant to the Fund’s distribution reinvestment plan (the “DRIP”), as described in the Prospectus. Any minimum purchase amount may be waived in the sole discretion of the Fund. Persons who purchase Offered Shares shall make their checks payable, prior to the time the Company reaches the Minimum Offering, Subscription Payments payable to “UMB Bank, N.A., Agent as EA for ▇▇▇▇ Corporate Eagle Point Institutional Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REITFund.” Checks The Participating Broker-Dealer receiving an Investor Application and Subscription Payment not conforming to the foregoing instructions or for a sale of Offered Shares not meeting the offering terms and conditions of the Prospectus, shall return such Investor Application and Subscription Payment to such subscriber not later than the end of the second business day following receipt by the Participating Broker-Dealer of such materials. Investor Applications and Subscription Payments received by the Participating Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures:this Section II. (a) If the Participating Broker-Dealer conducts its internal supervisory procedures review at the same location where subscription documents at which Investor Applications and checks Subscription Payments are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt of by the subscription documents Participating Broker-Dealer, the Participating Broker-Dealer will transmit the Investor Applications and the check, prior Subscription Payment for deposit to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the CompanyFund or its designated escrow agent. (b) If the Participating Broker-Dealer conducts its internal supervisory procedures are to be performed review at a different location (the “Final Review Office”), the subscription documents Investor Applications and check must Subscription Payments will be transmitted by the Participating Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Broker-Dealer. The Final Review Office will, in turn, by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Investor Applications and Subscription Payment for deposit to the Fund or its designated escrow agent. Participating Broker-Dealer understands that the Fund reserves the unconditional right to reject any order, in whole or in part, for any or no reason. Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Participating Broker-Dealer shall cause the custodian of such account to deliver a completed Investor Application and Subscription Payment for such account directly for deposit to the Fund or its designated escrow agent. The Participating Broker-Dealer shall furnish with each delivery of Subscription Payments a list of the subscription documents and checksubscribers showing the name, conduct its suitability review U.S. address, tax identification number, state of the transaction and if the transaction is suitable residence, dollar amount of Offered Shares subscribed for, and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end amount of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companymoney paid.

Appears in 2 contracts

Sources: Dealer Manager Agreement (Eagle Point Institutional Income Fund), Dealer Manager Agreement (Eagle Point Institutional Income Fund)

Submission of Orders. The submission of orders for the purchase of Shares shall proceed as follows: (a) Each person desiring to purchase Shares in the Offering will be required to complete and execute a subscription agreement in the form attached as an appendix to the Prospectus (the “Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) in the amount of the then-current offering price per Share as described above. There shall be a minimum initial purchase by any one purchaser of $4,000 Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Fund to the Dealer Manager). Minimum subsequent purchases of Shares shall be $500 per transaction. Those persons purchasers who purchase Shares shall will be instructed by the Processing Broker-Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ NorthStar Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in Fund-T.” (b) The Processing Broker-Dealer receiving a Subscription Agreement and instrument of payment not conforming to the event that foregoing instructions shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the purchase is made using a Joint end of the next business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (ai) If where, pursuant to the Dealer conducts its internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of the subscription documents and the check, prior payment to the completion of Fund or to such other account or agent as directed by the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.Fund; and (bii) If where, pursuant to the internal supervisory procedures are to be performed of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents payment to the Dealer Manager and (ii) the checks Fund or to the Escrow Agent such other account or agent as directed by the end of Fund. (c) Notwithstanding the next business day following receipt of the subscription documents and the checkforegoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Offered Shares to be purchased by a custodial account, the Company may instruct Processing Broker-Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the CompanyFund. The Processing Broker-Dealer shall furnish to the Fund with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Appears in 2 contracts

Sources: Dealer Manager Agreement (NorthStar Corporate Income Fund-T), Dealer Manager Agreement (NorthStar Corporate Income Fund-T)

Submission of Orders. Those persons who purchase Shares shall make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income TrustOffice & Industrial REIT (CCIT II), Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income TrustCCIT II” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income TrustOffice & Industrial REIT (CCIT II), Inc.” or, alternatively, “Corporate Income TrustCCIT II” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially received, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and check. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.

Appears in 2 contracts

Sources: Dealer Manager Agreement (Cole Office & Industrial REIT (CCIT II), Inc.), Dealer Manager Agreement (Cole Office & Industrial REIT (CCIT II), Inc.)

Submission of Orders. 12.1 Those persons who purchase Shares shall will be instructed by the Dealers to make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Short Term Income Properties XX, Inc.”. Any Dealer receiving a check not conforming to the foregoing instructions shall return such check directly to such subscriber not later than the end of the next business day following its receipt. Checks received by the Dealer that which conform to the foregoing instructions shall be transmitted to the Transfer Agent for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section 12. Transmittal of received investor funds will be made in accordance with the following procedures:. The Dealer Manager may authorize certain Dealers which are “$250,000 broker-dealers” to instruct their customers to make their checks for Shares subscribed for payable directly to such Dealer. In such case, the Dealer will collect the proceeds of the subscribers’ checks and issue a check for the aggregate amount of the subscription proceeds made payable to the order of the Company. (a) 12.2 If the a Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially received, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent transfer agent by the end noon of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) 12.3 If the a Dealer’s internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkcheck by the Dealer. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior forward both the subscription documents and check to the completion transfer agent. 12.4 If requested by the Company, the Dealer Manager shall obtain, and shall cause the Dealers to obtain, from subscribers for the Shares, other documentation reasonably deemed by the Company to be required under applicable law or as may be necessary to reflect the policies of the Minimum OfferingCompany. After completion Such documentation may include, without limitation, subscribers’ written acknowledgement and agreement to the privacy policies of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.

Appears in 2 contracts

Sources: Dealer Manager Agreement (Hartman Short Term Income Properties XX, Inc.), Dealer Manager Agreement (Hartman Short Term Income Properties XX, Inc.)

Submission of Orders. Those persons who (a) Each person desiring to purchase Offered Shares shall make their checks payable, prior in the Offering will be required to complete and execute a subscription agreement in the form attached as an Appendix to the time Prospectus (the Company reaches the Minimum Offering, “Subscription Agreement”) and to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited deliver to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Participating Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an UMB Bankinstrument of payment”) at a public offering price equal to the Fund’s NAV plus the applicable selling commissions and/or Dealer Manager Fees, N.A.or such other per share purchase price as the Fund’s Board of Directors may establish from time to time (subject to available discounts based upon the volume of shares purchased and for certain categories of purchasers, Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, as specified in the Prospectus). In no event that shall the aggregate selling commissions, Dealer Manager Fees and Distribution and Servicing Fees (each as defined herein) exceed 8.0% of the gross offering proceeds received in the Offering. There shall be a minimum initial purchase by any one purchaser of $5,000 in Offered Shares; however, for qualified accounts the minimum initial purchase is made using a Joint $2,500 in Offered Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Fund to the Dealer Manager). Minimum subsequent purchases of Offered Shares shall be $100 per transaction. Any Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreement and instrument of payment not conforming to the foregoing instructions shall be returned to such subscriber not later than the end of the second business day following receipt by Participating Dealer of such materials. Subscription Agreements and instruments of payment received by the Participating Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (ai) If the Dealer conducts its where, pursuant to Participating Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by Participating Dealer, Participating Dealer will transmit the Subscription Agreements and instrument of the subscription documents and the check, prior payment to the completion of Fund or to such other account or agent as directed by the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.Fund; and (bii) If the where, pursuant to Participating Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents then Subscription Agreements and check must instruments of payment will be transmitted by Participating Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Dealer. The Final Review Office willwill in turn, by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instrument of payment to the subscription documents and check, conduct its suitability review of Fund or to such other account or agent as directed by the transaction and if Fund. (b) Participating Dealer understands that the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to Fund and/or the Dealer Manager and reserves the unconditional right to reject any order for any or no reason. (iic) Notwithstanding the checks foregoing, with respect to the Escrow Agent any Offered Shares to be purchased by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offeringa custodial account, the Company may instruct Participating Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the CompanyFund or to such other account agent as directed by the Fund. The Participating Dealer shall furnish to the Fund or such other account agent as directed by the Fund with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid. (d) Those persons who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “Steadfast Alcentra Global Credit Fund.”

Appears in 2 contracts

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

Submission of Orders. Those persons who Each person desiring to purchase Offered Shares shall make their checks payable, prior in the Offering will be required to complete and execute a Subscription Agreement in the form attached as an Appendix to the time Prospectus and to deliver to the Company reaches Dealer Manager or Participating Dealer, as the Minimum Offeringcase may be, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an UMB Bankinstrument of payment”) in the amount of $10 per Offered Share, N.A.or such discounted purchase price per Offered Share that may apply based upon the volume of Offered Shares purchased pursuant to the schedule of discounts and procedures specified in the Prospectus. There shall be a minimum purchase by any one person of 100 Offered Shares (except as otherwise indicated in the Prospectus, Agent for ▇▇▇▇ REIT” or a recognizable contraction in any letter or abbreviation thereof. After memorandum from the Company reaches to the Minimum Offering, checks should be made payable Dealer Manager). The Dealer Manager or any Participating Dealer receiving a Subscription Agreement and instrument of payment not conforming to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that foregoing instructions shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the purchase is made using a Joint end of the second business day following receipt by the Dealer Manager or Participating Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Dealer that Manager or Participating Dealer which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (a) If where, pursuant to the Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially received, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager or Participating Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and (ii) the checks to the Escrow Agent instruments of payment are received from subscribers, then, by the end of the next business day following receipt of by the subscription documents and Dealer Manager or Participating Dealer, the check, prior Dealer Manager or Participating Dealer will transmit the Subscription Agreements to the completion of Escrow Agent and shall effect a wire transfer in immediately available federal funds from the Minimum Offering. After completion of Dealer Manager or the Minimum Offering, Participating Dealer to the Escrow Agent using the wire transfer instructions attached hereto as Exhibit C or such other wiring instructions as the Company may instruct provide the Dealer Manager from time to forward paperwork in good order and time (the check directly “Wire Transfer Instructions”) of the subscribers’ subscription funds represented by the instructions of payment received by the Dealer Manager or Participating Dealer (it being understood that the Dealer Manger or Participating Dealer will transmit all subscription funds to the Company.Escrow Agent by wire transfer regardless of the form of the instruction of payment received by the Dealer Manager Participating Dealer and that such wire transfer shall specify the subscriber(s) that it benefits); and (b) If where, pursuant to the internal supervisory procedures are to be performed of the Dealer Manager or Participating Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must instruments of payment will be transmitted by the Dealer Manager or Participating Dealer to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkManager or Participating Dealer. The Final Review Office will, will in turn by the end of the next business day following receipt by the Final Review Office of Office, transmit such Subscription Agreements to the subscription documents Escrow Agent and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is shall effect a wire transfer in good order forward (i) the subscription documents to immediately available federal funds from the Dealer Manager and or Participating Dealer to the Escrow Agent using the Wire Transfer Instructions of the subscribers’ subscription funds represented by the instructions of payment received by the Dealer Manager or Participating Dealer (ii) it being understood that the checks Dealer Manager or Participating Dealer will transmit all subscription funds to the Escrow Agent by the end wire transfer regardless of the next business day following receipt form of the subscription documents instruction of payment received by the Dealer Manager or Participating Dealer and that such wire transfer shall specify the checksubscriber(s) that it benefits). Notwithstanding the foregoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Offered Shares to be purchased by a custodial account, the Company Dealer Manager or the Participating Dealer, as the case may instruct be, shall cause the Dealer custodian of such account to forward paperwork in good order and the check deliver a completed Subscription Agreement for such account directly to the CompanyEscrow Agent and to effect a wire transfer of such account’s subscription funds in immediately available federal funds to the Escrow Agent using the Wire Transfer Instructions. The Dealer Manager or the Participating Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Appears in 2 contracts

Sources: Dealer Manager Agreement (Paladin Realty Income Properties Inc), Dealer Manager Agreement (Paladin Realty Income Properties Inc)

Submission of Orders. 12.1 Those persons who purchase Shares shall will be instructed by the Dealer Manager or the Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income TrustBehringer Harvard Opportunity REIT II, Inc.” or The Dealer Manager and any Dealer receiving a recognizable contraction or abbreviation thereof, including but check not limited conforming to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that foregoing instructions shall return such check directly to such subscriber not later than the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereofend of the next business day following its receipt. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that Manager or Dealer which conform to the foregoing instructions shall be transmitted for deposit as set forth belowpursuant to one of the methods described in this Section 12. The Dealer Manager may authorize Dealer, if Dealer is a certain Dealers which are “$250,000 broker-dealer”, dealers” to instruct its their customers to make its their checks for Shares subscribed for payable directly to the Dealer. In such case, in which case the Dealer will collect the proceeds of the subscriber’s subscribers’ checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceedsproceeds made payable to “Behringer Harvard Opportunity REIT II, Inc.” Checks of rejected subscribers will be promptly returned to such subscribers. Transmittal of received investor funds will be made in accordance with the following procedures:. (a) 12.2 If the a Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially received, the Dealer shall conduct its suitability review of forward the transaction subscription documents and if the transaction is suitable and the paperwork is in good order forward checks (i) the subscription documents by way of U.S. Mail to the Dealer Manager and Behringer Harvard Investment Services, ▇.▇. ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇ (“Investment Services”) or (ii) the checks by way overnight delivery or express mail to the Escrow Agent Investment Services, ▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇ by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) 12.3 If the a Dealer’s internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkcheck by the Dealer. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior forward both the subscription documents and check to Investment Services. 12.4 If requested by the Company, the Dealer Manager shall obtain, and shall cause the Dealers to obtain, from subscribers for the Shares, other documentation reasonably deemed by the Company to be required under applicable law or as may be necessary to reflect the policies of the Company. Such documentation may include, without limitation, subscribers’ written acknowledgement and agreement to the completion privacy policies of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.

Appears in 2 contracts

Sources: Dealer Manager Agreement (Behringer Harvard Opportunity REIT II, Inc.), Dealer Manager Agreement (Behringer Harvard Opportunity REIT II, Inc.)

Submission of Orders. Those persons 14.1 Each person desiring to purchase Offered Shares will be required to complete and execute an Investor Application and to deliver to the Participating Broker-Dealer or Dealer Manager, as the case may be (the “Processing Broker-Dealer”), such completed Investor Application, together with a check, draft, wire or money order (hereinafter referred to as a “Subscription Payment”) for the purchase price of the Offered Shares, except for Offered Shares purchased through the networking system of the National Securities Clearing Corporation (“NSCC”), to the extent applicable. To the extent applicable, Offered Shares purchased through the networking system of NSCC will be governed by applicable NSCC rules and procedures, and any agreement or other arrangement between the Fund, Dealer Manager and Participating Broker-Dealer relating to networking. The Dealer Manager shall ensure that any Participating Broker-Dealer shall only offer to sell and accept Investor Applications and Subscription Payments for Offered Shares in accordance with the offering terms and conditions as set forth in the Prospectus. There shall be a minimum initial purchase by any one purchaser of $2,500 (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Fund to the Dealer Manager). Additional purchases of Offered Shares shall be in increments of $500 per transaction, except for purchases made pursuant to the DRIP, as described in the Prospectus. Any minimum purchase amount may be waived in the sole discretion of the Fund. Persons who purchase Offered Shares shall make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made Payments payable to “▇▇▇▇ Corporate Eagle Point Institutional Income Trust, Inc.Fund.or, alternatively, “Corporate Income Trust” or, The Fund will sell the Offered Shares on a continuous basis at prices and in accordance with the offering terms and conditions set forth in and subject to any adjustment described or otherwise provided in the event that Prospectus. Each person desiring to purchase Offered Shares in the purchase is made using Offering must submit subscriptions for a Joint certain dollar amount, rather than a number of Offered Shares and, as a result, may receive fractional Offered Shares. The Processing Broker-Dealer receiving an Investor Application and Subscription AgreementPayment not conforming to the foregoing instructions, “▇▇▇▇ REIT.” Checks or for a sale of Offered Shares not meeting the offering terms and conditions set forth in the Prospectus, shall return such Investor Application and Subscription Payment directly to such subscriber not later than the end of the second business day following receipt by the Processing Broker-Dealer of such materials. Investor Applications and Subscription Payments received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section 14. Transmittal of received investor funds will be made in accordance with the following procedures:. (a) 14.2 If the Processing Broker-Dealer conducts its internal supervisory procedures review at the same location where subscription documents at which Investor Applications and checks Subscription Payments are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt of by the subscription documents Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Investor Applications and the check, prior Subscription Payment for deposit to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the CompanyFund or its designated agent. (b) 14.3 If the Processing Broker-Dealer conducts its internal supervisory procedures are to be performed review at a different location (the “Final Review Office”), the subscription documents Investor Applications and check must Subscription Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office of the subscription documents Office, transmit such Investor Applications and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents Subscription Payment for deposit to the Fund or its designated agent. Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer Manager shall cause the custodian of such account to deliver a completed Investor Application and (ii) Subscription Payment for such account directly for deposit to the checks Fund or its designated agent. The Processing Broker-Dealer shall furnish to the Escrow Agent by Agent, the end Fund or its designated agent, as applicable, with each delivery of Subscription Payments a list of the next business day following receipt subscribers showing the name, U.S. address, tax identification number, state of the subscription documents residence, amount of Offered Shares subscribed for and the check, prior to the completion amount of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companymoney paid.

Appears in 2 contracts

Sources: Dealer Manager Agreement (Eagle Point Institutional Income Fund), Dealer Manager Agreement (Eagle Point Institutional Income Fund)

Submission of Orders. Those persons 13.1 Each person desiring to purchase Offered Shares in the Offering will be required to complete and execute a Subscription Agreement substantially in the form attached as an Appendix to the Prospectus and to deliver to the Selected Dealer or Dealer Manager, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as a “Subscription Payment”) for the purchase price of the Offered Shares, which must be at least the minimum purchase amount set forth in the Prospectus. The Dealer Manager shall ensure that any Selected Dealer shall only offer to sell and accept Subscription Agreements and Subscription Payments for classes of Offered Shares that it is authorized to sell pursuant to the Selected Dealer Agreement (including any schedules or exhibits thereto) and in accordance with the offering terms and conditions as set forth in the Prospectus. Persons who purchase Offered Shares shall make their checks payable, instruments of payment payable to “FS Credit Real Estate Income Trust.” Purchase orders received by the Company prior to the time close of the Company reaches New York Stock Exchange (generally, 4:00 p.m. Eastern time; the Minimum Offering, to UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, close of business”) on any business day will be executed at the price per share of the class of shares being purchased calculated at the end of such business day in accordance with the procedures described in the event Prospectus. Purchase orders placed after the close of business on any business day, or on a day that is not a business day, will be executed at the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After price per share of the Company reaches class of shares being purchased calculated at the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, end of the next business day in accordance with the procedures described in the event Prospectus. No sale of Offered Shares shall be completed until at least five (5) business days after the date on which the subscriber receives a copy of the Prospectus. The Company will sell the Offered Shares on a continuous basis at prices and in accordance with the offering terms and conditions set forth in and subject to any adjustment described or otherwise provided in the Prospectus. Each person desiring to purchase Offered Shares in the Offering must submit subscriptions for a certain dollar amount, rather than a number of Offered Shares and, as a result, may receive fractional Offered Shares. The Processing Broker-Dealer receiving a Subscription Agreement and Subscription Payment not conforming to the foregoing instructions, or for a class of Offered Shares that such Processing Broker-Dealer is not authorized to sell, or for a sale of Offered Shares not meeting the purchase is made using a Joint offering terms and conditions set forth in the Prospectus, shall return such Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreement and Subscription Payment directly to such subscriber not later than the end of the second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and Subscription Payments received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section 13. Transmittal of received investor funds will be made in accordance with the following procedures:. (a) 13.2 If the Processing Broker-Dealer conducts its internal supervisory procedures review at the same location where subscription documents at which Subscription Agreements and checks Subscription Payments are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt of by the subscription documents Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and the check, prior Subscription Payment for deposit to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companyor its designated agent. (b) 13.3 If the Processing Broker-Dealer conducts its internal supervisory procedures are to be performed review at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must Subscription Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and Subscription Payment for deposit to the Company or its designated agent. Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and Subscription Payment for such account directly for deposit to the Company or its designated agent. The Processing Broker-Dealer shall furnish to the Company or its designated agent, as applicable, with each delivery of Subscription Payments a list of the subscription documents and checksubscribers showing the name, conduct its suitability review U.S. address, tax identification number, state of the transaction and if the transaction is suitable residence, amount of Offered Shares subscribed for and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end amount of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companymoney paid.

Appears in 2 contracts

Sources: Dealer Manager Agreement (FS Credit Real Estate Income Trust, Inc.), Dealer Manager Agreement (FS Credit Real Estate Income Trust, Inc.)

Submission of Orders. Those persons who Each person desiring to purchase Primary Shares shall make their checks payable, prior in the Offering will be required to complete and execute a subscription agreement (“Subscription Agreement”) in the form attached as an Appendix to the time the Company reaches the Minimum Offering, Prospectus and to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited deliver to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Participating Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, instrument of payment”) in the event amount of $9.50 per Share until $50,000,000 in Primary Shares are sold. Thereafter, Primary Shares will be offered and sold at a purchase price of $10.00 per Share, or such discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus. There shall be a minimum initial purchase is made using a Joint by any one purchaser of 250 Primary Shares. Any Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreement and instrument of payment not conforming to the foregoing instructions shall be returned to such subscriber not later than the end of the second business day following receipt by Participating Dealer of such materials. Subscription Agreements and instruments of payment received by the Participating Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (a) If the Dealer conducts its where, pursuant to Participating Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end of the next business day following receipt by Participating Dealer, Participating Dealer will transmit the Subscription Agreements and instrument of the subscription documents and the check, prior payment to the completion of Escrow Agent (as defined below) or, after the Company has received and accepted subscriptions for at least 250,000 Primary Shares (the “Minimum Offering. After completion of the Minimum Offering”), to the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (b) If the where, pursuant to Participating Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents then Subscription Agreements and check must instruments of payment will be transmitted by Participating Dealer to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Dealer. The Final Review Office willwill in turn, by the end of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instrument of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or to such other account or agent as directed by the end of Company. Participating Dealer understands that the next business day following receipt of Company and/or the subscription documents and Dealer Manager reserves the checkunconditional right to reject any order for any or no reason. Notwithstanding the foregoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Primary Shares to be purchased by a custodial account, the Company may instruct Participating Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the Escrow Agent. The Participating Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Primary Shares subscribed for, and the amount of money paid. Participating Dealer hereby agrees to be bound by the terms of the Escrow Agreement, dated [ ], 2008 (the “Escrow Agreement”), by and among ▇▇▇▇▇ Fargo Bank, N.A., as escrow agent (the “Escrow Agent”), and the Company.

Appears in 2 contracts

Sources: Participating Dealer Agreement (Bluerock Enhanced Multifamily REIT, Inc.), Participating Dealer Agreement (Bluerock Enhanced Multifamily REIT, Inc.)

Submission of Orders. Those persons who purchase Shares shall will be instructed by the Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB Bank, N.A., Escrow Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT▇-Benefit Street Partners BDC Corp.where appropriate, or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable directly to ▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” ▇-Benefit Street Partners BDC Corp. after the Minimum Offering has been achieved. Any Dealer receiving a check not conforming to the foregoing instructions shall return such check directly to such subscriber not later than noon Eastern Time of the next business day following its receipt. Checks received by the Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods in the manner described above for the aggregate amount of the subscription proceedsthis Article II. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If : Where, pursuant to the Dealer conducts its Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where at which subscription documents and checks are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must will be transmitted to the Final Review Office by the end noon Eastern Time of the next business day following receipt by the Dealer of to the subscription documents Company for deposit with an escrow agent, where appropriate, or for deposit directly with the Company. Where, pursuant to the Dealer’s internal supervisory procedures, final and check. The Final Review Office willinternal supervisory review is conducted at a different location, checks will be transmitted by the end noon Eastern Time of the next business day following receipt by the Dealer to the office of the Dealer conducting such final internal supervisory review (the “Final Review Office”). The Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is will in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent turn transmit by the end 5:00 pm Eastern Time of the next business day following receipt of at a different location by the subscription documents and the check, prior Final Review Office such checks to the completion of Company for deposit with an escrow agent, where appropriate, or for deposit directly with the Minimum OfferingCompany. After completion of Dealers understand that the Minimum OfferingCompany reserves the unconditional right to reject any order, in whole or in part, for any or no reason. Notwithstanding the foregoing, with respect to any offered Shares to be purchased by a custodial account, the Company may instruct processing broker-dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed subscription agreement and the check subscription payment for such account directly to the Companytransfer agent. The processing broker-dealer shall furnish with each delivery of subscription payments a list of the subscribers showing the name, address, tax identification number, state of residence, amount of offered Shares subscribed for, and the amount of money paid.

Appears in 2 contracts

Sources: Dealer Manager Agreement (Griffin-Benefit Street Partners BDC Corp.), Dealer Manager Agreement (Griffin-Benefit Street Partners BDC Corp.)

Submission of Orders. Those persons The submission of orders for the purchase of Primary Shares shall proceed as follows: (a) Each person desiring to purchase Primary Shares in the Offering will be required to complete and execute a subscription agreement in the form attached as an appendix to the Prospectus (the “Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) in the amount of $10.00 per Share, subject to discounts based upon the volume of shares purchased and for certain categories of purchasers as described above. There shall be a minimum initial purchase by any one purchaser of $4,000 of Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager). Minimum subsequent purchases of Primary Shares shall be $100 per transaction. Until such time as the Company has received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those purchasers who purchase Primary Shares shall will be instructed by the Processing Broker-Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB Bank, N.A., Agent as agent for ▇▇▇▇ Corporate NorthStar Healthcare Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trustas agent for NorthStar Healthcare.orThereafter, in those persons who purchase Primary Shares will be instructed by the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, Processing Broker-Dealer to make their checks should be made payable to “▇▇▇▇ Corporate NorthStar Healthcare Income Trust, Inc.” or, alternatively, or Corporate Income Trust” or, in NorthStar Healthcare.” (b) The Processing Broker-Dealer receiving a Subscription Agreement and instrument of payment not conforming to the event that foregoing instructions shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the purchase is made using a Joint end of the second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (ai) If where, pursuant to the Dealer conducts its internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of the subscription documents and the check, prior payment to the completion of Escrow Agent or, after the Minimum Offering. After completion of the Minimum OfferingOffering has been obtained, to the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (bii) If where, pursuant to the internal supervisory procedures are to be performed of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or to such other account or agent as directed by the end of Company. (c) Notwithstanding the next business day following receipt of the subscription documents and the checkforegoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Offered Shares to be purchased by a custodial account, the Company may instruct Processing Broker-Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the CompanyEscrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Appears in 2 contracts

Sources: Dealer Manager Agreement (NorthStar Healthcare Income Trust, Inc.), Dealer Manager Agreement (NorthStar Healthcare Income Trust, Inc.)

