Affiliate Compensation Sample Clauses
The Affiliate Compensation clause defines how and when affiliates are paid for their participation or contributions under an agreement. Typically, it outlines the calculation method for commissions or fees, the payment schedule, and any conditions or thresholds that must be met before payment is issued. This clause ensures that affiliates understand the basis and timing of their compensation, thereby reducing disputes and providing transparency in the business relationship.
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Affiliate Compensation. Except as set forth above in this Section 3.7, the Company shall not pay any Initial Stockholder or any of their affiliates any fees or compensation from the Company, for services rendered to the Company prior to, or in connection with, the consummation of a Business Combination; provided that the Initial Stockholders shall be entitled to reimbursement from the Company for their reasonable out-of-pocket expenses incurred in connection with seeking and consummating a Business Combination; and provided, further, that such persons shall be entitled to receive, upon consummation of a Business Combination, commissions for monies raised by them for the Company in connection with such Business Combination, at rates which are no less favorable to the Company than those which the Company would pay to unaffiliated third parties.
Affiliate Compensation. Except as set forth above in this Section 3.7, the Company shall not pay any Initial Stockholder or any of their affiliates any fees or compensation from the Company, for services rendered to the Company prior to, or in connection with, the consummation of a Business Combination; provided that the Initial Stockholders shall be entitled to reimbursement from the Company for their reasonable out-of-pocket expenses incurred in connection with seeking and consummating a Business Combination.
Affiliate Compensation. Except as set forth above in this Section 3.7, the Company shall not pay any Initial Stockholder or any of their affiliates any fees or compensation from the Company, for services rendered to the Company prior to, or in connection with, the consummation of a Business Combination; provided that the Initial Stockholders shall be entitled to reimbursement from the Company for their reasonable out-of-pocket expenses incurred in connection with seeking and consummating a Business Combination. Notwithstanding the foregoing to the contrary, the Company may pay an Initial Stockholder or any of its affiliates fees or compensation in connection with bona fide services to be rendered to the Company that (i) are expressly approved by a majority of the Company's disinterested directors, (ii) are legitimately required by the Company and the Company would otherwise contract such services from a third party, and (iii) all fees and compensation to be paid to any Initial Stockholder or its affiliates are determined on an arm's length basis and in good faith and such fees and compensation are customarily charged by unrelated third party service providers of a similar nature.
Affiliate Compensation. There will be no fees, reimbursements, cash payments or compensation of any kind, including the issuance of any securities of the Company, made to the Company’s officers and directors (directly or indirectly) prior to the consummation of an Acquisition Transaction other than: (i) repayment of an aggregate of $[_______] in non-interest bearing loans made by Selway Capital Holdings, LLC to pay a portion of the Company’s offering expenses; (ii) securities issued to the Company’s officers and directors in exchange for loans reasonably necessary to meet the Company’s working capital needs; and (iii) reimbursement for any reasonable out-of-pocket expenses incident to the Offering and finding a suitable Acquisition Transaction. There is no limit on the amount of out-of-pocket expenses reimbursable by the Company (except that reimbursement may not be made using funds in the trust account unless and until an Acquisition Transaction is consummated). Additionally, the Company may pay to Selway Capital LLC, an affiliate of Selway Capital Holdings, LLC, $5,000 per month for up to twelve months for office space and general and administrative services (the “Services Agreement”).
Affiliate Compensation. The Company will not, and will not permit any of its Subsidiaries, to pay to any natural Person that is an Affiliate of the Company in the form of compensation to such Affiliate in his or her capacity as an officer of the Company if, as a result of such payment, the Company would breach one or more of the covenants, obligations or agreements of the Company set forth herein or in the Warrants. In addition, the Company will maintain a compensation committee composed of outside directors who are not employees of the Company or any of its Subsidiaries. The compensation committee will review the annual salary, bonus, stock options and other benefits of the Company's senior executives to ensure that they are commensurate with the real estate service industry and competitive factors.
Affiliate Compensation. Except as set forth above in this Section 3.17.2, the Company shall not pay the Initial Shareholder or any of its affiliates any fees or compensation from the Company, for services rendered to the Company prior to, or in connection with, the consummation of a Business Combination; provided that the Insiders shall be entitled to reimbursement from the Company for their reasonable out-of-pocket expenses incurred in connection with seeking and consummating a Business Combination. Notwithstanding the foregoing to the contrary, the Company may pay the Initial Shareholder or any of its affiliates fees or compensation in connection with bona fide services to be rendered to the Company pursuant to the services agreement between the Company and Arco Capital Management LLC filed as Exhibit 10.4 to the Registration Statement (the “Services Agreement”).
Affiliate Compensation. Except as provided in Section 3.7.2, the Company shall not pay any Initial Stockholder or any of their affiliates any fees or compensation from the Company, for services rendered to the Company prior to, or in connection with, the consummation of a Business Combination; PROVIDED that the Initial Stockholders shall be entitled to reimbursement from the Company for their reasonable out-of-pocket expenses incurred in connection with seeking and consummating a Business Combination.
Affiliate Compensation. 4.1 In consideration for the services rendered by AFFILIATE hereunder, CAPITAL STACK shall compensate AFFILIATE in accordance with the AFFILIATE Compensation Schedule, attached as Schedule A hereto (the “Compensation”). Along with each Compensation payment to AFFILIATE pursuant to Schedule A, CAPITAL STACK shall provide to AFFILIATE a written report setting forth the basis for such Compensation. If AFFILIATE disputes any Compensation paid to it, AFFILIATE agrees to inform CAPITAL STACK within 45 days of the date it receives such Compensation. AFFILIATE waives any claim against CAPITAL STACK regarding any Compensation it fails to dispute within such 45 day period. In the event that this Agreement is terminated by AFFILIATE for any reason, or by CAPITAL STACK due to an Event of Default (defined below), CAPITAL STACK shall have no further obligation to pay Compensation to AFFILIATE and AFFILIATE shall have no further right to receive any Compensation after the date of such termination.
4.2 If AFFILIATE refers a prospective Merchant to CAPITAL STACK, but such prospective Merchant does not execute a Merchant Agreement within 90 days of such referral, then the AFFILIATE shall have no right to Compensation (defined below) with respect to such prospective Merchant, regardless of whether prospective Merchant enters into a Merchant Agreement with CAPITAL STACK thereafter.
4.3 In the event that any third party assisted AFFILIATE in referring a Merchant to CAPITAL STACK, CAPITAL STACK shall not be required to pay any compensation to such third party and said third party shall only be entitled to look to AFFILIATE for compensation therefore.
4.4 AFFILIATE shall be responsible to pay all federal, state and local income taxes, Social Security and Medicare taxes, and any and all employment or business taxes to be paid on its behalf to any taxing authority, whether federal, state or local. In the event AFFILIATE is required to be licensed in any jurisdiction in which it is contacting Merchants in connection with the Program, it shall be the sole responsibility of AFFILIATE to obtain the necessary licensing or permission from any licensing authority prior to soliciting Merchants within that jurisdiction. AFFILIATE agrees to complete and return an IRS Form W-9, or similar forms, as required by CAPITAL STACK from time to time.
Affiliate Compensation. Affiliate will earn a commission based on sales referred through their unique affiliate link. The Affiliate will receive 15% commission from the purchase. A19, inc. will provide the affiliate to pass on a 10% discount to their following.
Affiliate Compensation. In consideration of providing the Affiliate Services, the Affiliate shall be entitled to compensation as described in Schedule B. The Company reserves the right to change the compensation structure from time to time.