Common use of Deferred Fees Clause in Contracts

Deferred Fees. Pursuant to Section 3(c) of the Advisory Agreement, the Adviser has retained the right to elect to waive or defer all or a portion of the fees that would otherwise be paid to it. The Adviser shall not make any such elections with respect to the Sub-Adviser’s portion of such fees, without the prior written consent of the Sub-Adviser. The Adviser hereby undertakes to discuss any such election with the Sub-Adviser in advance and provide no less than five business days’ notice to the Sub-Adviser before the Adviser seeks to notify the Company of any such election. All or any part of the Adviser’s deferred fees not paid over to the Adviser with respect to any month, quarter or year shall be deferred without interest and may be paid over any specified later date, as the Adviser may determine, pursuant to written notice thereof to the Company at least 30 days but no more than 60 days prior to such specified date, and upon prior written consent of the Sub-Adviser. Upon receipt of such consent, the Adviser shall make the election on behalf of the Sub-Adviser and shall take any other actions reasonably necessary to cause the Company to pay such deferred fees directly to the Sub-Adviser on such specified date.