Submission of Orders. Those persons (a) Subject to certain individual state requirements as described in the Prospectus, Shares may be sold only to investors who initially purchase a minimum of 250 Shares for $2,500 or, unless prohibited by state law, a husband and wife may jointly contribute funds from their separate individual retirement accounts, or IRAs, provided that each such contribution is made in increments of $500. With respect to Selected Dealer’s participation in any resales or transfers of the Shares, Selected Dealer agrees to comply with any applicable requirements set forth in Section 2 and to fulfill the obligations pursuant to Rule 2310 of the FINRA Rules of Conduct. (b) Until the minimum offering of $2,000,000 in Shares (the “Minimum Offering”) has been sold, payments for Shares shall make their be made by checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income TrustBusiness Development Corporation of America II” During such time, Inc.” or a recognizable contraction or abbreviation thereofSelected Dealer shall forward original checks together with an original Subscription Agreement, including but not limited completed, executed and appropriately initialed by the subscriber as provided for in the Subscription Agreement, to UMB Bank, N.A., f/b/o Corporate Income Trust” or, N.A. (the “Escrow Agent”) at the address provided in the event that the purchase is made using Joint Subscription Agreement. If the minimum amount has not been obtained prior to the termination date, “UMB Bankthe Escrow Agent shall, N.A.promptly following the termination date, Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After but in no event more than 30 days after the Company reaches the Minimum Offeringtermination date, checks should be made payable refund to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, each investor by check funds deposited in the event that escrow account, or shall return the purchase is made using a Joint Subscription Agreementinstruments of payment delivered to Escrow Agent if such instruments have not been processed for collection prior to such time, “▇▇▇▇ REIT.” Checks received by the Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly to each investor at the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable address provided in the manner described above for the aggregate amount list of the subscription proceedsinvestors. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its When Selected Dealer’s internal supervisory procedures are conducted at the location where subscription documents site at which the Subscription Agreement and checks are check were initially receivedreceived by Selected Dealer from the subscriber, the Selected Dealer shall conduct its suitability review of transmit the transaction Subscription Agreement and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks check to the Escrow Agent by the end of the next business day following receipt of the subscription documents check and the checkSubscription Agreement. When, prior pursuant to the completion of the Minimum Offering. After completion of the Minimum OfferingSelected Dealer’s internal supervisory procedures, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the Selected Dealer’s final internal supervisory procedures are to be performed conducted at a different location (the “Final Review Office”), Selected Dealer shall transmit the subscription documents check and check must be transmitted Subscription Agreement to the Final Review Office by the end of the next business day following Selected Dealer’s receipt by the Dealer of the subscription documents Subscription Agreement and check. The Final Review Office will, by the end of the next business day following its receipt by the Final Review Office of the subscription documents Subscription Agreement and check, conduct forward both the Subscription Agreement and check to the Escrow Agent. If any Subscription Agreement solicited by Selected Dealer is rejected by the Dealer Manager or the Company, then the Subscription Agreement and check will be returned to the rejected subscriber within 10 business days from the date of rejection. Once the Minimum Offering has been sold, subject to any continuing escrow obligations imposed by certain states as described in the Prospectus, payments for Shares shall be made payable to “Business Development Corporation of America II” At such time, Selected Dealer shall forward original checks together with an original Subscription Agreement, executed and initialed by the subscriber as provided for in the Subscription Agreement, to Business Development Corporation of America II, c/o American National Stock Transfer, LLC, at the address provided in the Subscription Agreement. Notwithstanding the foregoing, in accordance with the applicable Exchange Act Rules and Regulations, if Selected Dealer has net capital of $250,000 or more it may instruct its suitability review customers to make their checks payable to Selected Dealer. In such case, Selected Dealer shall issue a check made payable to the Escrow Agent or the Company in accordance with the foregoing provisions of this Section 5(b), as applicable. (c) All orders, whether initial or additional, are subject to acceptance by, and shall become effective upon confirmation by, the Company or the Dealer Manager, each of which reserve the right to reject any order in their sole discretion for any or no reason. Orders not accompanied by the required instrument of payment for Shares may be rejected. Issuance and delivery of a Share will be made only after a sale of a Share is deemed by the Company to be completed in accordance with Section 3(e) of the transaction and if the transaction Dealer Manager Agreement. If an order is suitable and the paperwork is in good order forward (i) the subscription documents rejected, cancelled or rescinded for any reason, then Selected Dealer will return to the Dealer Manager and (ii) the checks any selling commissions or Dealer Manager Fees theretofore paid with respect to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the checksuch order, prior and, if Selected Dealer fails to the completion of the Minimum Offering. After completion of the Minimum Offeringso return any such selling commissions, the Company may instruct Dealer Manager shall have the right to offset amounts owned against future commissions or Dealer Manager Fees due and otherwise payable to Selected Dealer (it being understood and agreed that such right to offset shall not be in limitation of any other rights or remedies that the Dealer to forward paperwork Manager may have in good order and the check directly to the Companyconnection with such failure).

Appears in 2 contracts

Sources: Exclusive Dealer Manager Agreement (BUSINESS DEVELOPMENT Corp OF AMERICA II), Exclusive Dealer Manager Agreement (BUSINESS DEVELOPMENT Corp OF AMERICA II)

Submission of Orders. Those Each person desiring to purchase Offered Shares in the Offering will be required to complete and execute a Subscription Agreement in the form attached as an Appendix to the Prospectus and to deliver to Selected Dealer or Dealer Manager, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft or wire (hereinafter referred to as a “Subscription Payment”) for the purchase price of the Offered Shares. There shall be a minimum initial purchase by any one purchaser of $5,000 in Offered Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Corporation to the Dealer Manager). Additional purchases of Offered Shares shall be in increments of $500 per transaction, except for purchases made pursuant to the Corporation’s distribution reinvestment plan (“DRP”), as described in the Prospectus. Any minimum purchase amount may be waived in the sole discretion of the Corporation. Prior to the Corporation raising gross offering proceeds of $1,000,000 from persons not affiliated with the Corporation or the Adviser (the “Minimum Offering”), persons who purchase Offered Shares shall make their checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB Bank, N.A., Agent as escrow agent for ▇▇▇▇ Corporate Income Trust, Inc.FS Investment Corporation IV.or a recognizable contraction or abbreviation thereof, including but not limited Subsequent to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches Corporation raising the Minimum Offering, persons who purchase Offered Shares shall make their checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.FS Investment Corporation IV.or, alternatively, “Corporate Income Trust” or, Each person desiring to purchase Offered Shares in the event that Offering must submit subscriptions for a certain dollar amount, rather than a number of Offered Shares and, as a result, may receive fractional Offered Shares. The Processing Broker-Dealer receiving a Subscription Agreement and Subscription Payment not conforming to the purchase is made using foregoing instructions or for a Joint sale of Offered Shares not meeting the offering terms and conditions of the Prospectus, shall return such Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreement and Subscription Payment directly to such subscriber not later than the end of the second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and Subscription Payments received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth belowpursuant to one of the methods described in this Section II. The If Selected Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, to instruct instructs its customers to make its checks check for Offered Shares subscribed for payable directly to the Selected Dealer, in which case the Selected Dealer will collect the proceeds of the subscriber’s checks check and issue a check made payable in the manner described above for the aggregate amount of the subscription proceedsproceeds made payable to the order of “FS Investment Corporation IV,” Selected Dealer represents that it is a “$250,000” broker dealer. Transmittal Selected Dealer hereby agrees to be bound by the terms of received investor funds will be made in accordance with the following procedures:Escrow Agreement, dated September 21, 2015 (the “Escrow Agreement”), by and among UMB Bank, N.A. (the “Escrow Agent”), the Dealer Manager and the Corporation. (a) If the Processing Broker-Dealer conducts its internal supervisory procedures review at the same location where subscription documents at which Subscription Agreements and checks Subscription Payments are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt of by the subscription documents Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and the check, prior Subscription Payment for deposit to the completion of Escrow Agent, or after the Minimum Offering. After completion of the Minimum OfferingOffering has been achieved, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the CompanyCorporation or its designated agent. (b) If the Processing Broker-Dealer conducts its internal supervisory procedures are to be performed review at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must Subscription Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office of the subscription documents Office, transmit such Subscription Agreements and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks Subscription Payment for deposit to the Escrow Agent by Agent, or after the end of the next business day following receipt of the subscription documents and the checkMinimum Offering has been achieved, prior to the completion of Corporation or its designated agent. Selected Dealer understands that the Minimum OfferingCorporation reserves the unconditional right to reject any order, in whole or in part, for any or no reason. After completion of Notwithstanding the Minimum Offeringforegoing, with respect to any Offered Shares to be purchased by a custodial account, the Company may instruct Processing Broker-Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check Subscription Payment for such account directly to the CompanyTransfer Agent. The Processing Broker-Dealer shall furnish with each delivery of Subscription Payments a list of the subscribers showing the name, U.S. address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Appears in 2 contracts

Sources: Selected Dealer Agreement (FS Investment Corp IV), Selected Dealer Agreement (FS Investment Corp IV)

Submission of Orders. Those persons who Each person desiring to purchase Primary Shares shall make their checks payable, prior in the Offering will be required to complete and execute a subscription agreement (“Subscription Agreement”) in the form attached as an Appendix to the time the Company reaches the Minimum Offering, Prospectus and to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited deliver to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Participating Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an UMB Bankinstrument of payment”) in the initial amount of $25.00 per share, N.A.or such other purchase price per share that the Company’s Board of Directors may establish from time to time (subject to available discounts based upon the volume of shares purchased and for certain categories of purchasers, Agent for ▇▇▇▇ REIT” as specified in the Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 in shares (except as otherwise indicated in the Prospectus, or a recognizable contraction in any letter or abbreviation thereof. After memorandum from the Company reaches to the Dealer Manager). Minimum Offering, checks should subsequent purchases of shares shall be made payable $500 per transaction. Any Subscription Agreement and instrument of payment not conforming to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that foregoing instructions shall be returned to such subscriber not later than the purchase is made using a Joint end of the second business day following receipt by Participating Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Participating Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (a) If the Dealer conducts its where, pursuant to Participating Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by Participating Dealer, Participating Dealer will transmit the Subscription Agreements and instrument of the subscription documents and the check, prior payment to the completion of Escrow Agent (as defined below) or, after the Company has received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering. After completion of the Minimum Offering”), to the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (b) If the where, pursuant to Participating Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents then Subscription Agreements and check must instruments of payment will be transmitted by Participating Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Dealer. The Final Review Office willwill in turn, by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instrument of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or to such other account or agent as directed by the end of Company. (c) Participating Dealer understands that the next business day following receipt of Company and/or the subscription documents and Dealer Manager reserves the checkunconditional right to reject any order for any or no reason. (d) Notwithstanding the foregoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Primary Shares to be purchased by a custodial account, the Company may instruct Participating Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or to such other account agent as directed by the Company. The Participating Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Primary Shares subscribed for, and the amount of money paid. (e) Participating Dealer hereby agrees to be bound by the terms of the Escrow Agreement, dated January 12, 2015 (the “Escrow Agreement”), by and among UMB Bank, N.A., as escrow agent (the “Escrow Agent”), and the Company.

Appears in 2 contracts

Sources: Dealer Manager Agreement (Moody National REIT II, Inc.), Dealer Manager Agreement (Moody National REIT II, Inc.)

Submission of Orders. Those persons who Each person desiring to purchase Shares shall make their checks payable, prior in the Offering will be required to complete and execute a Subscription Agreement in the form attached as an Appendix to the time the Company reaches the Minimum Offering, Prospectus and to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited deliver to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Participating Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an UMB Bankinstrument of payment”) in the amount of $10 per Share, N.A.or such discounted purchase price per Share that may apply based upon the volume of Shares purchased pursuant to the schedule of discounts and procedures specified in the Prospectus. There shall be a minimum purchase by any one person of 100 Shares (except as otherwise indicated in the Prospectus, Agent for ▇▇▇▇ REIT” or a recognizable contraction in any letter or abbreviation thereof. After memorandum from the Company reaches to the Minimum Offering, checks should Dealer Manager). Any Subscription Agreement and instrument of payment not conforming to the foregoing instructions shall be made payable returned to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in such subscriber not later than the event that end of the purchase is made using a Joint second business day following receipt by Participating Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Participating Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (a) If the Dealer conducts its where, pursuant to Participating Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end of the next business day following receipt by Participating Dealer Participating Dealer will transmit the Subscription Agreements to the Escrow Agent (as defined below) and shall effect a wire transfer in immediately available federal funds from Participating Dealer to the Escrow Agent using the wire transfer instructions attached hereto or such other wiring instructions as the Dealer Manager may provide Participating Dealer from time to time (the “Wire Transfer Instructions”) of the subscribers’ subscription documents and funds represented by the check, prior instructions of payment received by Participating Dealer (it being understood that Participating Dealer will transmit all subscription funds to the completion Escrow Agent by wire transfer regardless of the Minimum Offering. After completion form of the Minimum Offering, instruction of payment received by Participating Dealer and that such wire transfer shall specify the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.subscriber(s) that it benefits); and (b) If the where, pursuant to Participating Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents ; Subscription Agreements and check must instruments of payment will be transmitted by Participating Dealer to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Dealer. The Final Review Office will, will in turn by the end of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements to the Escrow Agent and shall effect a wire transfer in immediately available federal funds from Participating Dealer to the Escrow Agent using Wire Transfer Instructions of the subscribers’ subscription documents and check, conduct its suitability review funds represented by the instructions of the transaction and if the transaction is suitable and the paperwork is in good order forward payment received by Participating Dealer (i) the it being understood that Participating Dealer will transmit all subscription documents to the Dealer Manager and (ii) the checks funds to the Escrow Agent by the end wire transfer regardless of the next business day following receipt form of the subscription documents instruction of payment received by Participating Dealer and that such wire transfer shall specify the checksubscriber(s) that it benefits). It being understood that the Company reserves the unconditional right to reject any order for any or no reason. Notwithstanding the foregoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Shares to be purchased by a custodial account, the Company may instruct Participating Dealer shall cause the Dealer custodian of such account to forward paperwork in good order and the check deliver a completed Subscription Agreement for such account directly to the Escrow Agent and to effect a wire transfer of such account’s subscription funds in immediately available federal funds to the Escrow Agent using the Wire Transfer Instructions. The Participating Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Shares subscribed for, and the amount of money paid. Participating Dealer hereby agrees to be bound by the terms of the Escrow Agreement, dated , 2004 (the “Escrow Agreement”), by and among Deutsche Bank Trust Company Americas, as escrow agent (the “Escrow Agent”), and the Company.

Appears in 2 contracts

Sources: Dealer Manager Agreement (Paladin Realty Income Properties Inc), Dealer Manager Agreement (Paladin Realty Income Properties Inc)

Submission of Orders. Each person desiring to purchase Shares in the Offering will be required to complete and execute a Subscription Agreement and to deliver to Dealer such completed and executed Subscription Agreement together with a check or wire transfer (“instrument of payment”) in the amount of such person’s purchase, which must be at least the minimum purchase amount set forth in the Prospectus. Those persons who purchase Shares shall will be instructed by Dealer to make their checks payable, prior instruments of payment payable to or for the time benefit of the Company reaches escrow agent described in the Prospectus and Subscription Agreement for any Offering in which there is a minimum offering contingency described in the Prospectus (the “Minimum Offering”) that has not yet been satisfied. If no such Minimum Offering is applicable or has already been satisfied in accordance with the Prospectus, then those persons who purchase Shares will be instructed by Dealer to make their instruments of payment payable to or for the benefit of UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Starwood Real Estate Income Trust, Inc.” The Dealer Manager or a recognizable contraction or abbreviation thereof, including but not limited the Company shall notify Dealer at least five (5) business days prior to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, the date Dealer must provide to the Company instruments of payment to fund subscriber purchase orders solely for the initial issuance of Shares in connection with the satisfaction of any applicable Minimum Offering contingency. On the date specified in the event that notice, Dealer shall deliver such instruments of payment in the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent amount of the transaction price (as defined in Section 3 below) and applicable selling commissions and dealer manager fees for ▇▇▇▇ REIT” all subscribers’ purchases for deposit to the escrow account. Selling commissions and dealer manager fees may be delivered to a separate bank account as agent or a recognizable contraction or abbreviation thereoftrustee for the persons who have the beneficial interests therein rather than the escrow account. After the Company reaches the Minimum OfferingOffering is satisfied, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, purchase orders which include a completed and executed Subscription Agreement in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks good order and instruments of payment received by the Company at least five (5) business days prior to the last business day of the month (unless waived by the Dealer that Manager) will be executed as of the first business day of the next month (based on the prior month’s transaction price). Subscribers may not submit an initial purchase order until at least five (5) business days after the date on which the subscriber receives a copy of the Prospectus. If Dealer receives a Subscription Agreement or instrument of payment not conforming to the foregoing instructions, Dealer shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next business day following its receipt. Subscription Agreements and instruments of payment received by Dealer which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section II. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its : Where, pursuant to Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review Subscription Agreements and instruments of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent payment will be transmitted by the end of the next business day following receipt by Dealer for deposit to the escrow agent described in the Prospectus and Subscription Agreement for any Offering in which a Minimum Offering is applicable and has not yet been satisfied. If no such Minimum Offering is applicable or has been satisfied in accordance with the Prospectus, then Subscription Agreements and instruments of payment will be transmitted by the end of the subscription documents and the check, prior next business day following receipt by Dealer to the completion of Company or its agent as set forth in the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to Subscription Agreement or as otherwise directed by the Company. (b) If the . Where, pursuant to Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location location, Subscription Agreements and instruments of payment will be transmitted by the end of the next business day following receipt by Dealer to the office of Dealer conducting such final internal supervisory review (the “Final Review Office”), the subscription documents and check must be transmitted to the . The Final Review Office will in turn, by the end of the next business day following receipt by the Dealer Final Review Office, transmit such Subscription Agreements and instruments of payment for deposit to the subscription documents escrow agent described in the Prospectus and checkSubscription Agreement for any Offering in which a Minimum Offering is applicable and has not yet been satisfied. The If no such Minimum Offering is applicable or has been satisfied in accordance with the Prospectus, then the Final Review Office will, by the end of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents payment to the Dealer Manager and (ii) Company or its agent as set forth in the checks to the Escrow Agent Subscription Agreement or as otherwise directed by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.

Appears in 2 contracts

Sources: Selected Dealer Agreement (Starwood Real Estate Income Trust, Inc.), Selected Dealer Agreement (Starwood Real Estate Income Trust, Inc.)

Submission of Orders. Those persons who Each person desiring to purchase Primary Shares shall make their checks payable, prior in the Offering will be required to complete and execute a Subscription Agreement in the form attached as an Appendix to the time the Company reaches the Minimum Offering, Prospectus and to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited deliver to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Participating Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, instrument of payment”) in the event amount of $10.00 per Share, or such discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus. There shall be a minimum initial purchase is made using a Joint by any one purchaser of 200 Primary Shares. Any Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreement and instrument of payment not conforming to the foregoing instructions shall promptly be returned to such subscriber following receipt by Participating Dealer of such materials. Subscription Agreements and instruments of payment received by the Participating Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (a) If the Dealer conducts its where, pursuant to Participating Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by Participating Dealer, Participating Dealer will transmit the Subscription Agreements and instrument of the subscription documents and the check, prior payment to the completion of Escrow Agent (as defined below) or, after the Minimum Offering. After completion of the Minimum OfferingOffering (as defined below) has been obtained, to the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (b) If the where, pursuant to Participating Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents ; then Subscription Agreements and check must instruments of payment will be transmitted by Participating Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Dealer. The Final Review Office willwill in turn, by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instrument of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or to such other account or agent as directed by the end of Company. Participating Dealer understands that the next business day following receipt of Company reserves the subscription documents and unconditional right to reject any order for any or no reason. Notwithstanding the checkforegoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Primary Shares to be purchased by a custodial account, the Company may instruct Participating Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the Escrow Agent. The Participating Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, social security number or tax identification number, state of residence, amount of Primary Shares subscribed for, and the amount of money paid. Participating Dealer hereby agrees to be bound by the terms of the Escrow Agreement, dated [___], 2010 (the “Escrow Agreement”), by and among UMB Bank, N.A., as escrow agent (the “Escrow Agent”), and the Company.

Appears in 2 contracts

Sources: Dealer Manager Agreement (Green Realty Trust, Inc.), Dealer Manager Agreement (Green Realty Trust, Inc.)

Submission of Orders. Those persons 13.1. Each person desiring to purchase Offered Shares in the Offering will be required to complete and execute a Subscription Agreement in the form attached as an Appendix to the Prospectus and to deliver to the Participating Dealer or Dealer Manager, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as a “Subscription Payment”) for the purchase price of the Offered Shares, subject to any discount that may apply based upon the volume of Offered Shares purchased pursuant to the schedule of discounts and procedures specified in the Prospectus. Persons who purchase Offered Shares shall make their checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income TrustTriton Pacific Investment Corporation, Inc.” or The Company will sell the Offered Shares on a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, continuous basis at prices and in accordance with the offering terms and conditions set forth in the event Prospectus, subject to any adjustment to ensure that Offered Shares are not sold at a price, after deduction of selling commissions and the Dealer Manager Fee, that is below net asset value per Offered Share. Each person desiring to purchase is made using Joint Subscription AgreementOffered Shares in the Offering must submit subscriptions for a certain dollar amount, “UMB Bankrather than a number of Offered Shares and, N.A.as a result, Agent for ▇▇▇▇ REIT” may receive fractional Offered Shares. There shall be a minimum initial purchase by any one purchaser of $5,000 in Offered Shares (except as otherwise indicated in the Prospectus, or a recognizable contraction in any letter or abbreviation thereof. After memorandum from the Company reaches to the Dealer Manager). Minimum Offering, subsequent purchases of Offered Shares shall be $500 per transaction. Persons who purchase Offered Shares shall make their checks should be made payable to “▇▇▇▇ Corporate Income TrustTriton Pacific Investment Corporation, Inc.” or, alternatively, “Corporate Income Trust” or, in The Processing Broker-Dealer receiving a Subscription Agreement and Subscription Payment not conforming to the event that foregoing instructions shall return such Subscription Agreement and Subscription Payment directly to such subscriber not later than the purchase is made using a Joint end of five business days following receipt by the Processing Broker-Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and Subscription Payments received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section 13. 13.2. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Processing Broker-Dealer conducts its internal supervisory procedures review at the same location where subscription documents at which Subscription Agreements and checks Subscription Payments are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt of by the subscription documents Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and the check, prior Subscription Payment for deposit to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companyor its designated agent. (b) 13.3. If the Processing Broker-Dealer conducts its internal supervisory procedures are to be performed review at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must Subscription Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and Subscription Payment for deposit to the Company or its designated agent. Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and Subscription Payment for such account directly for deposit to the Company. The Processing Broker-Dealer shall furnish to the Company with each delivery of Subscription Payments a list of the subscription documents and checksubscribers showing the name, conduct its suitability review address, tax identification number, state of the transaction and if the transaction is suitable residence, amount of Offered Shares subscribed for, and the paperwork is in good order forward (i) the subscription documents to the amount of money paid. The Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents Participating Dealers understand and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, acknowledge that the Company may instruct reserves the Dealer unconditional right to forward paperwork in good reject any order and the check directly to the Companyfor any reason.

Appears in 2 contracts

Sources: Dealer Manager Agreement (Triton Pacific Investment Corporation, Inc.), Dealer Manager Agreement (Triton Pacific Investment Corporation, Inc.)

