Unfair Advisor Compensation Sample Clauses

Unfair Advisor Compensation. The Company may terminate this Agreement or in connection with the expiration of the Initial Term or any Automatic Renewal Term decline to renew this Agreement for any reason in accordance with the terms and provisions of Section 11(c). If such reason arises from a decision made by majority a vote of the Independent Directors (using their reasonable and good faith judgment) that the Base Advisory Fee and/or distributions with respect to the Class B Units payable to the Advisor is unfair, the Company shall not have the foregoing termination right in the event the Advisor agrees to continue to perform its duties hereunder at a fee that the Independent Directors determine to be fair (using their reasonable and good faith judgment); provided, however, the Advisor shall have the right to renegotiate the Base Advisory Fee and/or distributions with respect to the Class B Units by delivering to the Company, not less than one hundred twenty (120) days prior to the pending Effective Termination Date, written notice (a “Notice of Proposal to Negotiate”) of its intention to renegotiate the Base Advisory Fee and/or distributions with respect to the Class B Units. Thereupon, the Company and the Advisor shall endeavor to negotiate the Base Advisory Fee and/or distributions with respect to the Class B Units in good faith. Provided that the Company and the Advisor agree to a revised Base Advisory Fee and/or distributions with respect to the Class B Units (or other compensation structure) within sixty (60) days following the Company’s receipt of the Notice of Proposal to Negotiate, the Company Termination Notice shall be deemed of no force and effect, and this Agreement shall continue in full force and effect on the terms stated herein, except that the Base Advisory Fee and/or distributions with respect to the Class B Units (or other compensation structure) shall be the revised Base Advisory Fee and/or distributions with respect to the Class B Units (or other compensation structure) then agreed upon by the Company and the Advisor. The Company and the Advisor agree to execute and deliver an amendment to this Agreement setting forth such revised Base Advisory Fee and/or distributions with respect to the Class B Units (or other compensation structure) promptly upon reaching an agreement regarding same. In the event that the Company and the Advisor are unable to agree to a revised Base Advisory Fee and/or distributions with respect to the Class B Units (or other compensation st...
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Related to Unfair Advisor Compensation

  • Compensation of Employees Compensate its employees for services rendered at an hourly rate at least equal to the minimum hourly rate prescribed by any applicable federal or state law or regulation.

  • Employment Compensation Schedule 3.16 contains a true and correct list of all employees to whom Company is paying compensation, including bonuses and incentives, at an annual rate in excess of Fifteen Thousand Dollars ($15,000) for services rendered or otherwise; and in the case of salaried employees such list identifies the current annual rate of compensation for each employee and in the case of hourly or commission employees identifies certain reasonable ranges of rates and the number of employees falling within each such range.

  • Fixed Compensation Each of the Co-Managers will receive certain additional fixed compensation pursuant to separate agreements with Masterworks, which is not tied specifically to this Offering or to any other specific offering, but a portion of which is deemed to be underwriting compensation for this Offering. Such additional fixed compensation relates to (i) a monthly retainer for administrative support services and (ii) fixed compensation payments to representatives of Arete. $8,224 is a reasonable estimate of costs and expenses referenced in clauses (i) and (ii) above that are appropriately allocated to this Offering.

  • Compensation of Employee Employer shall pay Employee, and Employee shall accept from Employer, in full payment for Employee's services hereunder, compensation as follows:

  • No Compensation Except as provided in this Section 7.4 and elsewhere in this Agreement (including the provisions of Articles V and VI hereof regarding distributions, payments and allocations to which it may be entitled), the General Partner shall not be compensated for its services as general partner of the Partnership.