Transaction; Advisory Fees Clause Samples

The 'Transaction; Advisory Fees' clause defines the terms under which advisory fees are paid in connection with a specific transaction, such as a merger, acquisition, or financing. It typically outlines who is responsible for paying these fees, the amount or calculation method, and the timing of payment, often specifying whether the buyer, seller, or another party bears the cost. This clause ensures that all parties are clear on the financial obligations related to advisory services, preventing disputes over payment and allocating responsibility for these costs.
Transaction; Advisory Fees. Any (i) transaction, advisory, consulting, management, monitoring, directors’ or similar fees, (ii) closing, investment banking, finders’, transaction or similar fees, (iii) commitment, breakup or topping fees or litigation proceeds and (iv) other fee or payment of services performed or to be performed with respect to an investment or proposed investment received from or with respect to Portfolio Companies or prospective Portfolio Companies in connection with the Company’s activities will be the property of the Company. Notwithstanding the foregoing, for administrative or other reasons, certain fees described in clauses (i) through (iv) above (including any fees for administrative agent services provided by the Adviser or a TCW Affiliate with respect to a particular loan or portfolio of loans made by the Company) may be paid to the Adviser or the TCW Affiliate (rather than directly to the Company), in which case the amount of such fees (net of any related expenses associated with the generation of such fees borne by the Adviser or such TCW Affiliate that have not been and will not be reimbursed by the Company) shall be paid to the Company or shall offset amounts (including the Management Fee) otherwise payable by the Company to the Adviser; provided that any such amount not paid to the Company or used to offset amounts otherwise payable by the Company to the Adviser shall be distributed to the Unitholders upon the final liquidation of the assets of the Company.
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Transaction; Advisory Fees. Any (i) transaction, advisory, consulting, management, monitoring, directors’ or similar fees, (ii) closing, investment banking, finders’, transaction or similar fees, (iii) commitment, breakup or topping fees or litigation proceeds and (iv) other fee or payment of services performed or to be performed with respect to an investment or proposed investment received from or with respect to Portfolio Companies or prospective Portfolio Companies in connection with the Company’s activities will be the property of the Company. Notwithstanding the foregoing, for administrative or other reasons, certain fees described in clauses (i) through (iv) above (including any fees for administrative agent services provided by the Adviser or a Jefferies Affiliate with respect to a particular loan or portfolio of loans made by the Company) may be paid to the Adviser or the Jefferies Affiliate (rather than directly to the Company), in which case the amount of such fees (net of any related expenses associated with the generation of such fees borne by the Adviser or such Jefferies Affiliate that have not been and will not be reimbursed by the Company) shall be paid to the Company; provided that any such amount not paid to the Company shall be distributed to the Common Unitholders upon the final liquidation of the assets of the Company.
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Transaction; Advisory Fees. Any transaction, advisory or similar fees received by the Company from or with respect to Portfolio Companies in connection with the Company’s activities will be the property of the Company to the extent not paid by the Company to a third party administrator or other person in connection with such loan.
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Transaction; Advisory Fees. During the term of this Agreement, the Companies shall pay to Advisor or its designees a transaction fee in connection with the consummation of each merger, acquisition, or divestiture by any of the Companies or their subsidiaries in an amount not less than one percent (1%) of the aggregate consideration of such transaction, including any liabilities assumed, plus reasonable out-of-pocket expenses.
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Transaction; Advisory Fees. Novartis shall bear the fees, charges and other expenses payable to any financial, transaction advisory, accounting or tax advisor or legal counsel listed in Exhibit 5, including all fees, charges and other expenses payable to such transaction advisors (Transaction Advisory Fees).
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Transaction; Advisory Fees. Investment, HoldCo, Parent, the Company and NMI and their respective successors shall hereby jointly and severally agree to pay or cause to be paid to Vestar a customary and reasonable fee for any financial advisory or similar services provided by it and/or its affiliates in connection with a Sale of the Company, an initial Public Offering by or involving Investment, HoldCo, Parent, the Company, NMI or any of their respective subsidiaries or any extraordinary acquisition by or involving Investment, HoldCo, Parent, the Company, NMI or any of their respective subsidiaries (other than acquisitions in the ordinary course of business as part of the Company’s growth strategy); provided, that the payment and the amount of the fees, if any, payable to Vestar and/or its affiliates pursuant to this Paragraph 3(b) shall be approved by a majority of the directors of the Company who are not affiliated with or employed by Vestar.
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Related to Transaction; Advisory Fees

  • SUB-ADVISORY FEES For all of the services rendered with respect to the Fund as herein provided, the Advisor shall pay to the Sub-Advisor a fee (for the payment of which the Fund shall have no obligation or liability), based on the Current Net Assets of the Portfolio (as defined below), as set forth in Schedule A attached hereto and made a part hereof. Such fee shall be accrued daily and payable quarterly, as soon as practicable after the last day of each calendar quarter. In the case of termination of this Agreement with respect to the Fund during any calendar month, the fee with respect to such Portfolio accrued to, but excluding, the date of termination shall be paid promptly following such termination. For purposes of computing the amount of advisory fee accrued for any day, “

  • Advisory Fees There is no investment banker, broker, finder or other intermediary or advisor that has been retained by or is authorized to act on behalf of the Buyer who might be entitled to any fee, commission or reimbursement from the Sellers.

  • Sub-Advisory Fee During the term of this Agreement, the Sub-Adviser shall bear its own costs of providing services under this Agreement. The Adviser agrees to pay to the Sub-Adviser or its designated paying agent, an annual sub-advisory fee equal to the amount of the daily average net assets of each Fund shown on Schedule A attached hereto, payable on a monthly basis.

  • Advisory Fee As compensation for all services rendered, facilities provided and expenses paid or assumed by the Adviser under this Agreement, each Fund shall pay the Adviser on the last day of each month, or as promptly as possible thereafter, a fee calculated by applying a monthly rate, based on an annual percentage rate, to the Fund's average daily net assets for the month. The annual percentage rate applicable to each Fund is set forth in Appendix A to this Agreement, as it may be amended from time to time in accordance with Section 1.3 of this Agreement. If this Agreement shall be effective for only a portion of a month with respect to a Fund, the aforesaid fee shall be prorated for the portion of such month during which this Agreement is in effect for the Fund.

  • Investment Advisory Fee For services provided under subparagraph (a) of paragraph 1 of this Agreement, the Advisor agrees to pay the Sub-Advisor a monthly Sub-Advisory Fee. The Sub-Advisory Fee shall be equal to 110% of the Sub-Advisor's costs incurred in connection with rendering the services referred to in subparagraph (a) of paragraph 1 of this Agreement. The Sub-Advisory Fee shall not be reduced to reflect expense reimbursements or fee waivers by the Advisor, if any, in effect from time to time.