Submission of Orders. Those Each person desiring to purchase Offered Shares in the Offering will be required to complete and execute a Subscription Agreement in the form attached as an Appendix to the Prospectus and to deliver to the Selected Dealer or Dealer Manager, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as a “Subscription Payment”) for the purchase price of the Offered Shares, subject to any discount that may apply based upon the volume of Offered Shares purchased pursuant to the schedule of discounts and procedures specified in the Prospectus. There shall be a minimum initial purchase by any one purchaser of $5,000 in Offered Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Fund to the Dealer Manager). Minimum subsequent purchases of Offered Shares shall be $500 per transaction, except for purchases made pursuant to the distribution reinvestment plan, as described in the Prospectus. Prior to the Fund raising gross offering proceeds of $2,500,000 from persons not affiliated with the Fund or the Adviser (the “Minimum Offering”), persons who purchase Offered Shares shall make their checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB Bank, N.A., Agent as escrow agent for ▇▇▇▇ Corporate Income TrustFS Energy and Power Fund.” Subsequent to the Fund raising the Minimum Offering, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited persons who purchase Offered Shares shall make their checks payable to “UMB Bank, N.A., f/b/o Corporate Income Trustas agent for FS Energy and Power Fund.or, Each person desiring to purchase Offered Shares in the event that Offering must submit subscriptions for a certain dollar amount, rather than a number of Offered Shares and, as a result, may receive fractional Offered Shares. The Processing Broker-Dealer receiving a Subscription Agreement and Subscription Payment not conforming to the purchase is made using Joint foregoing instructions shall return such Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereofAgreement and Subscription Payment directly to such subscriber not later than the end of the second business day following receipt by the Processing Broker-Dealer of such materials. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and Subscription Payments received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth belowpursuant to one of the methods described in this Section II. The Dealer Manager may authorize Dealer, if If the Selected Dealer is a “$250,000 broker-dealer”, ,” the Dealer Manager may authorize the Selected Dealer to instruct its customers to make its checks check for Offered Shares subscribed for payable directly to the Selected Dealer, in which case the Selected Dealer will collect the proceeds of the subscriber’s checks check and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal proceeds made payable to the order of received investor funds will “UMB Bank, N.A., as agent for FS Energy and Power Fund.” The Selected Dealer hereby agrees to be made in accordance with bound by the following procedures:terms of the Escrow Agreement, dated [__], 2011 (the “Escrow Agreement”), by and among UMB Bank, N.A. (the “Escrow Agent”) and the Fund. (a) If the Processing Broker-Dealer conducts its internal supervisory procedures review at the same location where subscription documents at which Subscription Agreements and checks Subscription Payments are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt of by the subscription documents Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and the check, prior Subscription Payment for deposit to the completion of Escrow Agent, or after the Minimum Offering. After completion of the Minimum OfferingOffering has been achieved, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the CompanyFund or its designated agent. (b) If the Processing Broker-Dealer conducts its internal supervisory procedures are to be performed review at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must Subscription Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office of the subscription documents Office, transmit such Subscription Agreements and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks Subscription Payment for deposit to the Escrow Agent by Agent, or after the end of the next business day following receipt of the subscription documents and the checkMinimum Offering has been achieved, prior to the completion of Fund or its designated agent. Selected Dealer understands that the Minimum OfferingFund reserves the unconditional right to reject any order for any or no reason. After completion of Notwithstanding the Minimum Offeringforegoing, with respect to any Offered Shares to be purchased by a custodial account, the Company may instruct Processing Broker-Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check Subscription Payment for such account directly to the CompanyTransfer Agent. The Processing Broker-Dealer shall furnish with each delivery of Subscription Payments a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Appears in 1 contract

Sources: Dealer Manager Agreement (FS Energy & Power Fund)

Submission of Orders. Those persons who purchase Shares shall 14.1 The Dealer Manager may authorize certain Dealers that have “net capital,” as defined in the applicable federal securities regulations, of $250,000 or more, to instruct their customers to make their checks payable, prior for Bonds subscribed for payable directly to the time Dealer. In such case, the Company reaches Dealer will collect the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or proceeds of the subscribers’ checks and issue a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be check made payable to “▇▇▇▇ Corporate Income Trustthe order of the Company, Inc.” oras described above, alternatively, “Corporate Income Trust” or, in for the event aggregate amount of the subscription proceeds or wire such funds to the Company. The Dealer Manager and any Dealer receiving a check that does not conform to the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” foregoing instructions shall promptly return such check directly to such subscriber. Checks received by the Dealer Manager or Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks methods described in this Section 14 and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures:requirements set forth in Rule 15c2-4 promulgated under the Exchange Act. 14.2 It is understood and agreed that the Company reserves the right in its sole discretion to refuse to sell any of the Bonds to any person. 14.3 In connection with DRS Settlement (a) If as defined below), those persons who purchase Bonds and intend to pay for the Bonds by check will be instructed by the Dealer conducts its Manager or the Dealer to make their checks payable to “The Gladstone Companies, Inc.” Each person desiring to purchase Bonds through the Dealer Manager, or any other Dealer participating in the Offering, will be required to complete and execute the subscription agreement, if purchasing through DRS Settlement, or order form, if purchasing though DTC Settlement, described in the Offering Circular. In connection with DRS Settlement in which the purchaser pays for the Bonds by check, when a Dealer’s internal supervisory procedures are conducted at the location where site at which the subscription documents agreement and checks are check were initially receivedreceived by such Dealer from the subscriber, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) transmit the subscription documents agreement and check to UMB Bank, National Association (the Dealer Manager and (ii“Escrow Agent”) the checks to the Escrow Agent by the end of the next business day following receipt of the check and subscription documents and the checkagreement. When, prior pursuant to the completion of the Minimum Offering. After completion of the Minimum Offeringa Dealer’s internal supervisory procedures, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the such Dealer’s final internal supervisory procedures are to be performed conducted at a different location (the “Final Review Office”), such Dealer shall transmit the check and subscription documents and check must be transmitted agreement to the Final Review Office by the end of the next business day following such Dealer’s receipt by the Dealer of the subscription documents agreement and check. The Final Review Office will, by the end of the next business day following its receipt by the Final Review Office of the subscription documents agreement and check, conduct its suitability review forward both the subscription agreement and check to the Escrow Agent. If any subscription agreement solicited by a Dealer participating in this Offering is rejected by the Dealer Manager or the Company, then the subscription agreement and all funds will be returned to the rejected subscriber within ten (10) days from the date of rejection. 14.4 The Company will sell the transaction and if Bonds using two closing services provided by the transaction Depository Trust Company (“DTC”). The first service is suitable DTC closing (“DTC Settlement”), and the paperwork second service is in good order forward Direct Registration Service (“DRS Settlement”). A sale of Bonds shall be deemed by the Company to be completed if and only if (i) the Company has received payment of the full purchase price of purchased Bonds, from an investor who satisfies the minimum purchase requirements set forth in the Offering Circular as determined by the Dealer Manager or other Dealer participating in this Offering, as applicable, in accordance with the provisions of this Agreement, (ii) the Company has accepted such subscription, and, if using DRS Settlement, a properly completed and executed subscription documents agreement, and (iii) such investor has been admitted as a bondholder of the Company. In addition, no sale of Bonds shall be completed until after the date on which the subscriber receives a copy of the Offering Circular. The Dealer Manager hereby acknowledges and agrees that the Company, in its sole and absolute discretion, may accept or reject any subscription, in whole or in part, for any reason whatsoever or no reason, and no dealer manager fee in the amount of up to 3.0% (as described in Section 5.1) will be paid to the Dealer Manager and (ii) the checks with respect to that portion of any subscription which is rejected. 14.5 Prior to each closing date related to the Escrow Agent by the end sale of the next business day following receipt Bonds the Dealer Manager shall provide the Company with a detailed list of all orders reflecting the subscription documents participating broker dealer, registered investment advisor, customer, order quantity and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, other information the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companyreasonably request.

Appears in 1 contract

Sources: Dealer Manager Agreement (Gladstone Companies, Inc.)

Submission of Orders. Those persons who purchase Shares shall will be instructed by the Dealer to make their checks payable, prior payable to the time the Company reaches the Minimum Offering, to “UMB "Wells Fargo Bank, N.A., as Escrow Agent for Hines Real Estate Investme▇▇ ▇▇ust, Inc." where appropriate, or direct▇▇ Corporate Income ▇▇ "Hines Real Estate Investment Trust, Inc.” or a recognizable contraction or abbreviation thereof" after the Minimum Offering h▇▇ ▇▇en achieved. Dealer hereby agrees to be bound by the terms of the Amended and Restated Escrow Agreement executed as of February 25, including but not limited to “UMB 2004, between Wells Fargo Bank, N.A., f/b/o Corporate Income Trust” oras escrow agent, in and the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for Company ("Escrow Agre▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in "). Any Dealer receiving a check not conforming to the event that foregoing instructions shall return such check directly to such subscriber not later than the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” end of the next business day following its receipt. Checks received by the Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods in the manner described above for the aggregate amount of the subscription proceedsthis Article II. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If : Where, pursuant to the Dealer conducts its Dealer's internal supervisory procedures procedures, internal supervisory review is conducted at the same location where at which subscription documents and checks are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must will be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of to the subscription documents Company for deposit with an escrow agent, where appropriate, or for deposit directly with the Company after the Minimum Offering has been achieved. Where, pursuant to the Dealer's internal supervisory procedures, final and check. The Final Review Office willinternal supervisory review is conducted at a different location, checks will be transmitted by the end of the next business day following receipt by the Dealer to the office of the Dealer conducting such final internal supervisory review (the "Final Review Office"). The Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is will in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent turn transmit by the end of the next business day following receipt of at a different location by the subscription documents and the check, prior Final Review Office such checks to the completion of Company for deposit with an escrow agent, where appropriate, or for deposit directly with the Company after the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the CompanyOffering has been achieved.

Appears in 1 contract

Sources: Dealer Manager Agreement (Hines Real Estate Investment Trust Inc)

Submission of Orders. Those persons who Each person desiring to purchase Primary Shares shall in the Offering will be required to complete and execute a subscription agreement provided by the Company to the Dealer Manager and each Participating Broker-Dealer for use in connection with the Offering (the “Subscription Agreement”) and to deliver to Participating Broker-Dealer such completed and executed Subscription Agreement together with a check, draft, wire or money (hereinafter referred to as an “instrument of payment”) in the amount of such person’s purchase, which must be at least the minimum purchase amount set forth in the Prospectus. Persons purchasing Primary Shares will be instructed by Participating Broker-Dealer to make their checks payable, prior instruments of payment payable to or for the time the Company reaches the Minimum Offering, to benefit of UMB Bank, N.A., Agent for ▇▇▇▇ Corporate ▇▇▇▇ LaSalle Income Property Trust, Inc.” or a recognizable contraction or abbreviation thereofSubscriptions processed and accepted by the Company prior to the close of the New York Stock Exchange (generally, including but not limited to 4:00 p.m. Eastern time; the UMB Bankclose of business”) on any business day will be executed at the NAV per share for the class of shares being purchased calculated as of that day and as posted on the Company’s website, N.A.plus, f/b/o Corporate Income Trust” orfor Class A Shares only, any applicable selling commissions, in accordance with the event that procedures described in the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereofProspectus. After Subscriptions processed and accepted by the Company reaches after the Minimum Offeringclose of business on any business day, checks should or on a day that is not a business day, will be made payable to “▇▇▇▇ Corporate Income Trustexecuted at the price per share for the class of shares being purchased calculated as of the following business day, Inc.” orplus, alternativelyfor Class A Shares only, “Corporate Income Trust” or, any applicable selling commissions in accordance with the procedures described in the event that Prospectus. A purchaser will be contractually obligated to purchase Primary Shares in the purchase aggregate dollar amount of the purchaser’s subscription as of the close of business on the date the subscription is made using accepted by the Company. If Participating Broker-Dealer receives a Joint Subscription AgreementAgreement or instrument of payment not conforming to the foregoing instructions, “▇▇▇▇ REIT.” Checks Participating Broker-Dealer shall return such Subscription Agreement and instrument of payment directly to such purchaser not later than the end of the second business day following receipt by the Participating Broker-Dealer. Subscription Agreements and instruments of payment received by the Participating Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (a) If the Dealer conducts its where, pursuant to Participating Broker-Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from purchasers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by Participating Broker-Dealer, Participating Broker-Dealer will transmit the Subscription Agreements and instruments of the subscription documents and the check, prior payment to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (b) If the where, pursuant to Participating Broker-Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents then Subscription Agreements and check must instruments of payment will be transmitted by Participating Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Broker-Dealer. The Final Review Office willwill in turn, by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents payment to the Dealer Manager and (ii) the checks Company or to the Escrow Agent such other account or agent as directed by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum OfferingCompany. After completion of the Minimum Offering, Participating Broker-Dealer understands that the Company may instruct reserves the unconditional right to reject any order for any or no reason. Notwithstanding the foregoing, with respect to any Primary Shares to be purchased by a custodial account, Participating Broker-Dealer shall cause the custodian of such account to forward paperwork in good order deliver a Subscription Agreement and the check an instrument of payment for such account directly to the Company. Participating Broker-Dealer shall furnish to the Company with each delivery of Subscription Agreements and instruments of payment a list of the purchasers showing the name, address, tax identification number, state of residence and dollar amount of Primary Shares to be purchased.

Appears in 1 contract

Sources: Dealer Manager Agreement (Jones Lang LaSalle Income Property Trust, Inc.)

Submission of Orders. Those persons who purchase Shares shall make their checks payable, prior to The Dealer Manager will require in its agreements with each Dealer that each Dealer comply with the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, submission of orders procedures set forth in the event that form of Selected Dealer Agreement attached as Exhibit “A” to this Agreement. Notwithstanding the purchase is made using Joint Subscription Agreementforegoing, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a certain Dealers that are “$250,000 broker-dealer”, dealers” to instruct its their customers to make its their checks or wire transfers (“instruments of payment”) for Shares subscribed for payable directly to the DealerDealer or authorize a debit from the customer’s account maintained with the Dealer for the amount of Shares subscribed for by the customer. In such case, in which case the Dealer will collect the proceeds of the subscriber’s checks subscribers’ instruments of payment and issue a check made payable debits and transmit funds to the Company or its designated agent. The procedures for the transmittal of instruments of payment of $250,000 broker-dealers will be set forth in the manner described above for agreements between the aggregate amount of $250,000 broker-dealer and the subscription proceedsDealer Manager. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its internal supervisory procedures at Manager is involved in the location where subscription documents and checks are initially receiveddistribution process other than through a Dealer, the Dealer shall conduct its suitability review Manager will comply with such submission of orders procedures, and will require each person desiring to purchase Shares in the transaction Offering to complete and if execute a subscription eligibility form in the transaction is suitable and form provided by the paperwork is in good order forward (i) the subscription documents Company to the Dealer Manager for use in connection with the Offering (the “Eligibility Form”) and (ii) the checks to deliver to the Escrow Agent Dealer Manager or as otherwise directed by the Dealer Manager such completed and executed Eligibility Form together with an instrument of payment in the amount of such person’s purchase, which must be at least the minimum purchase amount set forth in the Prospectus. Eligibility Forms and instruments of payment will be transmitted by the Dealer Manager to the Company as soon as practicable, but in any event by the end of the second business day following receipt by the Dealer Manager. If the Dealer Manager receives an Eligibility Form or instrument of payment not conforming to the instructions set forth in the form of Selected Dealer Agreement, the Dealer Manager shall return such Eligibility Form and instrument of payment directly to such subscriber not later than the end of the next business day following receipt its receipt. Instruments of payment of rejected subscribers will be promptly returned to such subscribers. 15 If the foregoing correctly sets forth our understanding, please indicate your acceptance thereof in the space provided below for that purpose, whereupon this letter and your acceptance shall constitute a binding agreement between us as of the subscription documents and the checkdate first above written. Very truly yours, prior to the completion of the Minimum OfferingBLACK CREEK DIVERSIFIED PROPERTY FUND INC. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkBy: /s/ ▇. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.▇▇▇▇ ▇▇▇▇▇

Appears in 1 contract

Sources: Dealer Manager Agreement

Submission of Orders. Those persons who Each person desiring to purchase Offered Shares shall make their checks payable, prior in the Offering will be required to complete and execute a Subscription Agreement in the form attached as an Appendix to the time Prospectus and to deliver to the Company reaches Dealer Manager or Participating Dealer, as the Minimum Offeringcase may be, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an UMB Bankinstrument of payment”) in the amount of $10 per Offered Share, N.A.or such discounted purchase price per Offered Share that may apply based upon the volume of Offered Shares purchased pursuant to the schedule of discounts and procedures specified in the Prospectus. There shall be a minimum purchase by any one person of 100 Offered Shares (except as otherwise indicated in the Prospectus, Agent for ▇▇▇▇ REIT” or a recognizable contraction in any letter or abbreviation thereof. After memorandum from the Company reaches to the Minimum Offering, checks should be made payable Dealer Manager). The Dealer Manager or any Participating Dealer receiving a Subscription Agreement and instrument of payment not conforming to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that foregoing instructions shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the purchase is made using a Joint end of the second business day following receipt by the Dealer Manager or Participating Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Dealer that Manager or Participating Dealer which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (a) If where, pursuant to the Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially received, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager or Participating Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and (ii) the checks to the Escrow Agent instruments of payment are received from subscribers, then, by the end of the next business day following receipt by the Dealer Manager or Participating Dealer, the Dealer Manager or Participating Dealer will transmit the Subscription Agreements and instrument of the subscription documents and the check, prior payment to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.Escrow Agent; and (b) If where, pursuant to the internal supervisory procedures are to be performed of the Dealer Manager or Participating Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must instruments of payment will be transmitted by the Dealer Manager or Participating Dealer to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkManager or Participating Dealer. The Final Review Office will, will in turn by the end of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instrument of payment to the subscription documents and checkEscrow Agent. Notwithstanding the foregoing, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents with respect to any Offered Shares to be purchased by a custodial account, the Dealer Manager or the Participating Dealer, as the case may be, shall cause the custodian of such account to deliver a completed Subscription Agreement and (ii) instrument of payment for such account directly to the checks Escrow Agent. The Dealer Manager or the Participating Dealer shall furnish to the Escrow Agent by the end with each delivery of instruments of payment a list of the next business day following receipt subscribers showing the name, address, tax identification number, state of the subscription documents residence, amount of Offered Shares subscribed for, and the check, prior to the completion amount of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companymoney paid.

Appears in 1 contract

Sources: Dealer Manager Agreement (Paladin Realty Income Properties Inc)

Submission of Orders. Participating Dealer hereby agrees to solicit, as an independent contractor and not as the agent of the Dealer Manager or of the Company (or their affiliates), persons acceptable to the Company to purchase the Shares pursuant to the subscription agreement in the form attached to the Memorandum and in accordance with the terms of the Memorandum. Participating Dealer hereby agrees to diligently make inquiries as required by this Agreement, as set forth in the Memorandum, and as required by all applicable laws, of all prospective investors in order to ascertain whether a purchase of the Shares is suitable for each such investor. Except as otherwise provided in the Memorandum, which may be amended or supplemented from time to time, the Shares in the Primary Offering shall generally be offered to the public at a purchase price payable in cash equal to the Company’s prior month’s net asset value (“NAV”) per Share (as calculated in accordance with the procedures described in the Memorandum), or at a different price made available to investors in cases where the Company believes there has been a material change to the NAV per Share since the end of the prior month (the “transaction price”), plus applicable selling commissions and dealer manager fees. The DRP Shares will be issued and sold to stockholders of the Company at a purchase price equal to the transaction price in effect at the time of the record date for the distribution. Those persons who purchase Shares shall will be instructed by the Participating Dealer to make their checks payable, prior or wires payable to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, form and manner set forth in the event Memorandum or by written notice provided to the Participating Dealer by the Dealer Manager. Any Participating Dealer receiving a check that does not conform to the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Dealer Manager’s instructions or the Memorandum shall promptly return such check directly to such subscriber within ten (10) business days following its receipt. Checks received by the Participating Dealer that which conform to the foregoing instructions shall be promptly transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures: (a) methods: If the Participating Dealer conducts its internal supervisory review procedures at the same location where at which subscription documents and checks are initially receivedreceived by the Participating Dealer from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then by the end of the next business day following receipt of its receipt, the Participating Dealer will transmit the subscription documents and the check, prior checks to the completion of transfer agent designated by the Minimum OfferingCompany (“Transfer Agent”) for deposit. After completion of If pursuant to the Minimum OfferingParticipating Dealer’s internal supervisory procedures, the Company may instruct the Participating Dealer to forward paperwork in good order and the check directly to the Company. (b) If the conducts its final internal supervisory review procedures are to be performed at a different location (the “Final Review Office”), then: (a) the checks and subscription documents and check must will be transmitted by the Participating Dealer to the Final Review Office by the end of the next business day following receipt by the Dealer Participating Dealer; (b) by the end of the next business day following its receipt, the Final Review Office will transmit the subscription documents and checkchecks to the Transfer Agent for deposit. The Selected Dealer understands that the Dealer Manager or the Company reserves the unconditional right to reject any order, in whole or in part, for any reason. If any subscription agreement solicited by the Participating Dealer is rejected by the Dealer Manager or the Company, then the subscription agreement and check will be promptly returned to the rejected subscriber within ten (10) business days from the date of rejection. Payments for Shares may be made payable in the form and manner set forth in the Memorandum or by written notice from the Dealer Manager to the Participating Dealer. At such time, the Participating Dealer or its Final Review Office willOffice, if any, shall, by the end of the next business day following receipt their receipt, forward the checks and subscription documents, including the original executed subscription agreements, to the Transfer Agent. Subscription requests, including payment of the full purchase price of the Shares being subscribed, which are received by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next Company at least five business day following receipt of the subscription documents and the check, days prior to the completion first calendar day of the Minimum Offeringmonth (unless waived by the Dealer Manager), to the extent accepted by the Company, will be executed as of the first calendar day of the month (based on the prior month’s transaction price per Share). Notwithstanding anything to the contrary herein, the parties agree that the Company shall only accept subscriptions in the Primary Offering for Class I shares until the Company has filed a registration statement on Form 10 (the “Form 10”) with the SEC that has become effective to register a class of securities under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). After completion of the Minimum Offeringsuch Form 10 becomes effective, the Company may instruct will accept subscriptions in the Dealer to forward paperwork in good order and the check directly to the CompanyPrimary Offering for all classes of Shares.

Appears in 1 contract

Sources: Dealer Manager Agreement (Stirling Hotels & Resorts, Inc.)

Submission of Orders. Those persons who (a) Each person desiring to purchase Shares shall make their checks payable, prior in the Offering will be required to complete and execute a Subscription Agreement and to deliver to the time Participating Broker-Dealer or Dealer Manager, as the Company reaches case may be (the Minimum Offering“Processing Broker‑Dealer”), to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint such completed Subscription Agreement, together with a check, draft, wire or money order (a UMB Bank, N.A., Agent Subscription Payment”) for ▇▇▇▇ REIT” the purchase price of the Shares. The Dealer Manager shall ensure that any Participating Broker-Dealer shall only offer to sell and accept Subscription Agreements and Subscription Payments for the Shares that it is authorized to sell pursuant to the Participating Broker-Dealer Agreement (including any schedules or a recognizable contraction or abbreviation thereof. After exhibits thereto) and for the Shares that are being issued and sold by the Company reaches the Minimum Offering, checks should at such time. There shall be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, a minimum initial purchase by any one purchaser of $10,000 (except as otherwise indicated in the event that Memorandum, or in any letter or memorandum from the Company to the Dealer Manager). Minimum subsequent purchases shall be $500 per transaction. The minimum subsequent investment amount does not apply to purchases made under the distribution reinvestment plan. (b) The purchase price for the Shares will be sold at the then-current transaction price, which will generally be equal to the Company’s then-current net asset value per Share (as calculated in accordance with the procedures described in the Memorandum), plus any applicable selling commissions and dealer manager fees, subject in certain circumstances to reductions thereof as described in the Memorandum. The offering price for the Shares is made using subject to adjustment as described in the Memorandum. Each person desiring to purchase Shares in the Offering must submit subscriptions for a Joint certain dollar amount, rather than a number of Shares, and, as a result, may receive fractional Shares. Subscription Agreements and instruments of payment will be transmitted by the Dealer Manager to the Company or its designated agent as set forth in the Subscription Agreement, “▇▇▇▇ REITas soon as practicable, but in any event not later than the end of the next business day following receipt by the Dealer Manager.” Checks (c) The Processing Broker-Dealer receiving a Subscription Agreement and Subscription Payment not conforming to the foregoing instructions shall return such Subscription Agreement and Subscription Payment directly to such subscriber not later than the end of the second business day following rejection by the Processing Broker-Dealer of such materials. Subscription Agreements and Subscription Payments received by the Processing Broker-Dealer that conform to the foregoing instructions shall be transmitted for deposit to the Company or its designated agent as set forth below. The Dealer Manager may authorize Dealerin the Subscription Agreement, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section 16. Transmittal of received investor funds Subscription Payments will be made in accordance with the following procedures:. (ad) If the Processing Broker-Dealer conducts its internal supervisory procedures review at the same location where subscription documents at which Subscription Agreements and checks Subscription Payments are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt of by the subscription documents Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and the check, prior Subscription Payments to the completion of Company or its designated agent as set forth in the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the CompanySubscription Agreement. (be) If the Processing Broker-Dealer conducts its internal supervisory procedures are to be performed review at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must Subscription Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, in turn, by the end noon of the next business day following receipt by the Final Review Office of the subscription documents Office, transmit such Subscription Agreements and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents Subscription Payments to the Dealer Manager and (ii) Company or its designated agent as set forth in the checks Subscription Agreement. Notwithstanding the foregoing, with respect to the Escrow Agent any Shares to be purchased by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offeringa custodial account, the Company may instruct Processing Broker-Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check Subscription Payment for such account directly to the Company or its designated agent as set forth in the Subscription Agreement. The Processing Broker‑Dealer shall furnish to the Company, with each delivery of Subscription Payments, a list of the subscribers showing the name, U.S. address, tax identification number, state of residence, amount of Shares subscribed for and the amount of the Subscription Payment, together with copy of each completed Subscription Agreement.

Appears in 1 contract

Sources: Dealer Manager Agreement (Fortress Private Lending Fund)

Submission of Orders. Those persons 13.1. Each person desiring to purchase Shares in the Offering will be required to complete and execute a Subscription Agreement substantially in the form attached as an Appendix to the Private Placement Memorandum and to deliver to the Participating Broker-Dealer or Dealer Manager, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as a “Subscription Payment”) for the purchase price of the Shares, which must be at least the minimum purchase amount set forth in the Private Placement Memorandum. The Dealer Manager shall ensure that any Participating Broker-Dealer shall only offer to sell and accept Subscription Agreements and Subscription Payments for Shares in accordance with the offering terms and conditions as set forth in the Private Placement Memorandum. Persons who purchase Shares shall make their checks payable, prior to the time the Company reaches the Minimum Offering, Subscription Payments payable to “UMB Bank, N.A., as Escrow Agent for ▇▇▇▇ Corporate Income Oak Street Net Lease Trust, Inc..The Trust will sell the Shares on a continuous basis at prices and in accordance with the offering terms and conditions set forth in and subject to any adjustment described or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, otherwise provided in the event that the Private Placement Memorandum. Each person desiring to purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, Shares in the event that Offering must submit subscriptions for a certain dollar amount, rather than a number of Shares and, as a result, may receive fractional Shares. The Processing Broker-Dealer receiving a Subscription Agreement and Subscription Payment not conforming to the purchase is made using foregoing instructions, or for a Joint sale of Shares not meeting the offering terms and conditions set forth in the Private Placement Memorandum, shall return such Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreement and Subscription Payment directly to such subscriber not later than the end of the second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and Subscription Payments received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section 13. Transmittal of received investor funds will be made in accordance with the following procedures:. (a) 13.2. If the Processing Broker-Dealer conducts its internal supervisory procedures review at the same location where subscription documents at which Subscription Agreements and checks Subscription Payments are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt of by the subscription documents Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and the check, prior Subscription Payment for deposit to the completion of Escrow Agent, or after the Minimum Offering. After completion of the Minimum OfferingTrust commences investment operations, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the CompanyTrust or its designated agent. (b) 13.3. If the Processing Broker-Dealer conducts its internal supervisory procedures are to be performed review at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must Subscription Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office of the subscription documents Office, transmit such Subscription Agreements and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks Subscription Payment for deposit to the Escrow Agent Agent, or after the Trust commences investment operations, to the Trust or its designated agent. Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, the end Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and Subscription Payment for such account directly for deposit to the Escrow Agent, or after the Trust commences investment operations, to the Trust or its designated agent. The Processing Broker-Dealer shall furnish to the Escrow Agent, the Trust or its designated agent, as applicable, with each delivery of Subscription Payments a list of the next business day following receipt subscribers showing the name, U.S. address, tax identification number, state of the subscription documents residence, amount of Shares subscribed for and the checkamount of money paid. The Dealer Manager understands that the Trust reserves the unconditional right to reject any Subscription Agreement, prior to the completion of the Minimum Offering. After completion of the Minimum Offeringin whole or in part, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companyfor any or no reason.

Appears in 1 contract

Sources: Dealer Manager Agreement (Oak Street Net Lease Trust)

Submission of Orders. Those Until such time as the Company has received and accepted subscriptions for at least 250,000 shares and released the proceeds from such subscriptions from escrow (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares shall will be instructed by the Dealer Manager or the Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB BankTrinity Trust Company, N.A., Agent as escrow agent for ▇▇▇▇▇Corporate Income TrustCapital REIT, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” orThereafter, in the event that discretion of the Dealer Manager upon notice to the Dealer, those persons who purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After shares will be instructed by the Company reaches the Minimum Offering, Dealer to make their checks should be made payable to “▇▇▇▇▇Corporate Income TrustCapital REIT, Inc.” or, alternatively, “Corporate Income Trust” or, in Any Dealer receiving a check not conforming to the event that foregoing instructions shall return such check directly to such subscriber not later than the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” end of the next business day following its receipt. Checks received by the Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth belowpursuant to one of the methods in this Article II. The Dealer Manager may authorize Dealer, Dealer if Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceedsproceeds made payable to the order of the escrow agent, or if the Company has received and accepted subscriptions for at least 250,000 shares and released the proceeds from such subscriptions from escrow, made payable to the order of the Company. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially received, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent escrow agent or the Dealer Manager, as applicable, by the end noon of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkcheck by the Dealer. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior forward both the subscription documents and check to the completion Dealer Manager as processing broker-dealer in order that the Dealer Manager may complete its review of the Minimum Offeringdocumentation and process the subscription documents and check. After completion If requested by the Company or the Dealer Manager, the Dealer shall obtain from subscribers for the Shares, other documentation reasonably deemed by the Company or the Dealer Manager to be required under applicable law or as may be necessary to reflect the policies of the Minimum OfferingCompany or the Dealer Manager. Such documentation may include, without limitation, subscribers’ written acknowledgement and agreement to the privacy policies of the Company may instruct or the Dealer to forward paperwork in good order and the check directly to the CompanyManager.

Appears in 1 contract

Sources: Dealer Manager Agreement (Lanier Capital REIT, Inc.)

Submission of Orders. Those persons (a) Each person desiring to purchase Primary Shares in the Offering will be required to complete and execute a subscription agreement in the form attached as an appendix to the Prospectus (the “Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) in the initial amount of $10.00 per Share, or such other per Share purchase price as the Company’s Board of Directors may establish from time to time (subject to available discounts based upon the volume of Shares purchased and for certain categories of purchasers, as specified in the Prospectus). There shall be a minimum initial purchase by any one purchaser of $4,000 in Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager). Minimum subsequent purchases of Primary Shares shall be $100 per transaction. Persons who purchase Primary Shares shall will be instructed by the Processing Broker-Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Steadfast Income TrustREIT, Inc.” or, alternatively, “Corporate Income Trust” or, in ” (b) The Processing Broker-Dealer receiving a Subscription Agreement and instrument of payment not conforming to the event that foregoing instructions shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the purchase is made using a Joint end of the second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (ai) If where, pursuant to the Dealer conducts its internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of the subscription documents and the check, prior payment to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (bii) If where, pursuant to the internal supervisory procedures are to be performed of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents payment to the Dealer Manager and (ii) the checks Company or to the Escrow Agent such other account or agent as directed by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (Steadfast Income REIT, Inc.)

Submission of Orders. Those persons 13.1 Each person desiring to purchase Offered Shares in the Offering will be required to complete and execute a Subscription Agreement in the form attached as an Appendix to the Prospectus and to deliver to the Selected Dealer or Dealer Manager, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as a “Subscription Payment”) for the purchase price of the Offered Shares, subject to any discount that may apply based upon the volume of Offered Shares purchased pursuant to the schedule of discounts and procedures specified in the Prospectus. There shall be a minimum initial purchase by any one purchaser of 500 Offered Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager). Minimum subsequent purchases of Offered Shares shall be 100 Offered Shares per transaction. Persons who purchase Offered Shares shall make their checks payablepayable to “ ▇▇▇▇▇▇ Street Bank & Trust, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent as escrow agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REITCapital, Inc .or The Company will sell the Offered Shares on a recognizable contraction or abbreviation thereofcontinuous basis at a price of $10.00 per Offered Share, subject to any adjustment to ensure that Offered Shares are not sold at a price, after deduction of selling commissions and the Dealer Manager Fee, that is below net asset value per Offered Share. After the Company reaches the Minimum Offering, checks should be made payable Each person desiring to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, purchase Offered Shares in the event that Offering must submit subscriptions for a specific amount of Offered Shares. The Processing Broker-Dealer receiving a Subscription Agreement and Subscription Payment not conforming to the purchase is made using a Joint foregoing instructions shall return such Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreement and Subscription Payment directly to such subscriber not later than the end of the second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and Subscription Payments received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section 13. Transmittal of received investor funds will be made in accordance with the following procedures:. The Dealer Manager may authorize certain Selected Dealers that are “$250,000 broker-dealers” to instruct their customers to make their checks for Offered Shares subscribed for payable directly to the Selected Dealer. In such case, the Selected Dealer will collect the proceeds of the subscribers’ checks and issue a check for the aggregate amount of the subscription proceeds made payable to the order of “▇▇▇▇▇▇ Street Bank & Trust, as escrow agent for ▇▇▇▇▇▇▇ Capital, Inc.” (a) 13.2 If the Processing Broker-Dealer conducts its internal supervisory procedures review at the same location where subscription documents at which Subscription Agreements and checks Subscription Payments are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt of by the subscription documents Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and Subscription Payment for deposit with the checkEscrow Agent, prior or after the Minimum Offering has been achieved, to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companyor its designated agent. (b) 13.3 If the Processing Broker-Dealer conducts its internal supervisory procedures are to be performed review at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must Subscription Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office of the subscription documents Office, transmit such Subscription Agreements and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents Subscription Payment for deposit to the Escrow Agent, or after the Minimum Offering has been achieved, to the Company or its designated agent. Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer Manager shall cause the custodian of such account to deliver a completed Subscription Agreement and (ii) Subscription Payment for such account directly for deposit to the checks Escrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent by the end with each delivery of Subscription Payments a list of the next business day following receipt subscribers showing the name, address, tax identification number, state of the subscription documents residence, amount of Offered Shares subscribed for, and the check, prior to the completion amount of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companymoney paid.

Appears in 1 contract

Sources: Dealer Manager Agreement (Keating Capital Inc)

Submission of Orders. 12.1 Those persons who purchase Shares shall Units will be instructed by the Dealer Manager or the Dealer to make their checks payable, prior payable to the time the Company reaches the Minimum Offering, to “UMB Bank"Wells Fargo Bank Iowa, N.A., Agent as escrow agent for Behringer Harvard Sho▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for -▇▇▇▇ REIT” or rm Opportunity Fund I LP." The Dealer Manager and any Dealer receiving a recognizable contraction or abbreviation thereofcheck not conforming to the foregoing instructions shall return such check directly to such subscriber not later than the end of the next business day following its receipt. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that Manager or Dealer which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section 12. Transmittal of received investor funds will be made in accordance with the following procedures:. The Dealer Manager may authorize certain Dealers which are "$250,000 broker-dealers" to instruct their customers to make their checks for Units subscribed for payable directly to the Dealer. In such case, the Dealer will collect the proceeds of the subscriber's checks and issue a check for the aggregate amount of the subscription proceeds made payable to the order of the escrow agent. (a) 12.2 If the a Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially received, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent escrow agent by the end noon of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) 12.3 If the a Dealer's internal supervisory procedures are to be performed at a different location (the "Final Review Office"), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkcheck by the Dealer. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior forward both the subscription documents and check to the completion Dealer Manager as processing broker-dealer in order that the Dealer Manager may complete its review of the Minimum Offering. After completion documentation and process the subscription documents and check. 12.4 Any check received by the Dealer Manager directly or as processing broker-dealer from the Dealers will, in all cases, be forwarded to the escrow agent as soon as practicable, but in any event by the end of the Minimum Offering, the Company may instruct second business day following receipt by the Dealer Manager of the subscription documents and check. Checks of rejected subscribers will be promptly returned to forward paperwork in good order and the check directly to the Companysuch subscribers.

Appears in 1 contract

Sources: Dealer Manager Distribution Agreement (Behringer Harvard Short Term Opportunity Fund I Lp)

Submission of Orders. Those persons who (a) Each person desiring to purchase Offered Shares shall make their checks payable, prior in the Offering will be required to complete and execute a subscription agreement in the form attached as an Appendix to the time Prospectus (the Company reaches the Minimum Offering, “Subscription Agreement”) and to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited deliver to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Participating Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an UMB Bankinstrument of payment”) in the initial amount of $10.00 per Class A Share, N.A.$9.68 per Class T Share, Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After $9.39 per Class D Share and $9.20 per Class I Share until the Company reaches Fund has achieved the Minimum OfferingOffering Requirement, checks should be made payable and thereafter at a public offering price equal to “▇▇▇▇ Corporate Income Trustthe Fund’s NAV plus the applicable selling commissions and/or Dealer Manager Fees, Inc.” oror such other per share purchase price as the Fund’s Board of Directors may establish from time to time (subject to available discounts based upon the volume of shares purchased and for certain categories of purchasers, alternatively, “Corporate Income Trust” or, as specified in the Prospectus). In no event that shall the aggregate selling commissions, Dealer Manager Fees and Distribution Fees (each as defined herein) exceed 8.0% of the gross offering proceeds received in the Offering. There shall be a minimum initial purchase is made using by any one purchaser of $4,000 in Class A Shares, Class T Shares and Class D Shares and a Joint minimum initial purchase by any one purchaser of $10,000 in Class I Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Fund to the Dealer Manager). Minimum subsequent purchases of Offered Shares shall be $500 per transaction. Any Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreement and instrument of payment not conforming to the foregoing instructions shall be returned to such subscriber not later than the end of the second business day following receipt by Participating Dealer of such materials. Subscription Agreements and instruments of payment received by the Participating Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (ai) If the Dealer conducts its where, pursuant to Participating Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by Participating Dealer, Participating Dealer will transmit the Subscription Agreements and instrument of the subscription documents and the check, prior payment to the completion of Escrow Agent (as defined below) or, after the Fund has received and accepted subscriptions for at least $3,000,000 in Offered Shares (the “Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly Offering Requirement”) to the Company.Fund or to such other account or agent as directed by the Fund; and (bii) If the where, pursuant to Participating Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents then Subscription Agreements and check must instruments of payment will be transmitted by Participating Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Dealer. The Final Review Office willwill in turn, by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instrument of payment to the Escrow Agent or, after the Minimum Offering Requirement has been achieved, to the Fund or to such other account or agent as directed by the Fund. (b) Participating Dealer understands that the Fund and/or the Dealer Manager reserves the unconditional right to reject any order for any or no reason. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Participating Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account directly to the Escrow Agent or, after the Minimum Offering Requirement has been achieved, to the Fund or to such other account agent as directed by the Fund. The Participating Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscription documents subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and checkthe amount of money paid. (d) Until such time as the Minimum Offering Requirement is achieved, conduct its suitability review those purchasers who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “UMB Bank, N.A., as escrow agent for Steadfast Alcentra Global Credit Fund.” Thereafter, those persons who purchase Offered Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “Steadfast Alcentra Global Credit Fund.” (e) Participating Dealer hereby agrees to be bound by the terms of the transaction Escrow Agreement, dated __________, 2016 (the “Escrow Agreement”), by and if among UMB Bank, N.A., as escrow agent (the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to “Escrow Agent”), the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the CompanyFund.

Appears in 1 contract

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

Submission of Orders. Those persons who Each person desiring to purchase Primary Shares shall make their checks payable, prior in the Offering will be required to complete and execute a subscription agreement (“Subscription Agreement”) in the form attached as an Appendix to the time the Company reaches the Minimum Offering, Prospectus and to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited deliver to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Participating Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After instrument of payment”) in the amount of in the amount of $9.25 per Share until the Company reaches has sold $100,000,000 in Primary Shares, and $10.00 per Share thereafter, subject to discounts based upon the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, volume of shares purchased and for certain categories of purchasers as described in the event that Prospectus. There shall be a minimum initial purchase by any one purchaser of $4,000 of Primary Shares (except as otherwise indicated in the purchase is made using a Joint Prospectus, or in any letter or memorandum from the Company to the Dealer Manager). Minimum subsequent purchases of Primary Shares shall be $100 per transaction. Any Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreement and instrument of payment not conforming to the foregoing instructions shall be returned to such subscriber not later than the end of the second business day following receipt by Participating Dealer of such materials. Subscription Agreements and instruments of payment received by the Participating Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (a) If the Dealer conducts its where, pursuant to Participating Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by Participating Dealer, Participating Dealer will transmit the Subscription Agreements and instrument of the subscription documents and the check, prior payment to the completion of Escrow Agent (as defined below) or, after the Company has received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering. After completion of the Minimum Offering”), to the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (b) If the where, pursuant to Participating Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents then Subscription Agreements and check must instruments of payment will be transmitted by Participating Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Dealer. The Final Review Office willwill in turn, by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instrument of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or to such other account or agent as directed by the end of Company. (c) Participating Dealer understands that the next business day following receipt of Company and/or the subscription documents and Dealer Manager reserves the checkunconditional right to reject any order for any or no reason. (d) Notwithstanding the foregoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Primary Shares to be purchased by a custodial account, the Company may instruct Participating Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the Escrow Agent. The Participating Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Primary Shares subscribed for, and the amount of money paid. (e) Participating Dealer hereby agrees to be bound by the terms of the Escrow Agreement, dated , 2009 (the “Escrow Agreement”), by and among , as escrow agent (the “Escrow Agent”), and the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (NorthStar Real Estate Income Trust, Inc.)

Submission of Orders. The submission of orders for the purchase of Primary Shares shall proceed as follows: (a) Each person desiring to purchase Primary Shares in the Offering will be required to complete and execute a subscription agreement in the form attached as an appendix to the Prospectus (the “Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) in the amount of $10.00 per Share, subject to discounts based upon the volume of shares purchased and for certain categories of purchasers as described above. There shall be a minimum initial purchase by any one purchaser of $4,000 of Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager). Minimum subsequent purchases of Primary Shares shall be $100 per transaction. Those persons who purchase Primary Shares shall will be instructed by the Processing Broker-Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income TrustNorthStar Healthcare Income, Inc.” or “NorthStar Healthcare.” (b) The Processing Broker-Dealer receiving a recognizable contraction or abbreviation thereof, including but Subscription Agreement and instrument of payment not limited conforming to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that foregoing instructions shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the purchase is made using Joint end of the second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (ai) If where, pursuant to the Dealer conducts its internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of the subscription documents and the check, prior payment to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (bii) If where, pursuant to the internal supervisory procedures are to be performed of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents payment to the Dealer Manager and (ii) the checks Company or to the Escrow Agent such other account or agent as directed by the end of Company. (c) Notwithstanding the next business day following receipt of the subscription documents and the checkforegoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Offered Shares to be purchased by a custodial account, the Company may instruct Processing Broker-Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the Company. The Processing Broker-Dealer shall furnish to the Company with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Appears in 1 contract

Sources: Dealer Manager Agreement (NorthStar Healthcare Income, Inc.)

Submission of Orders. Those Each person desiring to purchase Primary Shares in the Offering will be required to complete and execute a Subscription Agreement in the form attached as an Appendix to the Prospectus and to deliver to Participating Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) in the amount of $10.00 per Share, or such discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus. There shall be a minimum initial purchase by any one purchaser of 250 Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company). Minimum subsequent purchases of Offered Shares shall be $500. Until such time as the Company has received and accepted subscriptions for at least 200,000 Offered Shares and released the proceeds from such subscriptions from escrow (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Offered Shares shall will be instructed by Participating Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB Bank, N.A., as Escrow Agent for ▇▇▇Corporate Income TrustNational REIT I, Inc.” or a recognizable contraction or abbreviation thereofThereafter, including but not limited those persons who purchase Offered Shares will be instructed by Participating Dealer to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, make their checks should be made payable to “▇▇▇Corporate Income TrustNational REIT I, Inc.” or, alternatively, “Corporate Income Trust” or, in ”. Any Subscription Agreement and instrument of payment not conforming to the event that foregoing instructions shall be returned to such subscriber not later than the purchase is made using a Joint end of the second business day following receipt by Participating Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Participating Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (a) If the Dealer conducts its where, pursuant to Participating Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end of the next business day following receipt by Participating Dealer, Participating Dealer will transmit the Subscription Agreements and instrument of the subscription documents and the check, prior payment to the completion of Escrow Agent (as defined below) or, after the Minimum Offering. After completion of the Minimum OfferingOffering (as defined below) has been obtained, to the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (b) If the where, pursuant to Participating Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents ; then Subscription Agreements and check must instruments of payment will be transmitted by Participating Dealer to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Dealer. The Final Review Office willwill in turn, by the end of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instrument of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or to such other account or agent as directed by the end of Company. Participating Dealer understands that the next business day following receipt of Company reserves the subscription documents and unconditional right to reject any order for any or no reason. Notwithstanding the checkforegoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Primary Shares to be purchased by a custodial account, the Company may instruct Participating Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the Escrow Agent. The Participating Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Primary Shares subscribed for, and the amount of money paid. Participating Dealer hereby agrees to be bound by the terms of the Escrow Agreement, dated [_________], 2009 (the “Escrow Agreement”), by and among UMB Bank, N.A., a national banking association, as escrow agent (the “Escrow Agent”), and the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (Moody National REIT I, Inc.)

Submission of Orders. 14.1 Those persons who purchase Shares shall will be instructed by the Dealer Manager or the Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for & ▇▇▇▇▇ REITHealthcare REIT II, Inc.or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “& ▇▇▇▇▇ REIT.Healthcare REIT II, Inc.The Dealer Manager may authorize certain Dealers that have “net capital,” as defined in the applicable federal securities regulations, of $250,000 or more, to instruct their customers to make their checks for Shares subscribed for payable directly to the Dealer. In such case, the Dealer will collect the proceeds of the subscribers’ checks and issue a check made payable to the order of the Company for the aggregate amount of the subscription proceeds or wire such funds to the Escrow Agent. The Dealer Manager and any Dealer receiving a check prior to the time that the Minimum Offering is obtained that does not conform to the foregoing instructions shall promptly return such check directly to such subscriber. Checks received by the Dealer Manager or Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks methods described in this Section 14 and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures:requirements set forth in Rule 15c2-4 promulgated under the Exchange Act. (a) 14.2 If the Dealer conducts its internal supervisory procedures at Manager or any Dealer receives a check that is made payable to the location where subscription documents and checks are initially receivedEscrow Agent after the Minimum Offering is obtained, the Dealer Manager shall conduct deposit such check with the Escrow Agent for payment to the Company at its suitability review request. 14.3 It is understood and agreed that the Company reserves the right in its sole discretion to refuse to sell any of the transaction Shares to any person. A sale of a Share shall be deemed to be completed if and only if the transaction is suitable and the paperwork is in good order forward (i) the Company has received a properly completed and executed subscription documents to documents, together with payment of the full purchase price of each purchased Share, from or on behalf of an investor who satisfies the applicable suitability standards and minimum purchase requirements set forth in the Registration Statement as determined by the Dealer Manager in accordance with the provisions of this Agreement and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companyhas accepted such subscription. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and check. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (Grubb & Ellis Healthcare REIT II, Inc.)

Submission of Orders. Those Each person desiring to purchase Primary Shares in the Offering will be required to complete and execute a Subscription Agreement in the form attached as an Appendix to the Prospectus and to deliver to Participating Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) in the amount of $10.00 per Share, or such discounted purchase price per Share that may apply based upon the available discounts specified in the Prospectus. There shall be a minimum initial purchase by any one purchaser of 250 Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company). Minimum subsequent purchases of Offered Shares shall be $500. Until such time as the Company has received and accepted subscriptions for at least 200,000 Offered Shares and released the proceeds from such subscriptions from escrow (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Offered Shares shall will be instructed by Participating Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB Bank, N.A., as Escrow Agent for ▇▇▇Corporate Income TrustNational REIT I, Inc.” or a recognizable contraction or abbreviation thereofThereafter, including but not limited those persons who purchase Offered Shares will be instructed by Participating Dealer to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, make their checks should be made payable to “▇▇▇Corporate Income TrustNational REIT I, Inc.” or, alternatively, “Corporate Income Trust” or, in ”. Any Subscription Agreement and instrument of payment not conforming to the event that foregoing instructions shall be returned to such subscriber not later than the purchase is made using a Joint end of the second business day following receipt by Participating Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Participating Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (a) If the Dealer conducts its where, pursuant to Participating Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end of the next business day following receipt by Participating Dealer, Participating Dealer will transmit the Subscription Agreements and instrument of the subscription documents and the check, prior payment to the completion of Escrow Agent (as defined below) or, after the Minimum Offering. After completion of the Minimum OfferingOffering (as defined below) has been obtained, to the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (b) If the where, pursuant to Participating Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents ; then Subscription Agreements and check must instruments of payment will be transmitted by Participating Dealer to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Dealer. The Final Review Office willwill in turn, by the end of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instrument of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or to such other account or agent as directed by the end of Company. Participating Dealer understands that the next business day following receipt of Company reserves the subscription documents and unconditional right to reject any order for any or no reason. Notwithstanding the checkforegoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Primary Shares to be purchased by a custodial account, the Company may instruct Participating Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the Escrow Agent. The Participating Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Primary Shares subscribed for, and the amount of money paid. Participating Dealer hereby agrees to be bound by the terms of the Escrow Agreement, dated March 26, 2009 (the “Escrow Agreement”), by and among UMB Bank, N.A., a national banking association, as escrow agent (the “Escrow Agent”), and the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (Moody National REIT I, Inc.)

Submission of Orders. Those 12.1 Until such time as the Company has received and accepted subscriptions for at least 200,000 shares and released the proceeds from such subscriptions from escrow (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from New York and Pennsylvania), those persons who purchase Shares shall will be instructed by the Dealer Manager or the Dealer to make their checks payablepayable as provided in the Escrow Agreement. Thereafter, prior those persons who purchase Shares will be instructed by the Dealer Manager or the Dealer to the time the Company reaches the Minimum Offering, make their checks payable to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income TrustBehringer Harvard Opportunity REIT II, Inc.” or The Dealer Manager and any Dealer receiving a recognizable contraction or abbreviation thereof, including but check not limited conforming to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that foregoing instructions shall return such check directly to such subscriber not later than the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereofend of the next business day following its receipt. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that Manager or Dealer which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section 12. Transmittal of received investor funds will be made in accordance with the following procedures:. The Dealer Manager may authorize certain Dealers which are “$250,000 broker-dealers” to instruct their customers to make their checks for Shares subscribed for payable directly to the Dealer. In such case, the Dealer will collect the proceeds of the subscribers’ checks and issue a check for the aggregate amount of the subscription proceeds made payable to the order of the escrow agent, or if instructed by the Dealer Manager as provided above, made payable to “Behringer Harvard Opportunity REIT II, Inc.” (a) 12.2 If the a Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially received, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (ia) the subscription documents to the Dealer Manager Behringer Harvard Investment Services, ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ (“Investment Services”) and (iib) the checks to the Escrow Agent escrow agent or Investment Services, as applicable, by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) 12.3 If the a Dealer’s internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkcheck by the Dealer. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior forward both the subscription documents and check to Investment Services in order that the Dealer Manager may complete its review of the documentation and process the subscription documents and check. 12.4 Any check received by Investment Services directly from the Dealers will, in all cases, be forwarded to the completion escrow agent as soon as practicable, but in any event by the end of the Minimum Offering. After completion second business day following receipt by Investment Services of the Minimum Offeringsubscription documents and check. Checks of rejected subscribers will be promptly returned to such subscribers. 12.5 If requested by the Company, the Dealer Manager shall obtain, and shall cause the Dealers to obtain, from subscribers for the Shares, other documentation reasonably deemed by the Company to be required under applicable law or as may instruct be necessary to reflect the Dealer policies of the Company. Such documentation may include, without limitation, subscribers’ written acknowledgement and agreement to forward paperwork in good order and the check directly to privacy policies of the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (Behringer Harvard Opportunity REIT II, Inc.)

Submission of Orders. Those (a) Each person desiring to purchase Primary Shares in the Offering will be required to complete and execute a subscription agreement in the form attached as an appendix to the Prospectus (the “Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) in the amount of $10.00 per Share, subject to discounts for certain categories of purchasers as described above. There shall be a minimum initial purchase by any one purchaser of $2,500 of Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager). Until such time as the Company has received and accepted subscriptions for at least $2,500,000 in Primary Shares (the “Minimum Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those purchasers who purchase Primary Shares will be instructed by the Processing Broker-Dealer to make their checks payable to “Bank of Nevada, as agent for CM REIT, Inc.” Thereafter, those persons who purchase Primary Shares shall will be instructed by the Processing Broker-Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income TrustCM REIT, Inc.” or, alternatively, “Corporate Income Trust” or, in ” (b) The Processing Broker-Dealer receiving a Subscription Agreement and instrument of payment not conforming to the event that foregoing instructions shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the purchase is made using a Joint end of the second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (ai) If where, pursuant to the Dealer conducts its internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of the subscription documents and the check, prior payment to the completion of Escrow Agent or, after the Minimum Offering. After completion of the Minimum OfferingOffering has been obtained, to the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (bii) If where, pursuant to the internal supervisory procedures are to be performed of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or to such other account or agent as directed by the end of Company. (c) Notwithstanding the next business day following receipt of the subscription documents and the checkforegoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Offered Shares to be purchased by a custodial account, the Company may instruct Processing Broker-Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the CompanyEscrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Appears in 1 contract

Sources: Dealer Manager Agreement (CM REIT, Inc.)

Submission of Orders. Dealer hereby agrees to solicit, as an independent contractor and not as the agent of the Dealer Manager or of the Company (or their affiliates), persons acceptable to the Company to purchase the Shares pursuant to the subscription agreement in the form attached to the Prospectus and in accordance with the terms of the Prospectus. Dealer hereby agrees to diligently make inquiries as required by this Agreement, as set forth in the Prospectus, and as required by all applicable laws of all prospective investors in order to ascertain whether a purchase of the Shares is suitable for each such investor. Those persons who purchase Shares shall will be instructed by the Dealer to make their checks payablepayable to , prior to the time the Company reaches the Minimum Offering, to agent for UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust& ▇▇▇▇▇ Healthcare REIT II, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After after the Company reaches the Minimum Offeringits minimum offering, checks should be made payable to “▇▇▇Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “& ▇▇▇▇▇ REIT.Healthcare REIT II, Inc.” Checks received by the Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth belowpursuant to one of the following methods: 1. The Dealer Manager may authorize DealerWhere, if Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly pursuant to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its internal supervisory procedures procedures, internal supervisory review is conducted at the same location where at which subscription documents and checks are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must will be transmitted to the Final Review Office by the end of the next business day following receipt by Dealer for deposit to the Company. 2. Where, pursuant to the Dealer’s internal supervisory procedures, final internal supervisory review is conducted at a different location, checks will be transmitted by the end of the next business day following receipt by Dealer to the office of the Dealer of conducting such final internal supervisory review (the subscription documents and check“Final Review Office”). The Final Review Office will, will in turn by the end of the next business day following receipt by the Final Review Office of the subscription documents and checkOffice, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents transmit such checks for deposit to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to escrow agent or the Company, as applicable.

Appears in 1 contract

Sources: Dealer Manager Agreement (Grubb & Ellis Healthcare REIT II, Inc.)

Submission of Orders. Those persons who Each person desiring to purchase Primary Shares shall in an Offering will be required to complete and execute a subscription agreement provided by the Company to the Dealer Manager and each Participating Broker-Dealer for use in connection with the Offering (the “Subscription Agreement”) and to deliver to Participating Broker-Dealer such completed and executed Subscription Agreement together with a check, draft or wire (hereinafter referred to as an “instrument of payment”) in the amount of such person’s purchase, which must be at least the minimum purchase amount set forth in the Prospectus. Persons purchasing Primary Shares will be instructed by Participating Broker-Dealer to make their checks payable, prior instruments of payment payable to or for the time the Company reaches the Minimum Offering, to benefit of UMB Bank, N.A., Agent for ▇▇▇▇ Corporate ▇▇▇▇ LaSalle Income Property Trust, Inc.” or a recognizable contraction or abbreviation thereofSubscriptions processed and accepted by the Company prior to the close of the New York Stock Exchange (generally, including but not limited 4:00 p.m. Eastern time, referred to herein as the UMB Bankclose of business”) on any business day will be executed at the NAV per share for the class of shares being purchased calculated as of that day and as posted on the Company’s website, N.A., f/b/o Corporate Income Trust” or, plus any applicable selling commissions described in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereofProspectus. After Subscriptions processed and accepted by the Company reaches after the Minimum Offeringclose of business on any business day, checks should or on a day that is not a business day, will be made payable to “▇▇▇▇ Corporate Income Trustexecuted at the price per share for the class of shares being purchased calculated as of the following business day, Inc.” or, alternatively, “Corporate Income Trust” or, plus any applicable selling commissions described in the event that Prospectus. A purchaser will be contractually obligated to purchase Primary Shares in the purchase aggregate dollar amount of the purchaser’s subscription as of the close of business on the date the subscription is made using accepted by the Company. If Participating Broker-Dealer receives a Joint Subscription AgreementAgreement or instrument of payment not conforming to the foregoing instructions, “▇▇▇▇ REIT.” Checks Participating Broker-Dealer shall return such Subscription Agreement and instrument of payment directly to such purchaser not later than the end of the second business day following receipt by the Participating Broker-Dealer. Subscription Agreements and instruments of payment received by the Participating Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (a) If the Dealer conducts its where, pursuant to Participating Broker-Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from purchasers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by Participating Broker-Dealer, Participating Broker-Dealer will transmit the Subscription Agreements and instruments of the subscription documents and the check, prior payment to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (b) If the where, pursuant to Participating Broker-Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents then Subscription Agreements and check must instruments of payment will be transmitted by Participating Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Broker-Dealer. The Final Review Office willwill in turn, by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents payment to the Dealer Manager and (ii) the checks Company or to the Escrow Agent such other account or agent as directed by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum OfferingCompany. After completion of the Minimum Offering, Participating Broker-Dealer understands that the Company may instruct reserves the unconditional right to reject any order for any or no reason. Notwithstanding the foregoing, with respect to any Primary Shares to be purchased by a custodial account, Participating Broker-Dealer shall cause the custodian of such account to forward paperwork in good order deliver a Subscription Agreement and the check an instrument of payment for such account directly to the Company. Participating Broker- Dealer shall furnish to the Company with each delivery of Subscription Agreements and instruments of payment a list of the purchasers showing the name, address, tax identification number, state of residence and dollar amount of Primary Shares to be purchased.

Appears in 1 contract

Sources: Dealer Manager Agreement (Jones Lang LaSalle Income Property Trust, Inc.)

Submission of Orders. Those persons who purchase Shares shall make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income TrustOffice & Industrial REIT (CCIT III), Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income TrustCCIT III” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income TrustOffice & Industrial REIT (CCIT III), Inc.” or, alternatively, “Corporate Income TrustCCIT III” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially received, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and check. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (Cole Office & Industrial REIT (CCIT III), Inc.)

Submission of Orders. Those persons 13.1. Each person desiring to purchase Shares in the Offering will be required to complete and execute a Subscription Agreement substantially in the form attached as an Appendix to the Private Placement Memorandum and to deliver to the Participating Broker-Dealer or Dealer Manager, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as a “Subscription Payment”) for the purchase price of the Shares, which must be at least the minimum purchase amount set forth in the Private Placement Memorandum. The Dealer Manager shall ensure that any Participating Broker-Dealer shall only offer to sell and accept Subscription Agreements and Subscription Payments for Shares in accordance with the offering terms and conditions as set forth in the Private Placement Memorandum. Persons who purchase Shares shall make their checks payable, prior to the time the Company reaches the Minimum Offering, Subscription Payments payable to “UMB Bank, N.A., as Escrow Agent for ▇▇▇▇ Corporate Income Blue Owl Digital Infrastructure Trust, Inc..The Trust will sell the Shares on a continuous basis at prices and in accordance with the offering terms and conditions set forth in and subject to any adjustment described or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, otherwise provided in the event that the Private Placement Memorandum. Each person desiring to purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, Shares in the event that Offering must submit subscriptions for a certain dollar amount, rather than a number of Shares and, as a result, may receive fractional Shares. The Processing Broker-Dealer receiving a Subscription Agreement and Subscription Payment not conforming to the purchase is made using foregoing instructions, or for a Joint sale of Shares not meeting the offering terms and conditions set forth in the Private Placement Memorandum, shall return such Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreement and Subscription Payment directly to such subscriber not later than the end of the second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and Subscription Payments received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section 13. Transmittal of received investor funds will be made in accordance with the following procedures:. (a) 13.2. If the Processing Broker-Dealer conducts its internal supervisory procedures review at the same location where subscription documents at which Subscription Agreements and checks Subscription Payments are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt of by the subscription documents Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and the check, prior Subscription Payment for deposit to the completion of Escrow Agent, or after the Minimum Offering. After completion of the Minimum OfferingTrust commences investment operations, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the CompanyTrust or its designated agent. (b) 13.3. If the Processing Broker-Dealer conducts its internal supervisory procedures are to be performed review at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must Subscription Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office of the subscription documents Office, transmit such Subscription Agreements and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks Subscription Payment for deposit to the Escrow Agent Agent, or after the Trust commences investment operations, to the Trust or its designated agent. Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, the end Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and Subscription Payment for such account directly for deposit to the Escrow Agent, or after the Trust commences investment operations, to the Trust or its designated agent. The Processing Broker-Dealer shall furnish to the Escrow Agent, the Trust or its designated agent, as applicable, with each delivery of Subscription Payments a list of the next business day following receipt subscribers showing the name, U.S. address, tax identification number, state of the subscription documents residence, number of Shares subscribed for and the checkamount of money paid. The Dealer Manager understands that the Trust reserves the unconditional right to reject any Subscription Agreement, prior to the completion of the Minimum Offering. After completion of the Minimum Offeringin whole or in part, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companyfor any or no reason.

Appears in 1 contract

Sources: Dealer Manager Agreement (Blue Owl Digital Infrastructure Trust)

Submission of Orders. Dealer hereby agrees to solicit, as an independent contractor and not as the agent of the Dealer Manager or of the Company (or their affiliates), persons acceptable to the Company to purchase the Shares pursuant to the subscription agreement in the form attached to the Prospectus and in accordance with the terms of the Prospectus. Dealer hereby agrees to diligently make inquiries as required by this Agreement, as set forth in the Prospectus, and as required by all applicable laws of all prospective investors in order to ascertain whether a purchase of the Shares is suitable for each such investor. Those persons who purchase Shares shall will be instructed by the Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB _________________ Bank, N.A.N.A, Agent for ▇▇▇▇ Corporate Income Trust▇▇▇▇-American Healthcare REIT III, Inc.” where appropriate, or a recognizable contraction or abbreviation thereof, including but not limited directly to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust▇-American Healthcare REIT III, Inc.” orInc. after the Minimum Offering has been achieved. Dealer hereby agrees to be bound by the terms of the Escrow Agreement executed by and among ________________, alternativelyas escrow agent, “Corporate Income Trust” or, in the event that Dealer Manager and the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Company. Checks received by the Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth belowpursuant to one of the following methods: 1. The Dealer Manager may authorize DealerWhere, if Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly pursuant to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its internal supervisory procedures procedures, internal supervisory review is conducted at the same location where at which subscription documents and checks are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of will be transmitted promptly the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the by Dealer to forward paperwork in good order and the check directly for deposit to the Company. (b) If 2. Where, pursuant to the Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location location, checks will be transmitted promptly on the next business day following receipt by Dealer to the office of the Dealer conducting such final internal supervisory review (the “Final Review Office”), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and check. The Final Review Office will, by the end of will in turn transmit promptly on the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents such checks for deposit to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to escrow agent or the Company, as applicable.

Appears in 1 contract

Sources: Dealer Manager Agreement (Griffin-American Healthcare REIT III, Inc.)

Submission of Orders. Those persons (a) Each person desiring to purchase Offered Shares in the Offering will be required to complete and execute a subscription agreement in the form attached as an appendix to the Prospectus (the “Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) at a public offering price equal to the Fund’s NAV plus the applicable selling commissions and/or Dealer Manager Fees, or such other per share purchase price as the Fund’s Board of Directors may establish from time to time (subject to available discounts based upon the volume of shares purchased and for certain categories of purchasers, as specified in the Prospectus). In no event shall the aggregate selling commissions, Dealer Manager Fees and Distribution and Servicing Fees exceed 8.0% of the gross offering proceeds received in the Offering. There shall be a minimum initial purchase by any one purchaser of $5,000 in Offered Shares; however, for qualified accounts the minimum initial purchase is $2,500 in Offered Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Fund to the Dealer Manager). Minimum subsequent purchases of Offered Shares shall be $100 per transaction. Persons who purchase Offered Shares shall will be instructed by the Processing Broker-Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in Stira Alcentra Global Credit Fund.” (b) The Processing Broker-Dealer receiving a Subscription Agreement and instrument of payment not conforming to the event that foregoing instructions shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the purchase is made using a Joint end of the second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Processing Broker-Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (ai) If where, pursuant to the Dealer conducts its internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of the subscription documents and the check, prior payment to the completion of Fund or to such other account or agent as directed by the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.Fund; and (bii) If where, pursuant to the internal supervisory procedures are to be performed of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents payment to the Dealer Manager and (ii) the checks Fund or to the Escrow Agent such other account or agent as directed by the end of Fund. (c) Notwithstanding the next business day following receipt of the subscription documents and the checkforegoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Offered Shares to be purchased by a custodial account, the Company may instruct Processing Broker-Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the CompanyFund. The Processing Broker-Dealer shall furnish to the Fund or such other account agent as directed by the Fund with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Appears in 1 contract

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

Submission of Orders. Those persons who purchase Shares shall will be instructed by the Dealer to make their checks payable, prior payable to the time the Company reaches the Minimum Offering, to “UMB Bank"Wells Fargo Bank Iowa, N.A., Agent as escrow agent for Behringer Harvard REI▇ ▇▇▇ Corporate Income Trust, Inc.” or " Any Dealer receiving a recognizable contraction or abbreviation thereof, including but check not limited conforming to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that foregoing instructions shall return such check directly to such subscriber not later than the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereofend of the next business day following its receipt. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth belowpursuant to one of the methods in this Article II. The Dealer Manager may authorize Dealer, Dealer if Dealer is a "$250,000 broker-dealer”, " to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s 's checks and issue a check made payable in to the manner described above order of the escrow agent for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially received, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent escrow agent by the end noon of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the internal supervisory procedures are to be performed at a different location (the "Final Review Office"), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkcheck by the Dealer. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior forward both the subscription documents and check to the completion Dealer Manager as processing broker-dealer in order that the Dealer Manager may complete its review of the Minimum Offeringdocumentation and process the subscription documents and check. After completion If requested by the Company or the Dealer Manager, the Dealer shall obtain from subscribers for the Shares, other documentation reasonably deemed by the Company or the Dealer Manager to be required under applicable law or as may be necessary to reflect the policies of the Minimum OfferingCompany or the Dealer Manager. Such documentation may include, without limitation, subscribers' written acknowledgement and agreement to the privacy policies of the Company may instruct or the Dealer to forward paperwork in good order and the check directly to the CompanyManager.

Appears in 1 contract

Sources: Dealer Manager Agreement (Behringer Harvard Reit I Inc)

Submission of Orders. (a) Each person desiring to purchase Primary Shares in the Offering will be required to complete and execute a subscription agreement in the form attached as an appendix to the Prospectus (the “Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) in the initial amount of $15.00 per share, or such other per share purchase price as the Company’s Board of Directors may establish from time to time (subject to available discounts based upon the volume of shares purchased and for certain categories of purchasers, as specified in the Prospectus). There shall be a minimum initial purchase by any one purchaser of $5,000 in Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager). Minimum subsequent purchases of Primary Shares shall be $100 per transaction. Those persons who purchase Primary Shares shall will be instructed by the Processing Broker-Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income TrustSteadfast Apartment REIT, Inc.” or, alternatively, “Corporate Income Trust” or, in ” (b) The Processing Broker-Dealer receiving a Subscription Agreement and instrument of payment not conforming to the event that foregoing instructions shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the purchase is made using a Joint end of the second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (ai) If where, pursuant to the Dealer conducts its internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of the subscription documents and the check, prior payment to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (bi) If where, pursuant to the internal supervisory procedures are to be performed of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents payment to the Dealer Manager and (ii) the checks Company or to the Escrow Agent such other account or agent as directed by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (Steadfast Apartment REIT, Inc.)

Submission of Orders. a. Initially, those persons who purchase Shares will be instructed by the Dealer Manager or the Dealer to make their checks payable to " , as escrow agent for Dividend Capital Total Realty Trust Inc." After the Company meets the Minimum Offering Requirements, those persons who purchase Shares (except residents of the State of New York) will be instructed by the Dealer Manager or the Dealer to make their checks payable to "Dividend Capital Total Realty Trust Inc." Those persons who purchase Shares shall and are residents of the State of New York, will be instructed by the Dealer Manager or the Dealer to make their checks payablepayable to " , prior as escrow agent for Dividend Capital Total Realty Trust Inc." until the Company receives aggregate gross proceeds from the Offering of $2,500,000, and to "Dividend Capital Total Realty Trust Inc." thereafter. The Dealer Manager and any Dealer receiving a check not conforming to the time foregoing instructions shall return such check directly to such subscriber not later than the Company reaches end of the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereofnext business day following its receipt. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that Manager or Dealer which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section 12. Transmittal of received investor funds will be made in accordance with the following procedures:. (a) If the Dealer conducts its b. Where, pursuant to a Dealer's internal supervisory procedures procedures, internal supervisory review is conducted at the same location where at which subscription documents and checks are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review checks will be transmitted in care of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and check. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents for deposit to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.Dividend Capital Total Realty Trust Inc.

Appears in 1 contract

Sources: Dealer Manager Agreement (Dividend Capital Total Realty Trust Inc.)

Submission of Orders. Those The Dealer Manager, in its agreements with Dealers, shall require each Dealer to: (i) except as set forth below, instruct those persons who purchase Shares shall to make their checks payable, prior payable to the time the Company reaches the Minimum Offering, or wire transfer directed to “UMB Bank[●], N.A., as Escrow Agent for ▇▇▇▇ Corporate Rodin Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After ”; (ii) after the Company reaches meets the Minimum OfferingOffering requirement of $2,000,000, instruct subscribers to make their checks should be made payable to or to send wire transfers for the account of ▇▇▇▇ Corporate Rodin Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in ;” (iii) return any check not conforming to the event foregoing instructions directly to such subscriber not later than the end of the next business day following its receipt; provided that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks checks received by the Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures:procedures in paragraphs (iv) through (vi) below; (aiv) If the Dealer conducts its where, pursuant to a Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where at which subscription documents and checks are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the transmit checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct check by the Dealer to forward paperwork in good order and the check directly escrow agent or, after the Minimum Offering has been achieved, to the Company or to such other account or agent as directed by the Company.; (bv) If the where, pursuant to a Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the transmit subscription documents and check must be transmitted checks to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkcheck by the Dealer. The Final Review Office will, will transmit such subscription documents and checks by the end of the next business day following receipt by the Final Review Office of to the escrow agent or, after the Minimum Offering has been achieved, to the Company or to such other account or agent as directed by the Company; and (vi) deliver checks and completed subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents required to be sent to the Dealer Manager and (iiescrow agent pursuant to this Section 5(j) the checks via overnight courier to the [●], as Escrow Agent by the end of the next business day following receipt of the subscription documents and the checkfor Rodin Income Trust, prior to the completion of the Minimum Offering. After completion of the Minimum OfferingInc., the Company may instruct the Dealer to forward paperwork in good order and the check directly to the CompanyAttention: [●].

Appears in 1 contract

Sources: Dealer Manager Agreement (Rodin Income Trust, Inc.)

Submission of Orders. Those persons who Each person desiring to purchase Offered Shares shall make their checks payable, prior in the Offering will be required to complete and execute a Subscription Agreement in the form attached as an Appendix to the time Prospectus and to deliver to the Company reaches Dealer Manager or Participating Dealer, as the Minimum Offeringcase may be, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an UMB Bankinstrument of payment”) in the amount of $10 per Offered Share, N.A.or such discounted purchase price per Offered Share that may apply based upon the volume of Offered Shares purchased pursuant to the schedule of discounts and procedures specified in the Prospectus. There shall be a minimum purchase by any one person of 100 Offered Shares (except as otherwise indicated in the Prospectus, Agent for ▇▇▇▇ REIT” or a recognizable contraction in any letter or abbreviation thereof. After memorandum from the Company reaches to the Minimum Offering, checks should be made payable Dealer Manager). The Dealer Manager or any Participating Dealer receiving a Subscription Agreement and instrument of payment not conforming to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that foregoing instructions shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the purchase is made using a Joint end of the second business day following receipt by the Dealer Manager or Participating Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Dealer that Manager or Participating Dealer which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (a) If where, pursuant to the Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially received, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager or Participating Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and (ii) the checks to the Escrow Agent instruments of payment are received from subscribers, then, by the end of the next business day following receipt of by the subscription documents and Dealer Manager or Participating Dealer, the check, prior Dealer Manager or Participating Dealer will transmit the Subscription Agreements to the completion of Escrow Agent and shall effect a wire transfer in immediately available federal funds from the Minimum Offering. After completion of Dealer Manager or the Minimum Offering, Participating Dealer to the Escrow Agent using the wire transfer instructions attached hereto as Exhibit C or such other wiring instructions as the Company may instruct provide the Dealer Manager from time to forward paperwork in good order and time (the check directly “Wire Transfer Instructions”) of the subscribers’ subscription funds represented by the instructions of payment received by the Dealer Manager or Participating Dealer (it being understood that the Dealer Manager or Participating Dealer will transmit all subscription funds to the Company.Escrow Agent by wire transfer regardless of the form of the instruction of payment received by the Dealer Manager Participating Dealer and that such wire transfer shall specify the subscriber(s) that it benefits); and (b) If where, pursuant to the internal supervisory procedures are to be performed of the Dealer Manager or Participating Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must instruments of payment will be transmitted by the Dealer Manager or Participating Dealer to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkManager or Participating Dealer. The Final Review Office will, will in turn by the end of the next business day following receipt by the Final Review Office of Office, transmit such Subscription Agreements to the subscription documents Escrow Agent and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is shall effect a wire transfer in good order forward (i) the subscription documents to immediately available federal funds from the Dealer Manager and or Participating Dealer to the Escrow Agent using the Wire Transfer Instructions of the subscribers’ subscription funds represented by the instructions of payment received by the Dealer Manager or Participating Dealer (ii) it being understood that the checks Dealer Manager or Participating Dealer will transmit all subscription funds to the Escrow Agent by the end wire transfer regardless of the next business day following receipt form of the subscription documents instruction of payment received by the Dealer Manager or Participating Dealer and that such wire transfer shall specify the checksubscriber(s) that it benefits). Notwithstanding the foregoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Offered Shares to be purchased by a custodial account, the Company Dealer Manager or the Participating Dealer, as the case may instruct be, shall cause the Dealer custodian of such account to forward paperwork in good order and the check deliver a completed Subscription Agreement for such account directly to the CompanyEscrow Agent and to effect a wire transfer of such account’s subscription funds in immediately available federal funds to the Escrow Agent using the Wire Transfer Instructions. The Dealer Manager or the Participating Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Appears in 1 contract

Sources: Dealer Manager Agreement (Paladin Realty Income Properties Inc)

Submission of Orders. Those persons who Each person desiring to purchase Primary Shares shall make their checks payable, prior in the Offering will be required to complete and execute a subscription agreement (“Subscription Agreement”) in the form attached as an Appendix to the time the Company reaches the Minimum Offering, Prospectus and to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited deliver to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Participating Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an UMB Bankinstrument of payment”) in the initial amount of $25.00 per share, N.A.or such other purchase price per share that the Company’s Board of Directors may establish from time to time (subject to available discounts based upon the volume of shares purchased and for certain categories of purchasers, Agent for ▇▇▇▇ REIT” as specified in the Prospectus). There shall be a minimum initial purchase by any one purchaser of $2,500 in shares (except as otherwise indicated in the Prospectus, or a recognizable contraction in any letter or abbreviation thereof. After memorandum from the Company reaches to the Dealer Manager). Minimum Offering, checks should subsequent purchases of shares shall be made payable $500 per transaction. Any Subscription Agreement and instrument of payment not conforming to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that foregoing instructions shall be returned to such subscriber not later than the purchase is made using a Joint end of the second business day following receipt by Participating Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Participating Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (a) If the Dealer conducts its where, pursuant to Participating Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by Participating Dealer, Participating Dealer will transmit the Subscription Agreements and instrument of the subscription documents and the check, prior payment to the completion of Escrow Agent (as defined below) or, after the Company has received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering. After completion of the Minimum Offering”), to the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (b) If the where, pursuant to Participating Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents then Subscription Agreements and check must instruments of payment will be transmitted by Participating Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Dealer. The Final Review Office willwill in turn, by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instrument of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or to such other account or agent as directed by the end of Company. (c) Participating Dealer understands that the next business day following receipt of Company and/or the subscription documents and Dealer Manager reserves the checkunconditional right to reject any order for any or no reason. (d) Notwithstanding the foregoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Primary Shares to be purchased by a custodial account, the Company may instruct Participating Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or to such other account agent as directed by the Company. The Participating Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Primary Shares subscribed for, and the amount of money paid. (e) Participating Dealer hereby agrees to be bound by the terms of the Escrow Agreement, dated [__], 2014 (the “Escrow Agreement”), by and among UMB Bank, N.A., as escrow agent (the “Escrow Agent”), and the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (Moody National REIT II, Inc.)

Submission of Orders. Those persons who Each person desiring to purchase Shares shall make their checks payable, prior in the Offering will be required to complete and execute a Subscription Agreement in the form attached as an Appendix to the time the Company reaches the Minimum Offering, Prospectus and to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited deliver to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Participating Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an UMB Bankinstrument of payment”) in the amount of $10 per Share, N.A.or such discounted purchase price per Share that may apply based upon the volume of Shares purchased pursuant to the schedule of discounts and procedures specified in the Prospectus. There shall be a minimum purchase by any one person of 100 Shares (except as otherwise indicated in the Prospectus, Agent for ▇▇▇▇ REIT” or a recognizable contraction in any letter or abbreviation thereof. After memorandum from the Company reaches to the Minimum Offering, checks should Dealer Manager). Any Subscription Agreement and instrument of payment not conforming to the foregoing instructions shall be made payable returned to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in such subscriber not later than the event that end of the purchase is made using a Joint second business day following receipt by Participating Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Participating Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (a) If the Dealer conducts its where, pursuant to Participating Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end of the next business day following receipt by Participating Dealer Participating Dealer will transmit the Subscription Agreements to the Escrow Agent (as defined below) and shall effect a wire transfer in immediately available federal funds from Participating Dealer to the Escrow Agent using the wire transfer instructions attached hereto or such other wiring instructions as the Dealer Manager may provide Participating Dealer from time to time (the “Wire Transfer Instructions”) of the subscribers’ subscription documents and funds represented by the check, prior instructions of payment received by Participating Dealer (it being understood that Participating Dealer will transmit all subscription funds to the completion Escrow Agent by wire transfer regardless of the Minimum Offering. After completion form of the Minimum Offering, instruction of payment received by Participating Dealer and that such wire transfer shall specify the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.subscriber(s) that it benefits); and (b) If the where, pursuant to Participating Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents ; Subscription Agreements and check must instruments of payment will be transmitted by Participating Dealer to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Dealer. The Final Review Office will, will in turn by the end of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements to the Escrow Agent and shall effect a wire transfer in immediately available federal funds from Participating Dealer to the Escrow Agent using Wire Transfer Instructions of the subscribers’ subscription documents and check, conduct its suitability review funds represented by the instructions of the transaction and if the transaction is suitable and the paperwork is in good order forward payment received by Participating Dealer (i) the it being understood that Participating Dealer will transmit all subscription documents to the Dealer Manager and (ii) the checks funds to the Escrow Agent by the end wire transfer regardless of the next business day following receipt form of the subscription documents instruction of payment received by Participating Dealer and that such wire transfer shall specify the checksubscriber(s) that it benefits). It being understood that the Company reserves the unconditional right to reject any order for any or no reason. Notwithstanding the foregoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Offered Shares to be purchased by a custodial account, the Company may instruct Participating Dealer shall cause the Dealer custodian of such account to forward paperwork in good order and the check deliver a completed Subscription Agreement for such account directly to the Escrow Agent and to effect a wire transfer of such account’s subscription funds in immediately available federal funds to the Escrow Agent using the Wire Transfer Instructions. Participating Dealer hereby agrees to be bound by the terms of the Escrow Agreement, dated , 2004 (the “Escrow Agreement”), by and among the Dealer Manager, Deutsche Bank Trust Company Americas, as escrow agent (the “Escrow Agent”), and the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (Paladin Realty Income Properties Inc)

Submission of Orders. Those The Dealer agrees to: (i) instruct those persons who purchase Shares shall to make their checks payable, prior payable to or wire transfers for the account of “Ares Industrial Real Estate Income Trust Inc.”; (ii) return any check not conforming to the time foregoing instructions directly to such subscriber not later than the Company reaches end of the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event next business day following its receipt; provided that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures:procedures in paragraphs (iii) through (v) below; (aiii) If where, pursuant to the Dealer conducts its Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where at which subscription documents and checks are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the transmit checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct check by the Dealer to forward paperwork in good order and the check directly Company or to such other account or agent as directed by the Company; (iv) where, pursuant to the Company. (b) If the Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the transmit subscription documents and check must be transmitted ​ checks to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkcheck by the Dealer. The Final Review Office will, will transmit such subscription documents and checks by the end of the next business day following receipt by the Final Review Office of to the Company or to such other account or agent as directed by the Company; and (v) deliver checks and completed subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents required to be sent to the Dealer Manager and (ii) the checks Company via overnight courier to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the checkAres Industrial Real Estate Income Trust Inc., prior to the completion of the Minimum Offeringc/o SS&C Technologies, Inc., ▇▇▇ ▇. After completion of the Minimum Offering▇▇▇ ▇▇▇▇▇▇, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇, ▇▇▇▇▇.

Appears in 1 contract

Sources: Selected Dealer Agreement (ARES INDUSTRIAL REAL ESTATE INCOME TRUST Inc.)

Submission of Orders. Each person desiring to purchase Shares in the Offering will be required to complete and execute a Subscription Agreement and to deliver to Participating Broker-Dealer such completed and executed Subscription Agreement together with a check or wire transfer (“instrument of payment”) in the amount of such person’s purchase, which must be at least the minimum purchase amount set forth in the Private Placement Memorandum. Those persons who purchase Shares shall will be instructed by Participating Broker-Dealer to make their checks payableinstruments of payment payable to or for the benefit of “Franklin BSP Real Estate Debt, Inc.”. Purchase orders that include a completed and executed Subscription Agreement in good order and instruments of payment received by the Company at least [five (5) business days prior to the time first business day of the Company reaches month]1 (unless waived by the Minimum OfferingDealer Manager) will be executed as of the first calendar day of the next month (based on the prior month’s transaction price). Subscribers may not submit an initial purchase order until at least five (5) business days after the date on which the subscriber receives a copy of the Private Placement Memorandum. If Participating Broker-Dealer receives a Subscription Agreement or instrument of payment not conforming to the foregoing instructions, Participating Broker-Dealer shall return such Subscription Agreement and instrument of payment directly to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but such subscriber not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in later than the event that end of the purchase is made using Joint next business day following its receipt. Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Participating Broker-Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section II. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its procedures set forth below. Where, pursuant to Participating Broker-Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review Subscription Agreements and instruments of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must payment will be transmitted to the Final Review Office by the end of the next business day following receipt by Participating Broker-Dealer to the Dealer Company or its agent as set forth in the Subscription Agreement or as otherwise directed by the Company. Where, pursuant to Participating Broker-Dealer’s internal supervisory procedures, final internal supervisory review is conducted at a different location, Subscription Agreements and instruments of payment will be transmitted by the end of the subscription documents and checknext business day following receipt by Participating Broker-Dealer to the office of Participating Broker-Dealer conducting such final internal supervisory review (the “Final Review Office”). The Final Review Office will, by the end of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents payment to the Dealer Manager and (ii) Company or its agent as set forth in the checks to the Escrow Agent Subscription Agreement or as otherwise directed by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (Franklin BSP Real Estate Debt, Inc.)

Submission of Orders. Those persons who purchase Shares shall make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if will require in its agreements with each Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly to that each Dealer comply with the Dealer, in which case the Dealer will collect the proceeds submission of the subscriber’s checks and issue a check made payable orders procedures set forth in the manner described above for the aggregate amount form of the subscription proceedsSelected Dealer Agreement attached as Exhibit “A” to this Agreement. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its internal supervisory procedures at Manager is involved in the location where subscription documents and checks are initially receiveddistribution process other than through a Dealer, the Dealer shall conduct its suitability review Manager will comply with such submission of orders procedures, and will require each person desiring to purchase Shares in the transaction Offering to complete and if execute a subscription eligibility form in the transaction is suitable and form provided by the paperwork is in good order forward (i) the subscription documents Company to the Dealer Manager for use in connection with the Offering (the “Eligibility Form”) and (ii) the checks to deliver to the Escrow Agent Dealer Manager or as otherwise directed by the Dealer Manager such completed and executed Eligibility Form together with a check or wire transfer (“instrument of payment”) in the amount of such person’s purchase, which must be at least the minimum purchase amount set forth in the Prospectus. Eligibility Forms and instruments of payment will be transmitted by the Dealer Manager to Dividend Capital Diversified Property Fund Inc. as soon as practicable, but in any event by the end of the second business day following receipt by the Dealer Manager. If the Dealer Manager receives an Eligibility Form or instrument of payment not conforming to the instructions set forth in the form of Selected Dealer Agreement, the Dealer Manager shall return such Eligibility Form and instrument of payment directly to such subscriber not later than the end of the next business day following receipt its receipt. Instruments of payment of rejected subscribers will be promptly returned to such subscribers. If the foregoing correctly sets forth our understanding, please indicate your acceptance thereof in the space provided below for that purpose, whereupon this letter and your acceptance shall constitute a binding agreement between us as of the subscription documents date first above written. Very truly yours, DIVIDEND CAPITAL DIVERSIFIED PROPERTY FUND INC. By: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Chief Executive Officer Accepted and the check, prior agreed to the completion as of the Minimum Offeringdate first above written: DIVIDEND CAPITAL SECURITIES LLC By: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, President 1. After completion of the Minimum OfferingRegistration Statement on Form S-11, Commission file no. 333-175989. Accepted and agreed to by the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and check. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager as of [ ], 2014. DIVIDEND CAPITAL DIVERSIFIED PROPERTY FUND INC. By: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Chief Executive Officer Accepted and (ii) the checks agreed to the Escrow Agent by the end as of the next business day following receipt of the subscription documents and the checkdate first above written: DIVIDEND CAPITAL SECURITIES LLC By: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.President

Appears in 1 contract

Sources: Dealer Manager Agreement (Dividend Capital Diversified Property Fund Inc.)

Submission of Orders. Those persons who purchase Shares shall will be instructed by Ameriprise to make their checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income TrustBehringer Harvard Opportunity REIT I, Inc.” or If Ameriprise receives a recognizable contraction or abbreviation thereofcheck not conforming substantially to the foregoing instructions, including but it shall return such check directly to such subscriber not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in later than the event that end of the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereofnext business day following its receipt. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that Ameriprise which conform to the foregoing instructions shall be transmitted for deposit as set forth belowpursuant to one of the methods in this Section 5. The Dealer Manager may authorize Dealer, Ameriprise if Dealer Ameriprise is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer“Ameriprise Financial Services, Inc.”, in which case the Dealer Ameriprise will collect the proceeds of the subscriber’s subscribers’ checks and issue a check made payable in the manner described above for send by wire transfer the aggregate amount of the subscription proceedsproceeds to the order of the Company. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer Ameriprise conducts its internal supervisory procedures at the location where subscription documents and checks are initially received, the Dealer Ameriprise shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks aggregate amount of the subscription proceeds to the Escrow Agent Dealer Manager by the end noon of the next third business day following receipt of the subscription documents and the checkcheck or as otherwise permitted by applicable law or regulation, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companyor by a regulatory authority. (b) If the Ameriprise conducts its internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must be transmitted to the Final Review Office by the end of the next third business day following receipt by the Dealer of the subscription documents and checkcheck by Ameriprise or as otherwise permitted by applicable law or regulation, or by a regulatory authority. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next third business day following receipt of the subscription documents and the check, prior or as otherwise permitted by applicable law or regulation, or by a regulatory authority, forward both the subscription documents and check to the completion Dealer Manager as processing broker-dealer in order that the Dealer Manager may complete its review of the Minimum Offeringdocumentation and process the subscription documents and check. After completion If requested by the Company or the Dealer Manager, Ameriprise shall obtain from subscribers for the Shares, other documentation reasonably deemed by the Company or the Dealer Manager to be required under applicable law or as may be necessary to reflect the policies of the Minimum OfferingCompany or the Dealer Manager. Such documentation may include, without limitation, subscribers’ written acknowledgement and agreement to the privacy policies of the Company or the Dealer Manager. All orders, whether initial or additional, are subject to acceptance by the Company, which reserves the right to reject any order for any or no reason. The Company shall accept or reject each subscription no later than 34 days after the receipt of a properly executed subscription agreement and signature page for such subscription. Subscriptions not accompanied by a subscription agreement and signature page and the required check in payment for the Shares may be rejected. Issuance and delivery of the Shares will be made only after acceptance by the Company after actual receipt of payment therefor. If any check is not paid upon presentment, or if the Company is not in actual receipt of clearinghouse funds or cash, certified or cashier’s check or the equivalent in payment for the Shares within 15 days of sale, the Company may instruct reserves the Dealer right to forward paperwork in good cancel the sale and shall provide Ameriprise with written notice of such cancellation. In the event an order and the check directly is rejected, canceled or rescinded for any reason, Ameriprise agrees to return to the CompanyCompany any Selling Commission theretofore paid with respect to such order. In no event shall Ameriprise accept any subscription documents or checks from a particular investor until at least five business days after the date such investor receives a copy of the Prospectus.

Appears in 1 contract

Sources: Selected Dealer Agreement (Behringer Harvard Opportunity REIT I, Inc.)

Submission of Orders. Those persons 13.1 Each person desiring to purchase Offered Shares in the Offering will be required to complete and execute a Subscription Agreement substantially in the form attached as an Appendix to the Prospectus and to deliver to the Selected Dealer or Dealer Manager, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as a “Subscription Payment”) for the purchase price of the Offered Shares, which must be at least the minimum purchase amount set forth in the Prospectus. The Dealer Manager shall ensure that any Selected Dealer shall only offer to sell and accept Subscription Agreements and Subscription Payments for classes of Offered Shares that it is authorized to sell pursuant to the Selected Dealer Agreement (including any schedules or exhibits thereto) and in accordance with the offering terms and conditions as set forth in the Prospectus. Persons who purchase Offered Shares shall make their checks payable, instruments of payment payable to “FS Credit Real Estate Income Trust.” Purchase orders received by the Corporation prior to the time close of the Company reaches New York Stock Exchange (generally, 4:00 p.m. Eastern time; the Minimum Offering, to UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, close of business”) on any business day will be executed at the price per share of the class of shares being purchased calculated at the end of such business day in accordance with the procedures described in the event Prospectus. Purchase orders placed after the close of business on any business day, or on a day that is not a business day, will be executed at the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After price per share of the Company reaches class of shares being purchased calculated at the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, end of the next business day in accordance with the procedures described in the event Prospectus. No sale of Offered Shares shall be completed until at least five (5) business days after the date on which the subscriber receives a copy of the Prospectus. The Corporation will sell the Offered Shares on a continuous basis at prices and in accordance with the offering terms and conditions set forth in and subject to any adjustment described or otherwise provided in the Prospectus. Each person desiring to purchase Offered Shares in the Offering must submit subscriptions for a certain dollar amount, rather than a number of Offered Shares and, as a result, may receive fractional Offered Shares. The Processing Broker-Dealer receiving a Subscription Agreement and Subscription Payment not conforming to the foregoing instructions, or for a class of Offered Shares that such Processing Broker-Dealer is not authorized to sell, or for a sale of Offered Shares not meeting the purchase is made using a Joint offering terms and conditions set forth in the Prospectus, shall return such Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreement and Subscription Payment directly to such subscriber not later than the end of the second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and Subscription Payments received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section 13. Transmittal of received investor funds will be made in accordance with the following procedures:. (a) 13.2 If the Processing Broker-Dealer conducts its internal supervisory procedures review at the same location where subscription documents at which Subscription Agreements and checks Subscription Payments are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt of by the subscription documents Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and the check, prior Subscription Payment for deposit to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the CompanyCorporation or its designated agent. (b) 13.3 If the Processing Broker-Dealer conducts its internal supervisory procedures are to be performed review at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must Subscription Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and Subscription Payment for deposit to the Corporation or its designated agent. Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and Subscription Payment for such account directly for deposit to the Corporation or its designated agent. The Processing Broker-Dealer shall furnish to the Corporation or its designated agent, as applicable, with each delivery of Subscription Payments a list of the subscription documents and checksubscribers showing the name, conduct its suitability review U.S. address, tax identification number, state of the transaction and if the transaction is suitable residence, amount of Offered Shares subscribed for and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end amount of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companymoney paid.

Appears in 1 contract

Sources: Dealer Manager Agreement (FS Credit Real Estate Income Trust, Inc.)

Submission of Orders. Those persons The submission of orders for the purchase of Primary Shares shall proceed as follows: (a) Each person desiring to purchase Primary Shares in the Offering will be required to complete and execute a subscription agreement in the form attached as an appendix to the Prospectus (the “Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) in the amount of $10.00 per Share, subject to discounts based upon the volume of shares purchased and for certain categories of purchasers as described above. There shall be a minimum initial purchase by any one purchaser of $4,000 of Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager). Minimum subsequent purchases of Primary Shares shall be $100 per transaction. Until such time as the Company has received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering”) and released the proceeds from such subscriptions from the Escrow Account (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those purchasers who purchase Primary Shares shall will be instructed by the Processing Broker-Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB Bank, N.A., Agent as agent for ▇▇▇▇ Corporate Income TrustNorthStar Healthcare Income, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trustas agent for NorthStar Healthcare.orThereafter, in those persons who purchase Primary Shares will be instructed by the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, Processing Broker-Dealer to make their checks should be made payable to “▇▇▇▇ Corporate Income TrustNorthStar Healthcare Income, Inc.” or, alternatively, or Corporate Income Trust” or, in NorthStar Healthcare.” (b) The Processing Broker-Dealer receiving a Subscription Agreement and instrument of payment not conforming to the event that foregoing instructions shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the purchase is made using a Joint end of the second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (ai) If where, pursuant to the Dealer conducts its internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of the subscription documents and the check, prior payment to the completion of Escrow Agent or, after the Minimum Offering. After completion of the Minimum OfferingOffering has been obtained, to the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (bii) If where, pursuant to the internal supervisory procedures are to be performed of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or to such other account or agent as directed by the end of Company. (c) Notwithstanding the next business day following receipt of the subscription documents and the checkforegoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Offered Shares to be purchased by a custodial account, the Company may instruct Processing Broker-Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the CompanyEscrow Agent. The Processing Broker-Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Appears in 1 contract

Sources: Dealer Manager Agreement (NorthStar Healthcare Income, Inc.)

Submission of Orders. Those persons who Each person desiring to purchase Primary Shares shall make their checks payable, prior in the Offering will be required to complete and execute a subscription agreement (“Subscription Agreement”) in the form attached as an Appendix to the time the Company reaches the Minimum Offering, Prospectus and to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited deliver to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Participating Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an UMB Bankinstrument of payment”) in the initial amount of $10.00 per Share, N.A.or such other per Share purchase price as the Company’s Board of Directors may establish from time to time (subject to available discounts based upon the volume of Shares purchased and for certain categories of purchasers, Agent for ▇▇▇▇ REIT” as specified in the Prospectus). There shall be a minimum initial purchase by any one purchaser of $4,000 in Shares (except as otherwise indicated in the Prospectus, or a recognizable contraction in any letter or abbreviation thereof. After memorandum from the Company reaches to the Dealer Manager). Minimum Offering, checks should subsequent purchases of Shares shall be made payable $100 per transaction. Any Subscription Agreement and instrument of payment not conforming to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that foregoing instructions shall be returned to such subscriber not later than the purchase is made using a Joint end of the second business day following receipt by Participating Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Participating Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (a) If the Dealer conducts its where, pursuant to Participating Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by Participating Dealer, Participating Dealer will transmit the Subscription Agreements and instrument of the subscription documents and the check, prior payment to the completion of Escrow Agent (as defined below) or, after the Company has received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering. After completion of the Minimum Offering”), to the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (b) If the where, pursuant to Participating Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents then Subscription Agreements and check must instruments of payment will be transmitted by Participating Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Dealer. The Final Review Office willwill in turn, by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instrument of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or to such other account or agent as directed by the end of Company. (c) Participating Dealer understands that the next business day following receipt of Company and/or the subscription documents and Dealer Manager reserves the checkunconditional right to reject any order for any or no reason. (d) Notwithstanding the foregoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Primary Shares to be purchased by a custodial account, the Company may instruct Participating Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the Escrow Agent. The Participating Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Primary Shares subscribed for, and the amount of money paid. (e) Participating Dealer hereby agrees to be bound by the terms of the Escrow Agreement, dated , 2009 (the “Escrow Agreement”), by and between , as escrow agent (the “Escrow Agent”), and the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (Steadfast Secure Income REIT, Inc.)

Submission of Orders. Those The Dealer Manager, in its agreements with Dealers, shall require each Dealer to: (i) except as set forth below, instruct those persons who purchase Shares shall to make their checks payable, prior payable to the time the Company reaches the Minimum Offering, or wire transfer directed to “UMB Bank, N.A., as Escrow Agent for ▇▇▇▇ Corporate Rodin Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After ”; (ii) after the Company reaches meets the Minimum OfferingOffering requirement of $2,000,000, instruct subscribers to make their checks should be made payable to or to send wire transfers for the account of ▇▇▇▇ Corporate Rodin Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in ;” (iii) return any check not conforming to the event foregoing instructions directly to such subscriber not later than the end of the next business day following its receipt; provided that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks checks received by the Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures:procedures in paragraphs (iv) through (vi) below; (aiv) If the Dealer conducts its where, pursuant to a Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where at which subscription documents and checks are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the transmit checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct check by the Dealer to forward paperwork in good order and the check directly escrow agent or, after the Minimum Offering has been achieved, to the Company or to such other account or agent as directed by the Company.; (bv) If the where, pursuant to a Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the transmit subscription documents and check must be transmitted checks to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkcheck by the Dealer. The Final Review Office will, will transmit such subscription documents and checks by the end of the next business day following receipt by the Final Review Office of to the escrow agent or, after the Minimum Offering has been achieved, to the Company or to such other account or agent as directed by the Company; and (vi) deliver checks and completed subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents required to be sent to the Dealer Manager and (iiescrow agent pursuant to this Section 5(j) the checks via overnight courier to the UMB Bank, N.A., as Escrow Agent by the end of the next business day following receipt of the subscription documents and the checkfor Rodin Income Trust, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.Inc.

Appears in 1 contract

Sources: Dealer Manager Agreement (Rodin Income Trust, Inc.)

Submission of Orders. (a) Each person desiring to purchase Primary Shares in the Offering will be required to complete and execute a subscription agreement in the form attached as an appendix to the Prospectus (the “Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) in the amount of $27.82 per Class A Share, $26.50 per Class T Share and $25.04 per Class D or Class I Share, or such other purchase price per Share as the Company’s Board of Directors may establish from time to time, subject, for Class A and Class T Shares only, to available discounts based upon the volume of shares purchased and for certain categories of purchasers, as specified in the Prospectus. There shall be a minimum initial purchase by any one purchaser of $2,500 in Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager). Minimum subsequent purchases of Primary Shares shall be $500 per transaction. Those persons who purchase Primary Shares shall will be instructed by the Processing Broker-Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB Bank, N.A., Agent for M▇▇▇▇ Corporate Income TrustNational REIT II, Inc.” or ” (b) The Processing Broker-Dealer receiving a recognizable contraction or abbreviation thereof, including but Subscription Agreement and instrument of payment not limited conforming to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that foregoing instructions shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the purchase is made using Joint end of the second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (ai) If where, pursuant to the Dealer conducts its internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of the subscription documents and the check, prior payment to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (bii) If where, pursuant to the internal supervisory procedures are to be performed of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents payment to the Dealer Manager and (ii) the checks Company or to the Escrow Agent such other account or agent as directed by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account to the Company or to such other account agent as directed by the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (Moody National REIT II, Inc.)

Submission of Orders. Those persons (a) Subject to certain individual state requirements as described in the Prospectus, Shares may be sold only to investors who initially purchase a minimum of 250 Shares for $2,500 or, unless prohibited by state law, a husband and wife may jointly contribute funds from their separate individual retirement accounts, or IRAs, provided that each such contribution is made in increments of $500. With respect to Selected Dealer’s participation in any resales or transfers of the Shares, Selected Dealer agrees to comply with any applicable requirements set forth in Section 2 and to fulfill the obligations pursuant to Rule 2310 of the FINRA Rules of Conduct. (b) Until the minimum offering of $2,000,000 in Shares (the “Minimum Offering”) has been sold, payments for Shares shall make their be made by checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB ▇▇▇▇▇ Fargo Bank, N.A., Agent for BDCA Senior Capital, Inc.” During such time, Selected Dealer shall forward original checks together with an original Subscription Agreement, executed and initialed by the subscriber as provided for in the Subscription Agreement, to ▇▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Fargo Bank, N.A., f/b/o Corporate Income Trust” or, N.A. (the “Escrow Agent”) at the address provided in the event that the purchase is made using Joint Subscription Agreement. If the minimum amount has not been obtained prior to the termination date, “UMB Bankthe Escrow Agent shall, N.A.promptly following the termination date, Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After but in no event more than 30 days after the Company reaches the Minimum Offeringtermination date, checks should be made payable refund to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, each investor by check funds deposited in the event that escrow account, or shall return the purchase is made using a Joint Subscription Agreementinstruments of payment delivered to Escrow Agent if such instruments have not been processed for collection prior to such time, “▇▇▇▇ REIT.” Checks received by the Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly to each investor at the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable address provided in the manner described above for the aggregate amount list of the subscription proceedsinvestors. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its When Selected Dealer’s internal supervisory procedures are conducted at the location where subscription documents site at which the Subscription Agreement and checks are check were initially receivedreceived by Selected Dealer from the subscriber, the Selected Dealer shall conduct its suitability review of transmit the transaction Subscription Agreement and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks check to the Escrow Agent by the end noon of the next business day following receipt of the subscription documents check and the checkSubscription Agreement. When, prior pursuant to the completion of the Minimum Offering. After completion of the Minimum OfferingSelected Dealer’s internal supervisory procedures, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the Selected Dealer’s final internal supervisory procedures are to be performed conducted at a different location (the “Final Review Office”), Selected Dealer shall transmit the subscription documents check and check must be transmitted Subscription Agreement to the Final Review Office by the end noon of the next business day following Selected Dealer’s receipt by the Dealer of the subscription documents Subscription Agreement and check. The Final Review Office will, by the end noon of the next business day following its receipt by the Final Review Office of the subscription documents Subscription Agreement and check, conduct forward both the Subscription Agreement and check to the Escrow Agent. If any Subscription Agreement solicited by Selected Dealer is rejected by the Dealer Manager or the Company, then the Subscription Agreement and check will be returned to the rejected subscriber within 10 business days from the date of rejection. Once the Minimum Offering has been sold, subject to any continuing escrow obligations imposed by certain states as described in the Prospectus, payments for Shares shall be made payable to “BDCA Senior Capital, Inc.” At such time, Selected Dealer shall forward original checks together with an original Subscription Agreement, executed and initialed by the subscriber as provided for in the Subscription Agreement, to BDCA Senior Capital, Inc., c/o DST Systems, Inc., at the address provided in the Subscription Agreement. Notwithstanding the foregoing, in accordance with the applicable Exchange Act Rules and Regulations, if Selected Dealer has net capital of $250,000 or more it may instruct its suitability review customers to make their checks payable to Selected Dealer. In such case, Selected Dealer shall issue a check made payable to the Escrow Agent or the Company in accordance with the foregoing provisions of this Section 5(b), as applicable. (c) All orders, whether initial or additional, are subject to acceptance by, and shall become effective upon confirmation by, the Company or the Dealer Manager, each of which reserve the right to reject any order in their sole discretion for any or no reason. Orders not accompanied by the required instrument of payment for Shares may be rejected. Issuance and delivery of a Share will be made only after a sale of a Share is deemed by the Company to be completed in accordance with Section 3(e) of the transaction and if the transaction Dealer Manager Agreement. If an order is suitable and the paperwork is in good order forward (i) the subscription documents rejected, cancelled or rescinded for any reason, then Selected Dealer will return to the Dealer Manager and (ii) the checks any selling commissions or Dealer Manager Fees theretofore paid with respect to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the checksuch order, prior and, if Selected Dealer fails to the completion of the Minimum Offering. After completion of the Minimum Offeringso return any such selling commissions, the Company may instruct Dealer Manager shall have the right to offset amounts owned against future commissions or Dealer Manager Fees due and otherwise payable to Selected Dealer (it being understood and agreed that such right to offset shall not be in limitation of any other rights or remedies that the Dealer to forward paperwork Manager may have in good order and the check directly to the Companyconnection with such failure).

Appears in 1 contract

Sources: Exclusive Dealer Manager Agreement (BDCA Senior Capital, Inc.)

Submission of Orders. 12.1 Those persons who purchase Shares shall Units will be instructed by the Dealer Manager or the Dealer to make their checks payable, prior payable to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for "▇▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB BankFargo Bank Iowa, N.A., f/b/o Corporate Income Trust” or, in as escrow agent for Behringer Harvard Short-Term Opportunity Fund I LP." The Dealer Manager and any Dealer receiving a check not conforming to the event that foregoing instructions shall return such check directly to such subscriber not later than the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereofend of the next business day following its receipt. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that Manager or Dealer which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section 12. Transmittal of received investor funds will be made in accordance with the following procedures:. The Dealer Manager may authorize certain Dealers which are "$250,000 broker-dealers" to instruct their customers to make their checks for Units subscribed for payable directly to the Dealer. In such case, the Dealer will collect the proceeds of the subscribers' checks and issue a check for the aggregate amount of the subscription proceeds made payable to the order of the escrow agent. (a) 12.2 If the a Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially received, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent escrow agent by the end noon of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) 12.3 If the a Dealer's internal supervisory procedures are to be performed at a different location (the "Final Review Office"), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkcheck by the Dealer. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior forward both the subscription documents and check to the completion Dealer Manager as processing broker-dealer in order that the Dealer Manager may complete its review of the Minimum Offering. After completion documentation and process the subscription documents and check. 12.4 Any check received by the Dealer Manager directly or as processing broker-dealer from the Dealers will, in all cases, be forwarded to the escrow agent as soon as practicable, but in any event by the end of the Minimum Offeringsecond business day following receipt by the Dealer Manager of the subscription documents and check. Checks of rejected subscribers will be promptly returned to such subscribers. 12.5 If requested by the Partnership, the Company Dealer Manager shall obtain, and shall cause the Dealers to obtain, from subscribers for the Units, other documentation reasonably deemed by the Partnership to be required under applicable law or as may instruct be necessary to reflect the Dealer to forward paperwork in good order policies of the Partnership. Such documentation may include, without limitation, subscribers' written acknowledgement and the check directly agreement to the Companyprivacy policies of the Partnership.

Appears in 1 contract

Sources: Dealer Manager Distribution Agreement (Behringer Harvard Short Term Opportunity Fund I Lp)

Submission of Orders. Those persons who Each person desiring to purchase Primary Shares shall make their checks payable, prior in the Offering will be required to complete and execute a subscription agreement (“Subscription Agreement”) in the form attached as an Appendix to the time the Company reaches the Minimum Offering, Prospectus and to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited deliver to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Participating Dealer such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an UMB Bankinstrument of payment”) in the amount of $10.00 per Offered Share, N.A.subject to discounts based upon the volume of shares purchased and for certain categories of purchasers as described in the Prospectus. There shall be a minimum initial purchase by any one purchaser of $4,000 of Primary Shares (except as otherwise indicated in the Prospectus, Agent for ▇▇▇▇ REIT” or a recognizable contraction in any letter or abbreviation thereof. After memorandum from the Company reaches to the Dealer Manager). Minimum Offering, checks should subsequent purchases of Primary Shares shall be made payable $100 per transaction. Any Subscription Agreement and instrument of payment not conforming to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that foregoing instructions shall be returned to such subscriber not later than the purchase is made using a Joint end of the next business day following receipt by Participating Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Participating Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (a) If the Dealer conducts its where, pursuant to Participating Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by Participating Dealer, Participating Dealer will transmit the Subscription Agreements and instrument of the subscription documents and the check, prior payment to the completion of Escrow Agent (as defined below) or, after the Company has received and accepted subscriptions for at least $2,000,000 in Primary Shares (the “Minimum Offering. After completion of the Minimum Offering”), to the Company may instruct the Dealer or to forward paperwork in good order and the check directly to such other account or agent as directed by the Company.; and (b) If the where, pursuant to Participating Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents then Subscription Agreements and check must instruments of payment will be transmitted by Participating Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Dealer. The Final Review Office willwill in turn, by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instrument of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks payment to the Escrow Agent or, after the Minimum Offering has been obtained, to the Company or to such other account or agent as directed by the end of Company. (c) Participating Dealer understands that the next business day following receipt of Company and/or the subscription documents and Dealer Manager reserves the checkunconditional right to reject any order for any or no reason. (d) Notwithstanding the foregoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Primary Shares to be purchased by a custodial account, the Company may instruct Participating Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the Escrow Agent, until the Minimum Offering requirements are satisfied. The Participating Dealer shall furnish to the Escrow Agent with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Primary Shares subscribed for, and the amount of money paid. (e) Participating Dealer hereby agrees to be bound by the terms of the Escrow Agreement, dated February 4, 2015 (the “Escrow Agreement”), by and between UMB Bank, N.A., as escrow agent (the “Escrow Agent”), and the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (NorthStar/RXR New York Metro Income, Inc.)

Submission of Orders. Those 12.1 Until such time as the Company has received and accepted subscriptions for at least 200,000 shares and released the proceeds from such subscriptions from escrow (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares shall will be instructed by the Dealer Manager or the Dealer to make their checks payablepayable to "_______________, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent as escrow agent for ▇▇▇▇ Corporate Income TrustBehringer Harvard Opportunity REIT I, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or" Thereafter, in the event that discretion of the Dealer Manager upon notice to the Dealer, those persons who purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After shares will be instructed by the Company reaches the Minimum Offering, Dealer to make their checks should be made payable to “▇▇▇▇ Corporate Income Trust"Behringer Harvard Opportunity REIT I, Inc.” or, alternatively, “Corporate Income Trust” or, in " The Dealer Manager and any Dealer receiving a check not conforming to the event that foregoing instructions shall return such check directly to such subscriber not later than the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” end of the next business day following its receipt. Checks received by the Dealer Manager or Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section 12. Transmittal of received investor funds will be made in accordance with the following procedures:. The Dealer Manager may authorize certain Dealers that are "$250,000 broker-dealers" to instruct their customers to make their checks for Shares subscribed for payable directly to the Dealer. In such case, the Dealer will collect the proceeds of the subscribers' checks and issue a check for the aggregate amount of the subscription proceeds made payable to the order of the escrow agent, or if instructed by the Dealer Manager as provided above, made payable to the order of the Company. (a) 12.2 If the a Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially received, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent escrow agent or the Dealer Manager, as applicable, by the end noon of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) 12.3 If the a Dealer's internal supervisory procedures are to be performed at a different location (the "Final Review Office"), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkcheck by the Dealer. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior forward both the subscription documents and check to the completion Dealer Manager as processing broker-dealer in order that the Dealer Manager may complete its review of the Minimum Offering. After completion documentation and process the subscription documents and check. 12.4 Any check received by the Dealer Manager directly or as processing broker-dealer from the Dealers will, in all cases, be forwarded as soon as practicable, but in any event by the end of the Minimum Offeringsecond business day following receipt by the Dealer Manager of the subscription documents and check. Checks of rejected subscribers will be promptly returned to such subscribers. 12.5 If requested by the Company, the Dealer Manager shall obtain, and shall cause the Dealers to obtain, from subscribers for the Shares, other documentation reasonably deemed by the Company to be required under applicable law or as may instruct be necessary to reflect the Dealer policies of the Company. Such documentation may include, without limitation, subscribers' written acknowledgement and agreement to forward paperwork in good order and the check directly to privacy policies of the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (Behringer Harvard Opportunity REIT I, Inc.)

Submission of Orders. 12.1 Those persons who purchase Shares shall will be instructed by the Dealer Manager or the Dealer to make their checks payable, prior payable to the time the Company reaches the Minimum Offering, to “UMB Bank"Wells Fargo Bank Iowa, N.A., Agent as escrow agent for Behringer Harvard REI▇ ▇▇▇ Corporate Income Trust, Inc.” or " The Dealer Manager and any Dealer receiving a recognizable contraction or abbreviation thereof, including but check not limited conforming to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that foregoing instructions shall return such check directly to such subscriber not later than the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereofend of the next business day following its receipt. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that Manager or Dealer which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section 12. Transmittal of received investor funds will be made in accordance with the following procedures:. The Dealer Manager may authorize certain Dealers which are "$250,000 broker-dealers" to instruct their customers to make their checks for Shares subscribed for payable directly to the Dealer. In such case, the Dealer will collect the proceeds of the subscribers' checks and issue a check for the aggregate amount of the subscription proceeds made payable to the order of the escrow agent. (a) 12.2 If the a Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially received, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent escrow agent by the end noon of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) 12.3 If the a Dealer's internal supervisory procedures are to be performed at a different location (the "Final Review Office"), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkcheck by the Dealer. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior forward both the subscription documents and check to the completion Dealer Manager as processing broker-dealer in order that the Dealer Manager may complete its review of the Minimum Offering. After completion documentation and process the subscription documents and check. 12.4 Any check received by the Dealer Manager directly or as processing broker-dealer from the Dealers will, in all cases, be forwarded to the escrow agent as soon as practicable, but in any event by the end of the Minimum Offeringsecond business day following receipt by the Dealer Manager of the subscription documents and check. Checks of rejected subscribers will be promptly returned to such subscribers. 12.5 If requested by the Company, the Dealer Manager shall obtain, and shall cause the Dealers to obtain, from subscribers for the Shares, other documentation reasonably deemed by the Company to be required under applicable law or as may instruct be necessary to reflect the Dealer policies of the Company. Such documentation may include, without limitation, subscribers' written acknowledgement and agreement to forward paperwork in good order and the check directly to privacy policies of the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (Behringer Harvard Reit I Inc)

Submission of Orders. 12.1 Those persons who purchase Shares shall will be instructed by the Dealers to make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.vREIT XXI, Inc.and transmitted to the Transfer Agent, Great Lakes Fund Solutions, Inc. ▇▇▇ ▇▇▇▇ ▇▇▇. ▇▇▇▇▇ ▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇ ▇▇▇▇▇ (the “Transfer Agent”) Any Dealer receiving a check not conforming to the foregoing instructions shall return such check directly to such subscriber not later than the end of the next business day following its receipt. Checks received by the Dealer that which conform to the foregoing instructions shall be transmitted to the Transfer Agent for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section 12. Transmittal of received investor funds will be made in accordance with the following procedures:. The Dealer Manager may authorize certain Dealers which are “$250,000 broker-dealers” to instruct their customers to make their checks for Shares subscribed for payable directly to such Dealer. In such case, the Dealer will collect the proceeds of the subscribers’ checks and issue a check for the aggregate amount of the subscription proceeds made payable to the order of the Company. (a) 12.2 If the a Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially received, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent transfer agent by the end noon of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) 12.3 If the a Dealer’s internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkcheck by the Dealer. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior forward both the subscription documents and check to the completion transfer agent. 12.4 If requested by the Company, the Dealer Manager shall obtain, and shall cause the Dealers to obtain, from subscribers for the Shares, other documentation reasonably deemed by the Company to be required under applicable law or as may be necessary to reflect the policies of the Minimum OfferingCompany. After completion Such documentation may include, without limitation, subscribers’ written acknowledgement and agreement to the privacy policies of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (Hartman vREIT XXI, Inc.)

Submission of Orders. (a) Each person desiring to purchase Primary Shares in the Offering will be required to complete and execute a subscription agreement in the form attached as an appendix to the Prospectus (the ”Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the ”Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) in the amount of the purchase price as set forth in the Prospectus. There shall be a minimum initial purchase by any one purchaser of $2,500 in Primary Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Company to the Dealer Manager). Minimum subsequent purchases of Primary Shares shall be $500 per transaction. Those persons who purchase Primary Shares shall will be instructed by the Processing Broker-Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, payable to “UMB Bank, N.A., Agent for M▇▇▇▇ Corporate Income TrustNational REIT II, Inc.” or ” (b) The Processing Broker-Dealer receiving a recognizable contraction or abbreviation thereof, including but Subscription Agreement and instrument of payment not limited conforming to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that foregoing instructions shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the purchase is made using Joint end of the second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (a) If the Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially received, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents where, pursuant to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location at which Subscription Agreements and instruments of payment are to be performed at a different location (the “Final Review Office”)received from subscribers, the subscription documents and check must be transmitted to the Final Review Office then, by the end noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of payment to the Company or to such other account or agent as directed by the Company; and (ii) where, pursuant to the internal supervisory procedures of the subscription documents Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the ”Final Review Office”), Subscription Agreements and checkinstruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by noon of the next business day following receipt by the Processing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents payment to the Dealer Manager and (ii) the checks Company or to the Escrow Agent such other account or agent as directed by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (c) Notwithstanding the foregoing, with respect to any Offered Shares to be purchased by a custodial account, the Processing Broker Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and instrument of payment for such account to the Company or to such other account agent as directed by the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (Moody National REIT II, Inc.)

Submission of Orders. Those persons 1.1. Each person desiring to purchase Shares in the Offering will be required to complete and execute a Subscription Agreement substantially in the form attached as an Appendix to the Private Placement Memorandum and to deliver to the Participating Broker-Dealer or Dealer Manager, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as a “Subscription Payment”) for the purchase price of the Shares, which must be at least the minimum purchase amount set forth in the Private Placement Memorandum. The Dealer Manager shall ensure that any Participating Broker-Dealer shall only offer to sell and accept Subscription Agreements and Subscription Payments for Shares in accordance with the offering terms and conditions as set forth in the Private Placement Memorandum. Persons who purchase Shares shall make their checks payable, prior to the time the Company reaches the Minimum Offering, Subscription Payments payable to “UMB Bank, N.A., as Escrow Agent for ▇▇▇▇ Corporate Income Blue Owl Real Estate Net Lease Trust, Inc..The Trust will sell the Shares on a continuous basis at prices and in accordance with the offering terms and conditions set forth in and subject to any adjustment described or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, otherwise provided in the event that the Private Placement Memorandum. Each person desiring to purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, Shares in the event that Offering must submit subscriptions for a certain dollar amount, rather than a number of Shares and, as a result, may receive fractional Shares. The Processing Broker-Dealer receiving a Subscription Agreement and Subscription Payment not conforming to the purchase is made using foregoing instructions, or for a Joint sale of Shares not meeting the offering terms and conditions set forth in the Private Placement Memorandum, shall return such Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreement and Subscription Payment directly to such subscriber not later than the end of the second business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreements and Subscription Payments received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section 13. Transmittal of received investor funds will be made in accordance with the following procedures:. (a) 1.2. If the Processing Broker-Dealer conducts its internal supervisory procedures review at the same location where subscription documents at which Subscription Agreements and checks Subscription Payments are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt of by the subscription documents Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and the check, prior Subscription Payment for deposit to the completion of Escrow Agent, or after the Minimum Offering. After completion of the Minimum OfferingTrust commences investment operations, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the CompanyTrust or its designated agent. (b) 1.3. If the Processing Broker-Dealer conducts its internal supervisory procedures are to be performed review at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must Subscription Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office of the subscription documents Office, transmit such Subscription Agreements and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks Subscription Payment for deposit to the Escrow Agent Agent, or after the Trust commences investment operations, to the Trust or its designated agent. Notwithstanding the foregoing, with respect to any Shares to be purchased by a custodial account, the end Processing Broker-Dealer shall cause the custodian of such account to deliver a completed Subscription Agreement and Subscription Payment for such account directly for deposit to the Escrow Agent, or after the Trust commences investment operations, to the Trust or its designated agent. The Processing Broker-Dealer shall furnish to the Escrow Agent, the Trust or its designated agent, as applicable, with each delivery of Subscription Payments a list of the next business day following receipt subscribers showing the name, U.S. address, tax identification number, state of the subscription documents residence, amount of Shares subscribed for and the checkamount of money paid. The Dealer Manager understands that the Trust reserves the unconditional right to reject any Subscription Agreement, prior to the completion of the Minimum Offering. After completion of the Minimum Offeringin whole or in part, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companyfor any or no reason.

Appears in 1 contract

Sources: Dealer Manager Agreement (Blue Owl Real Estate Net Lease Trust)

Submission of Orders. Those persons who (a) Each person desiring to purchase Shares shall make their checks payable, prior in the Offering will be required to complete and execute a Subscription Agreement and to deliver to the time Participating Broker-Dealer or Dealer Manager, as the Company reaches case may be (the Minimum Offering“Processing Broker- Dealer”), to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint such completed Subscription Agreement, together with a check, draft, wire or money order (a UMB Bank, N.A., Agent Subscription Payment”) for ▇▇▇▇ REIT” the purchase price of the Shares. The Dealer Manager shall ensure that any Participating Broker-Dealer shall only offer to sell and accept Subscription Agreements and Subscription Payments for classes of Shares that it is authorized to sell pursuant to the Participating Broker-Dealer Agreement (including any schedules or a recognizable contraction or abbreviation thereof. After exhibits thereto) and for classes of Shares that are being issued and sold by the Company reaches at such time. There shall be a minimum initial purchase by any one purchaser for each class of Shares of $25,000 (except as otherwise indicated in the Memorandum, or in any letter or memorandum from the Company to the Dealer Manager). Minimum subsequent purchases of any such class of Shares shall be $500 per transaction. The minimum subsequent investment amount does not apply to purchases made under the distribution reinvestment plan. (b) The Company will initially offer the Shares on a continuous basis at a price equal to $10.00 per Share until satisfaction of the Minimum OfferingOffering Requirement (as defined below). Thereafter, checks should the purchase price for the Shares shall generally be equal to the Company’s prior month’s net asset value per share applicable to the class of Shares being purchased (as calculated in accordance with the procedures described in the Memorandum), or at a different offering price made payable available to investors in cases where the Company believes there has been a material change to the NAV per Share since the end of the prior month, plus in either case any applicable selling commissions and dealer manager fees, subject in certain circumstances to reductions thereof as described in the Memorandum. The offering price for each class of Shares is subject to adjustment as described in the Memorandum. Each person desiring to purchase Shares in the Offering must submit subscriptions for a certain dollar amount, rather than a number of Shares, and, as a result, may receive fractional Shares. Subscription Agreements and instruments of payment will be transmitted by the Dealer Manager to the Escrow Agent described in the Memorandum and Subscription Agreement for the Offering if the minimum offering requirement described in the Memorandum (▇▇▇▇ Corporate Income Trust, Inc.” Minimum Offering Requirement”) has not yet been satisfied or, alternativelyafter any such Minimum Offering Requirement is satisfied, “Corporate Income Trust” orto the Company, as soon as practicable, but in any event not later than the event that end of the purchase is made using next business day following receipt by the Dealer Manager. (c) The Processing Broker-Dealer receiving a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreement and Subscription Payment not conforming to the foregoing instructions shall return such Subscription Agreement and Subscription Payment directly to such subscriber not later than the end of the second business day following rejection by the Processing Broker-Dealer of such materials. Subscription Agreements and Subscription Payments received by the Processing Broker-Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section 15. Transmittal of received investor funds Subscription Payments will be made in accordance with the following procedures:. (ad) If the Processing Broker-Dealer conducts its internal supervisory procedures review at the same location where subscription documents at which Subscription Agreements and checks Subscription Payments are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt of by the subscription documents Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and the check, prior Subscription Payments to the completion of Escrow Agent for deposit in the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the CompanyEscrow Account. (be) If the Processing Broker-Dealer conducts its internal supervisory procedures are to be performed review at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must Subscription Payments will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, in turn, by the end noon of the next business day following receipt by the Final Review Office of the subscription documents Office, transmit such Subscription Agreements and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks Subscription Payments to the Escrow Agent for deposit in the Escrow Account. Notwithstanding the foregoing, with respect to any Shares to be purchased by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offeringa custodial account, the Company may instruct Processing Broker-Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check Subscription Payment for such account directly to the CompanyEscrow Agent for deposit in the Escrow Account. The Processing Broker-Dealer shall furnish to the Escrow Agent and the Adviser, with each delivery of Subscription Payments, a list of the subscribers showing the name, U.S. address, tax identification number, state of residence, amount of Shares subscribed for and the amount of the Subscription Payment, together with copy of each completed Subscription Agreement.

Appears in 1 contract

Sources: Dealer Manager Agreement (Fortress Net Lease REIT)

Submission of Orders. Those persons Accredited investors who subscribe to purchase Shares shall will be instructed by Broker/Dealer to make their checks payable(or other medium of payment, prior herein referred to the time the Company reaches the Minimum Offering, to as a UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made check”) payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REITValue-Added Fund I (Special Account).” If Broker/Dealer receives a check not conforming to the foregoing instructions, Broker/Dealer shall return such check directly to such subscriber not later than the end of the next business day following its receipt. Checks received by the Broker/Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresfollow methods: (a) If the Dealer conducts its Where, pursuant to Broker/Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where at which subscription documents and checks are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must will be transmitted to the Final Review Office by the end of the next business day following receipt by Broker/Dealer (i) to the Dealer Dealer-Manager or (ii) if directed by the Dealer-Manager, either to the escrow agent for the Company or, after the Minimum Offering has been achieved, to the Special Segregated Account as defined in the Dealer-Manager Agreement. (b) Where, pursuant to Broker/Dealer’s internal supervisory procedures, final internal supervisory review is conducted at a different location, checks will be transmitted by the end of the subscription documents and checknext business day following receipt by Broker/Dealer to the office of Broker/Dealer conducting such final internal supervisory review (the “Final Review Office”). The Final Review Office willwill in turn, by the end of the next business day following receipt by the Final Review Office of the subscription documents and checkOffice, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward transmit such checks (i) the subscription documents to the Dealer Dealer-Manager and or (ii) if directed by the checks Dealer-Manager, either to the Escrow Agent by escrow agent for the end Company or, after the Minimum Offering has been achieved, to the Special Segregated Account. Subscription documents from an investor whose check or other payment of subscription funds has been transmitted to the Dealer-Manager (or, at the direction of the next Dealer-Manager, either to the escrow agent or the Special Segregated Account) will be transmitted simultaneously to the Dealer-Manager by hand delivery or by a nationally recognized overnight courier company for delivery not later than the second business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companyafter transmission.

Appears in 1 contract

Sources: Dealer Manager Agreement (Wells Mid-Horizon Value-Added Fund I LLC)

Submission of Orders. Those 12.1 Until such time as the Company has received and accepted subscriptions for at least 200,000 shares and released the proceeds from such subscriptions from escrow (or such greater amount as may be applicable in respect of any greater escrow in respect of subscribers from any state), those persons who purchase Shares shall will be instructed by the Dealer Manager or the Dealer to make their checks payablepayable to "The Bank of New York, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent as escrow agent for ▇▇▇▇ Corporate Income TrustBehringer Harvard Opportunity REIT I, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or" Thereafter, in the event that discretion of the Dealer Manager upon notice to the Dealer, those persons who purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After shares will be instructed by the Company reaches the Minimum Offering, Dealer to make their checks should be made payable to “▇▇▇▇ Corporate Income Trust"Behringer Harvard Opportunity REIT I, Inc.” or, alternatively, “Corporate Income Trust” or, in " The Dealer Manager and any Dealer receiving a check not conforming to the event that foregoing instructions shall return such check directly to such subscriber not later than the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” end of the next business day following its receipt. Checks received by the Dealer that Manager or Dealer which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section 12. Transmittal of received investor funds will be made in accordance with the following procedures:. The Dealer Manager may authorize certain Dealers which are "$250,000 broker-dealers" to instruct their customers to make their checks for Shares subscribed for payable directly to the Dealer. In such case, the Dealer will collect the proceeds of the subscribers' checks and issue a check for the aggregate amount of the subscription proceeds made payable to the order of the escrow agent, or if instructed by the Dealer Manager as provided above, made payable to the order of the Company. (a) 12.2 If the a Dealer conducts its internal supervisory procedures at the location where subscription documents and checks are initially received, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent escrow agent or the Dealer Manager, as applicable, by the end noon of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) 12.3 If the a Dealer's internal supervisory procedures are to be performed at a different location (the "Final Review Office"), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkcheck by the Dealer. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior forward both the subscription documents and check to the completion Dealer Manager as processing broker-dealer in order that the Dealer Manager may complete its review of the Minimum Offering. After completion documentation and process the subscription documents and check. 12.4 Any check received by the Dealer Manager directly or as processing broker-dealer from the Dealers will, in all cases, be forwarded to the escrow agent as soon as practicable, but in any event by the end of the Minimum Offeringsecond business day following receipt by the Dealer Manager of the subscription documents and check. Checks of rejected subscribers will be promptly returned to such subscribers. 12.5 If requested by the Company, the Dealer Manager shall obtain, and shall cause the Dealers to obtain, from subscribers for the Shares, other documentation reasonably deemed by the Company to be required under applicable law or as may instruct be necessary to reflect the Dealer policies of the Company. Such documentation may include, without limitation, subscribers' written acknowledgement and agreement to forward paperwork in good order and the check directly to privacy policies of the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (Behringer Harvard Opportunity REIT I, Inc.)

Submission of Orders. Those persons who purchase Shares shall make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if will require in its agreements with each Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly to that each Dealer comply with the Dealer, in which case the Dealer will collect the proceeds submission of the subscriber’s checks and issue a check made payable orders procedures set forth in the manner described above for the aggregate amount form of the subscription proceedsSelected Dealer Agreement attached as Exhibit “A” to this Agreement. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its internal supervisory procedures at Manager is involved in the location where subscription documents and checks are initially receiveddistribution process other than through a Dealer, the Dealer shall conduct its suitability review Manager will comply with such submission of orders procedures, and will require each person desiring to purchase Shares in the transaction Offering to complete and if execute a subscription eligibility form in the transaction is suitable and form provided by the paperwork is in good order forward (i) the subscription documents Company to the Dealer Manager for use in connection with the Offering (the “Eligibility Form”) and (ii) the checks to deliver to the Escrow Agent Dealer Manager or as otherwise directed by the Dealer Manager such completed and executed Eligibility Form together with a check or wire transfer (“instrument of payment”) in the amount of such person’s purchase, which must be at least the minimum purchase amount set forth in the Prospectus. Eligibility Forms and instruments of payment will be transmitted by the Dealer Manager to Dividend Capital Diversified Property Fund Inc. as soon as practicable, but in any event by the end of the second business day following receipt by the Dealer Manager. If the Dealer Manager receives an Eligibility Form or instrument of payment not conforming to the instructions set forth in the form of Selected Dealer Agreement, the Dealer Manager shall return such Eligibility Form and instrument of payment directly to such subscriber not later than the end of the next business day following receipt its receipt. Instruments of payment of rejected subscribers will be promptly returned to such subscribers. If the foregoing correctly sets forth our understanding, please indicate your acceptance thereof in the space provided below for that purpose, whereupon this letter and your acceptance shall constitute a binding agreement between us as of the subscription documents date first above written. Very truly yours, DIVIDEND CAPITAL DIVERSIFIED PROPERTY FUND INC. By: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Chief Executive Officer Accepted and the check, prior agreed to the completion as of the Minimum Offeringdate first above written: DIVIDEND CAPITAL SECURITIES LLC By: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, President 1. After completion of the Minimum OfferingRegistration Statement on Form S-11, Commission file no. 333-175989. 2. Registration Statement on Form S-11, Commission file no. 333-197767. Accepted and agreed to by the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and check. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager as of [ ], 2015. DIVIDEND CAPITAL DIVERSIFIED PROPERTY FUND INC. By: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Chief Executive Officer Accepted and (ii) the checks agreed to the Escrow Agent by the end as of the next business day following receipt of the subscription documents and the checkdate first above written: DIVIDEND CAPITAL SECURITIES LLC By: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.President

Appears in 1 contract

Sources: Dealer Manager Agreement (Dividend Capital Diversified Property Fund Inc.)

Submission of Orders. Each person desiring to purchase Shares in the Offering will be required to complete and execute a Subscription Agreement and to deliver to Dealer such completed and executed Subscription Agreement together with a check or wire transfer (“instrument of payment”) in the amount of such person’s purchase, which must be at least the minimum purchase amount set forth in the Prospectus. Those persons who purchase Shares shall will be instructed by Dealer to make their checks payable, prior instruments of payment payable to or for the time the Company reaches the Minimum Offering, to benefit of UMB Bank, N.A., Agent for Nuveen ▇▇▇▇▇▇▇▇▇ Corporate Private Capital Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “Fund/ UMB Bank, N.A., f/b/o Corporate Income TrustN.A. – Escrow Accountor, in during the event that the purchase is made using Joint Subscription Agreement, escrow period and UMB Bank, N.A., Agent for Nuveen ▇▇▇▇▇▇▇▇▇ REITPrivate Capital Income Fundor a recognizable contraction or abbreviation thereoffollowing the escrow period. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks Purchase orders which include (i) instruments of payment received by the Company at least five (5) business days prior to the first calendar day of the month and (ii) a completed and executed Subscription Agreement in good order received by the Company at least five (5) business days prior to the first calendar day of the month (unless waived by the Intermediary Manager) will be executed as of the first calendar day of the month (based on the NAV per share as determined as of the previous day, being the last day of the preceding month). Any tender offer requests must be made in accordance with the applicable procedures described in the Company’s Registration Statement, the Company’s Share Repurchase Program described in the Registration Statement (the “Plan”), and applicable law, rules and regulations. The parties acknowledge and agree that a tender offer is not received in “good order” unless the tender offer and all required documentation is complete and received by the Company’s transfer agent by the applicable tender offer deadline described in the Company’s tender offer documents or otherwise specified by the Company in writing. If the Dealer that receives a Subscription Agreement or instrument of payment not conforming to the foregoing instructions, the Dealer shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next business day following its receipt. Subscription Agreements and instruments of payment received by Dealer which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section II. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its : Where, pursuant to Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review Subscription Agreements and instruments of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must payment will be transmitted to the Final Review Office by the end of the next business day following receipt by Dealer for deposit to the Dealer Company or its agent as set forth in the Subscription Agreement or as otherwise directed by the Company. Where, pursuant to Dealer’s internal supervisory procedures, final internal supervisory review is conducted at a different location, Subscription Agreements and instruments of payment will be transmitted by the end of the subscription documents and checknext business day following receipt by Dealer to the office of Dealer conducting such final internal supervisory review (the “Final Review Office”). The Final Review Office willwill in turn, by the end of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents payment for deposit to the Dealer Manager and (ii) Company or its agent as set forth in the checks to the Escrow Agent Subscription Agreement or as otherwise directed by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.

Appears in 1 contract

Sources: Intermediary Manager Agreement (Nuveen Churchill Private Capital Income Fund)

Submission of Orders. Those persons who purchase Shares shall 14.1 The Dealer Manager may authorize certain Dealers that have “net capital,” as defined in the applicable federal securities regulations, of $250,000 or more, to instruct their customers to make their checks payable, prior for Shares subscribed for payable directly to the time Dealer. In such case, the Company reaches Dealer will collect the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or proceeds of the subscribers’ checks and issue a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be check made payable to “▇▇▇▇ Corporate Income Trustthe order of the Company, Inc.” oras described above, alternatively, “Corporate Income Trust” or, in for the event aggregate amount of the subscription proceeds or wire such funds to the Company. The Dealer Manager and any Dealer receiving a check that does not conform to the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” foregoing instructions shall promptly return such check directly to such subscriber. Checks received by the Dealer Manager or Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks methods described in this Section 14 and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures:requirements set forth in Rule 15c2-4 promulgated under the Exchange Act. 14.2 It is understood and agreed that the Company reserves the right in its sole discretion to refuse to sell any of the Shares to any person. 14.3 In connection with DRS Settlement (a) If as defined below), those persons who purchase Shares will be instructed by the Dealer conducts its Manager or the Dealer to make their checks payable to “UMB Bank, National Association, as escrow agent for Gladstone Capital Corporation” (the “Escrow Agent”). Each person desiring to purchase Shares through the Dealer Manager, or any other Dealer participating in the Offering, will be required to complete and execute the subscription documents described in the Prospectus, if any. In connection with DRS Settlement, when a Dealer’s internal supervisory procedures are conducted at the location where site at which the subscription documents agreement and checks are check were initially receivedreceived by such Dealer from the subscriber, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) transmit the subscription documents to the Dealer Manager agreement and (ii) the checks check to the Escrow Agent by the end of the next business day following receipt of the check and subscription documents and the checkagreement. When, prior pursuant to the completion of the Minimum Offering. After completion of the Minimum Offeringa Dealer’s internal supervisory procedures, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the such Dealer’s final internal supervisory procedures are to be performed conducted at a different location (the “Final Review Office”), such Dealer shall transmit the check and subscription documents and check must be transmitted agreement to the Final Review Office by the end of the next business day following such Dealer’s receipt by the Dealer of the subscription documents agreement and check. The Final Review Office will, by the end of the next business day following its receipt by the Final Review Office of the subscription documents agreement and check, conduct its suitability review forward both the subscription agreement and check to the Escrow Agent. If any subscription agreement solicited by a Dealer participating in this Offering is rejected by the Dealer Manager or the Company, then the subscription agreement and check will be returned to the rejected subscriber within thirty (30) days from the date of rejection. 14.4 The Company will sell the transaction and if Shares using two closing services provided by the transaction Depository Trust Company (“DTC”). The first service is suitable DTC closing (“DTC Settlement”), and the paperwork second service is in good order forward Direct Registration Service (“DRS Settlement”). A sale of Shares shall be deemed by the Company to be completed if and only if (i) the Company has received payment of the full purchase price of purchased Shares, from an investor who satisfies the minimum purchase requirements set forth in the Prospectus as determined by the Dealer Manager or other Dealer participating in this Offering, as applicable, in accordance with the provisions of this Agreement, (ii) the Company has accepted such subscription, and, if using DRS Settlement, a properly completed and executed subscription documents agreement, and (iii) such investor has been admitted as a stockholder of the Company. In addition, no sale of Shares shall be completed until after the date on which the subscriber receives a copy of the Prospectus. The Dealer Manager hereby acknowledges and agrees that the Company, in its sole and absolute discretion, may accept or reject any subscription, in whole or in part, for any reason whatsoever or no reason, and no dealer manager fee in the amount of up to 3.0% (as described in Section 5.1) will be paid to the Dealer Manager and (ii) the checks with respect to the Escrow Agent by the end that portion of the next business day following receipt of the any subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companywhich is rejected.

Appears in 1 contract

Sources: Dealer Manager Agreement (Gladstone Capital Corp)

Submission of Orders. 15.1. The Company will sell Shares using two closing services provided by The Depository Trust Company (“DTC”). The first service is DTC closing (“DTC Settlement”), and the second service is Direct Registration Service (“DRS Settlement”). A sale of a Share shall be deemed by the Company to be completed if and only if (i) the Company has received payment of the full purchase price of each purchased Share, from an investor who satisfies the minimum purchase requirements set forth in the Registration Statement as determined by the Financial Intermediary, or the Dealer Manager, as applicable, in accordance with the provisions of this Agreement, (ii) the Company has accepted such subscription, and, if using DRS Settlement, a properly completed and executed subscription agreement, and (iii) the Company has instructed the issuance of purchased Shares. In addition, no sale of Shares shall be completed until after the date on which the subscriber receives a copy of the Prospectus. The Dealer Manager hereby acknowledges and agrees that the Company, in its sole and absolute discretion, may accept or reject any subscription, in whole or in part, for any reason whatsoever or no reason, and no commission or Dealer Manager ▇▇▇ will be paid to the Dealer Manager with respect to that portion of any subscription which is rejected. Further, the Company has the sole right, which it may delegate to the Dealer Manager, to determine and change without notice to the Dealer Manager or Financial Intermediary: (i) the number and timing of closings, including the ability to change the number and timing of closings after communicating the anticipated closing to the Financial Intermediary; (ii) to limit the total amount of Series E Preferred Stock sold or recommended by all Financial Intermediaries per closing; and (iii) to limit the total number of shares of Series E Preferred Stock sold or recommended by the Financial Intermediary. 15.2. Subscriptions using DRS Settlement will be submitted by the Dealer Manager and each Participating Broker-Dealer to the Company only on the subscription agreement, a form of which has been filed with the Commission by the Company. The Dealer Manager understands and acknowledges, and each Financial Intermediary shall acknowledge if using DRS Settlement, that the subscription agreement must be executed and initialed by the subscriber as provided for by the subscription agreement. 15.3. Those persons who purchase Shares shall using DRS Settlement will be instructed by the Dealer Manager or the Financial Intermediary to make their checks payable, prior payable as provided in the Prospectus and subscription agreement for the Offering of Shares in the Company. The Dealer Manager and any Financial Intermediary receiving a check that does not conform to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, instructions in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereofProspectus and subscription agreement shall promptly return such check directly to such subscriber. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that Manager or Financial Intermediary which conform to the foregoing instructions in the Prospectus and subscription agreement shall be transmitted for deposit as set forth belowpursuant to one of the methods described in this Section 15. 15.4. The Dealer Manager may authorize DealerIn connection with DRS Settlement, if Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer Financial Intermediary conducts its internal supervisory review procedures at the same location where at which subscription documents and checks are initially receivedreceived by the Financial Intermediary from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward then: (ia) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt by the Participating Dealer, the Financial Intermediary will transmit the subscription documents including the subscription agreements, executed and initialed by the subscriber as provided for in the Prospectus, and the checks to the Dealer Manager or directly to the Escrow Agent; and (b) by the end of the next business day following the Dealer Manager’s receipt of the subscription documents and checks, if the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check checks did not go directly to the CompanyEscrow Agent, the Dealer Manager will transmit the checks to the Escrow Agent. (b) 15.5. If pursuant to the Participating Dealer’s internal supervisory procedures, the Financial Intermediary conducts its final internal supervisory review procedures are to be performed at a different location (the “Final Review Office”), ) then: (a) the subscription documents documents, including the subscription agreements, executed and check must initialed by the subscriber as provided for in the Prospectus, and checks will be transmitted by the Financial Intermediary to the Final Review Office by the end of the next business day following receipt by the Dealer of Participating Dealer; (b) the subscription documents and check. The Final Review Office will, will in turn by the end of the next business day following their receipt by the Final Review Office of Office, transmit the subscription documents documents, including the subscription agreements, executed and checkinitialed by the subscriber as provided for in the Prospectus, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents checks to the Dealer Manager and (ii) the checks or directly to the Escrow Agent Agent; and (c) by the end of the next business day following the Dealer Manager’s receipt of the subscription documents and checks, if the check, prior checks did not go directly to the completion Escrow Agent, the Dealer Manager will transmit the checks and copies of the Minimum Offering. After completion executed subscription agreements to the Escrow Agent, and copies of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order checks and the check directly original subscription documents, including the subscription agreements, executed and initialed by the subscriber as provided for in the Prospectus, to the Company. 15.6. Checks and the original subscription agreements of rejected potential investors will be promptly returned to such rejected investors within ten (10) business days from the date of rejection.

Appears in 1 contract

Sources: Dealer Manager Agreement (Applied Digital Corp.)

Submission of Orders. Those persons LEGAL02/38829650v10 Each person desiring to purchase Shares in the Offering will be required to complete and execute a Subscription Agreement and to deliver to Participating Dealer such completed and executed Subscription Agreement together with a check or wire transfer (hereinafter referred to as an “instrument of payment”) in the amount of such person’s purchase, which must be at least the minimum purchase amount set forth in the Prospectus. Persons who purchase Shares shall will be instructed by Participating Dealer to make their checks payable, instruments of payment payable to or for the benefit of “Invesco Real Estate Income Trust Inc.” Purchase orders that include instruments of payment and a completed and executed Subscription Agreement in good order received by the Company or to such account or agent as set forth in the Subscription Agreement at least five (5) business days prior to the time first calendar day of the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received next month (unless waived by the Dealer that Manager) will be executed as of the first calendar day of the next month (based on the prior month’s transaction price per share for the applicable share class). If Participating Dealer receives a Subscription Agreement or instrument of payment not conforming to the foregoing instructions and any instructions set forth in the Prospectus, Participating Dealer shall return such Subscription Agreement and instrument of payment directly to such purchaser not later than the end of the next business day following receipt by Participating Dealer. Subscription Agreements and instruments of payment received by Participating Dealer which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section III. Transmittal of received investor funds will be made in accordance with the following procedures, as applicable: (a) If the Dealer conducts its where, pursuant to Participating Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from purchasers, then Participating Dealer will transmit the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is Subscription Agreements in good order forward (i) the subscription documents and instruments of payment to the Dealer Manager and (ii) Company or to such other account or agent as set forth in the checks to Subscription Agreement or as otherwise directed by the Escrow Agent Company by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.thereof by Participating Dealer; and (b) If the where, pursuant to Participating Dealer’s internal supervisory procedures are to be performed procedures, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents then Subscription Agreements in good order and check must instruments of payment will be transmitted by Participating Dealer to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and checkParticipating Dealer. The Final Review Office willwill in turn, by the end of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents payment to the Dealer Manager and (ii) Company or to such other account or agent as set forth in the checks to the Escrow Agent Subscription Agreement or as otherwise directed by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (Invesco Real Estate Income Trust Inc.)

Submission of Orders. The submission of orders for the purchase of Shares shall proceed as follows: (a) Each person desiring to purchase Shares in the Offering will be required to complete and execute a subscription agreement in the form attached as an appendix to the Prospectus (the “Subscription Agreement”) and to deliver to the Dealer Manager or Participating Dealer, as the case may be (the “Processing Broker-Dealer”), such completed Subscription Agreement, together with a check, draft, wire or money order (hereinafter referred to as an “instrument of payment”) in the amount of the then-current offering price per Share, based upon Share class and subject to discounts based upon the volume of shares purchased as described above. There shall be a minimum initial purchase by any one purchaser of $4,000 of Class A or Class D Shares and a minimum initial purchase by any one purchaser of $100,000 of Class I Shares (except as otherwise indicated in the Prospectus, or in any letter or memorandum from the Fund to the Dealer Manager). Minimum subsequent purchases of Class A, Class D or Class I Shares shall be $500 per transaction. Those persons purchasers who purchase Shares shall will be instructed by the Processing Broker-Dealer to make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ NorthStar Global Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in Fund.” (b) The Processing Broker-Dealer receiving a Subscription Agreement and instrument of payment not conforming to the event that foregoing instructions shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the purchase is made using a Joint end of the next business day following receipt by the Processing Broker-Dealer of such materials. Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Processing Broker-Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance with the following proceduresmethods: (ai) If where, pursuant to the Dealer conducts its internal supervisory procedures of the Processing Broker-Dealer, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent then, by the end noon of the next business day following receipt by the Processing Broker-Dealer, the Processing Broker-Dealer will transmit the Subscription Agreements and instruments of the subscription documents and the check, prior payment to the completion of Fund or to such other account or agent as directed by the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.Fund; and (bii) If where, pursuant to the internal supervisory procedures are to be performed of the Processing Broker-Dealer, final internal supervisory review is conducted at a different location (the “Final Review Office”), the subscription documents Subscription Agreements and check must instruments of payment will be transmitted by the Processing Broker-Dealer to the Final Review Office by the end noon of the next business day following receipt by the Dealer of the subscription documents and checkProcessing Broker-Dealer. The Final Review Office will, will in turn by the end noon of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents payment to the Dealer Manager and (ii) the checks Fund or to the Escrow Agent such other account or agent as directed by the end of Fund. (c) Notwithstanding the next business day following receipt of the subscription documents and the checkforegoing, prior with respect to the completion of the Minimum Offering. After completion of the Minimum Offeringany Offered Shares to be purchased by a custodial account, the Company may instruct Processing Broker-Dealer shall cause the Dealer custodian of such account to forward paperwork in good order deliver a completed Subscription Agreement and the check instrument of payment for such account directly to the CompanyFund. The Processing Broker-Dealer shall furnish to the Fund with each delivery of instruments of payment a list of the subscribers showing the name, address, tax identification number, state of residence, amount of Offered Shares subscribed for, and the amount of money paid.

Appears in 1 contract

Sources: Dealer Manager Agreement (NorthStar Global Corporate Income Fund)

Submission of Orders. Those persons who purchase Shares shall make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if will require in its agreements with each Dealer is a “$250,000 broker-dealer”, to instruct its customers to make its checks for Shares subscribed for payable directly to that each Dealer comply with the Dealer, in which case the Dealer will collect the proceeds submission of the subscriber’s checks and issue a check made payable orders procedures set forth in the manner described above for the aggregate amount form of the subscription proceedsSelected Dealer Agreement attached as Exhibit “A” to this Agreement. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its internal supervisory procedures at Manager is involved in the location where subscription documents and checks are initially receiveddistribution process other than through a Dealer, the Dealer shall conduct its suitability review Manager will comply with such submission of orders procedures, and will require each person desiring to purchase Shares in the transaction Offering to complete and if execute a subscription eligibility form in the transaction is suitable and form provided by the paperwork is in good order forward (i) the subscription documents Company to the Dealer Manager for use in connection with the Offering (the “Eligibility Form”) and (ii) the checks to deliver to the Escrow Agent Dealer Manager or as otherwise directed by the Dealer Manager such completed and executed Eligibility Form together with a check or wire transfer (“instrument of payment”) in the amount of such person’s purchase, which must be at least the minimum purchase amount set forth in the Prospectus. Eligibility Forms and instruments of payment will be transmitted by the Dealer Manager to Dividend Capital Diversified Property Fund Inc. as soon as practicable, but in any event by the end of the second business day following receipt by the Dealer Manager. If the Dealer Manager receives an Eligibility Form or instrument of payment not conforming to the instructions set forth in the form of Selected Dealer Agreement, the Dealer Manager shall return such Eligibility Form and instrument of payment directly to such subscriber not later than the end of the next business day following receipt its receipt. Instruments of payment of rejected subscribers will be promptly returned to such subscribers. If the foregoing correctly sets forth our understanding, please indicate your acceptance thereof in the space provided below for that purpose, whereupon this letter and your acceptance shall constitute a binding agreement between us as of the subscription documents date first above written. Very truly yours, DIVIDEND CAPITAL DIVERSIFIED PROPERTY FUND INC. By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Chief Executive Officer Accepted and the check, prior agreed to the completion as of the Minimum Offering. After completion of date first above written: DIVIDEND CAPITAL SECURITIES LLC By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, President Ladies and Gentlemen: Dividend Capital Securities LLC, as the Minimum Offering, the Company may instruct the dealer manager (“Dealer to forward paperwork in good order and the check directly to the Company. (bManager”) If the internal supervisory procedures are to be performed at a different location for Dividend Capital Diversified Property Fund Inc. (the “Final Review OfficeCompany”), a Maryland corporation which will be taxed as a real estate investment trust, invites you (the subscription documents and check must be transmitted “Dealer”) to participate in the distribution of shares of common stock (“Shares”) of the Company subject to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and check. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.terms:

Appears in 1 contract

Sources: Dealer Manager Agreement (Dividend Capital Diversified Property Fund Inc.)

Submission of Orders. Those persons who purchase Shares shall make their checks payable, prior to the time the Company reaches the Minimum Offering, to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that the purchase is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks received by the Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealerwill require in its agreements with each Offering Participant that each Offering Participant, if Dealer is a “$250,000 broker-dealer”respectively, to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds of the subscriber’s checks and issue a check made payable in the manner described above for the aggregate amount of the subscription proceeds. Transmittal of received investor funds will be made in accordance comply with the following procedures: (a) If the Dealer conducts its internal supervisory submission of orders procedures at the location where subscription documents and checks are initially received, the Dealer shall conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is set forth in good order forward (i) the form of Participating Dealer Agreement attached as Exhibit “A” to this Agreement, or (ii) any Selected Institution Agreement. Although it is anticipated that the distribution process will be facilitated in large part through the Offering Participants, to the extent the Dealer Manager is involved in the distribution process other than through an Offering Participant, the Dealer Manager will comply with such submission of orders procedures, and will require each person desiring to purchase Shares in the Offering to complete and execute a subscription documents agreement (a “Subscription Agreement”) in the form provided by the Company to the Dealer Manager for use in connection with the Offering and (ii) the checks to deliver to the Escrow Agent Dealer Manager or as otherwise directed by the Dealer Manager such completed and executed Subscription Agreement together with a check or wire transfer (“instrument of payment”) in the amount of such person’s purchase, which must be at least the minimum purchase amount set forth in the Prospectus. Subscription Agreements and instruments of payment will be transmitted by the Dealer Manager to the escrow agent described in the Prospectus and Subscription Agreement for any Offering in which there is a minimum offering contingency described in the Prospectus (“Minimum Offering”) that has not yet been satisfied or, after any such Minimum Offering is satisfied or if no such Minimum Offering is applicable to an Offering, to the Company, as soon as practicable, but in any event by the end of the second business day following receipt by the Dealer Manager. If the Dealer Manager receives a Subscription Agreement or instrument of payment not conforming to the instructions set forth in the form of Participating Dealer Agreement or Selected Institution Agreement, the Dealer Manager shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next business day following receipt its receipt. Instruments of the subscription documents and the check, prior payment of rejected subscribers will be promptly returned to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Companysuch subscribers. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer of the subscription documents and check. The Final Review Office will, by the end of the next business day following receipt by the Final Review Office of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (J.P. Morgan Real Estate Income Trust, Inc.)

Submission of Orders. Each person desiring to purchase Shares in the Offering will be required to complete and execute a Subscription Agreement and to deliver to Participating Broker-Dealer such completed and executed Subscription Agreement together with a check or wire transfer (“instrument of payment”) in the amount of such person’s purchase, which must be at least the minimum purchase amount set forth in the Private Placement Memorandum. Those persons who purchase Shares shall will be instructed by Participating Broker-Dealer to make their checks payableinstruments of payment payable to or for the benefit of “Franklin BSP Real Estate Debt, Inc.”. Purchase orders that include a completed and executed Subscription Agreement in good order and instruments of payment received by the Company at least five (5) business days prior to the time first business day of the Company reaches month (unless waived by the Minimum OfferingDealer Manager) will be executed as of the first calendar day of the next month (based on the prior month’s transaction price). Subscribers may not submit an initial purchase order until at least five (5) business days after the date on which the subscriber receives a copy of the Private Placement Memorandum. If Participating Broker-Dealer receives a Subscription Agreement or instrument of payment not conforming to the foregoing instructions, Participating Broker-Dealer shall return such Subscription Agreement and instrument of payment directly to “UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” or a recognizable contraction or abbreviation thereof, including but such subscriber not limited to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in later than the event that end of the purchase is made using Joint next business day following its receipt. Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereof. After the Company reaches the Minimum Offering, checks should be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in the event that the purchase is made using a Joint Subscription Agreement, “▇▇▇▇ REIT.” Checks Agreements and instruments of payment received by the Participating Broker-Dealer that conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section II. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If the Dealer conducts its procedures set forth below. Where, pursuant to Participating Broker-Dealer’s internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review Subscription Agreements and instruments of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must payment will be transmitted to the Final Review Office by the end of the next business day following receipt by Participating Broker-Dealer to the Dealer Company or its agent as set forth in the Subscription Agreement or as otherwise directed by the Company. Where, pursuant to Participating Broker-Dealer’s internal supervisory procedures, final internal supervisory review is conducted at a different location, Subscription Agreements and instruments of payment will be transmitted by the end of the subscription documents and checknext business day following receipt by Participating BrokerDealer to the office of Participating Broker-Dealer conducting such final internal supervisory review (the “Final Review Office”). The Final Review Office will, by the end of the next business day following receipt by the Final Review Office Office, transmit such Subscription Agreements and instruments of the subscription documents and check, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents payment to the Dealer Manager and (ii) Company or its agent as set forth in the checks to the Escrow Agent Subscription Agreement or as otherwise directed by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company.

Appears in 1 contract

Sources: Dealer Manager Agreement (Franklin BSP Real Estate Debt, Inc.)

Submission of Orders. Each person desiring to purchase Shares in the Offering will be required to complete and execute a Subscription Agreement and to deliver to the Dealer such completed and executed Subscription Agreement together with a check or wire transfer (“instrument of payment”) in the amount of such person’s purchase, which must be at least the minimum purchase amount set forth in the Prospectus. Those persons who purchase Shares shall will be instructed by the Dealer to make their checks payable, prior instruments of payment payable to the time escrow agent for the Company reaches set forth in the Subscription Agreement and Prospectus or after the Minimum Offering has been achieved, to or for the benefit of the Company. Prior to achievement of the Minimum Offering, purchase orders which include (i) instruments of payment received by the Company at least two (2) business days prior to the date escrow is broken and (ii) either (a) a completed and executed Subscription Agreement in good order or (b) a Subscription Confirmation (as defined below) (such Subscription Agreement and Subscription Confirmation are sometimes collectively referred to herein as UMB Bank, N.A., Agent for ▇▇▇▇ Corporate Income Trust, Inc.” Subscription Documents”) received by the Company or a recognizable contraction or abbreviation thereof, including but not limited its transfer agent at least five (5) business days prior to “UMB Bank, N.A., f/b/o Corporate Income Trust” or, in the event that date escrow is broken (unless waived by the purchase Dealer Manager) will be executed as of the date escrow is made using Joint Subscription Agreement, “UMB Bank, N.A., Agent for ▇▇▇▇ REIT” or a recognizable contraction or abbreviation thereofbroken (based on the initial offering price per share of the applicable share class). After the Company reaches achievement of the Minimum Offering, checks should purchase orders which include (i) instruments of payment received by the Company at least two (2) business days prior to the first calendar day of the month and (ii) either (a) a completed and executed Subscription Agreement in good order or a Subscription Confirmation received by the Company or its transfer agent at least five (5) business days prior to the first calendar day of the month (unless waived by the Dealer Manager) will be executed as of the first calendar day of the month (based on the prior month’s transaction price per share of the applicable share class). For purposes of this Agreement, a “Subscription Confirmation” shall mean a written summary by the Dealer of all necessary information from a completed and executed Subscription Agreement in good order received by the Dealer. Dealer hereby represents upon providing any such Subscription Confirmation to the Company or its transfer agent that the Dealer has received the completed and executed Subscription Agreement in good order and that the summary of information from such Subscription Agreement provided to the Company or its transfer agent is accurate. Any repurchase requests must be made payable to “▇▇▇▇ Corporate Income Trust, Inc.” or, alternatively, “Corporate Income Trust” or, in accordance with the applicable procedures described in the event Company’s offering document, the Company’s Share Repurchase Plan, and applicable law, rules and regulations. The parties acknowledge and agree that a repurchase request is not received in "good order'' unless the purchase repurchase request and all required documentation is made using complete and received by the Company's transfer agent by the applicable repurchase request deadline described in the Company’s offering document or otherwise specified by the Company in writing. If the Dealer receives a Joint Subscription AgreementAgreement or instrument of payment not conforming to the foregoing instructions, “▇▇▇▇ REIT.” Checks the Dealer shall return such Subscription Agreement and instrument of payment directly to such subscriber not later than the end of the next business day following its receipt. Subscription Agreements and instruments of payment received by the Dealer that which conform to the foregoing instructions shall be transmitted for deposit as set forth below. The Dealer Manager may authorize Dealer, if Dealer is a “$250,000 broker-dealer”, pursuant to instruct its customers to make its checks for Shares subscribed for payable directly to the Dealer, in which case the Dealer will collect the proceeds one of the subscriber’s checks and issue a check made payable methods described in the manner described above for the aggregate amount of the subscription proceedsthis Section II. Transmittal of received investor funds will be made in accordance with the following procedures: (a) If : Where, pursuant to the Dealer conducts its Dealer's internal supervisory procedures procedures, internal supervisory review is conducted at the same location where subscription documents at which Subscription Agreements and checks instruments of payment are initially receivedreceived from subscribers, the Dealer shall conduct its suitability review Subscription Documents and instruments of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of the Minimum Offering. After completion of the Minimum Offering, the Company may instruct the Dealer to forward paperwork in good order and the check directly to the Company. (b) If the internal supervisory procedures are to be performed at a different location (the “Final Review Office”), the subscription documents and check must payment will be transmitted to the Final Review Office by the end of the next business day following receipt by the Dealer for deposit to an escrow agent for the Company or, after the Minimum Offering has been achieved, the Company or its agent as set forth in the Subscription Agreement or as otherwise directed by the Company. Where, pursuant to the Dealer's internal supervisory procedures, final internal supervisory review is conducted at a different location, Subscription Documents and instruments of payment will be transmitted by the end of the subscription documents and checknext business day following receipt by the Dealer to the office of the Dealer conducting such final internal supervisory review (the "Final Review Office"). The Final Review Office willwill in turn, by the end of the next business day following receipt by the Final Review Office Office, transmit such Subscription Documents and instruments of payment for deposit to an escrow agent for the subscription documents and checkCompany or, conduct its suitability review of the transaction and if the transaction is suitable and the paperwork is in good order forward (i) the subscription documents to the Dealer Manager and (ii) the checks to the Escrow Agent by the end of the next business day following receipt of the subscription documents and the check, prior to the completion of after the Minimum Offering. After completion of the Minimum OfferingOffering has been achieved, the Company may instruct or its agent as set forth in the Dealer to forward paperwork in good order and the check directly to Subscription Agreement or as otherwise directed by the Company.

Appears in 1 contract

Sources: Selected Dealer Agreement (EQT Exeter Real Estate Income Trust Inc.)