Common use of Payment Amounts Clause in Contracts

Payment Amounts. In consideration of the Cost Reimbursement Services to be provided by AEIS: (a) The Dealer Manager shall (i) re-allow directly to AEIS a Dealer Manager Fee (defined in Section 3(a)) and (ii) pay or cause to be paid directly to AEIS the Annual Cost Reimbursement Fee (defined in Section 3(a)) (the Annual Cost Reimbursement Fee and the Dealer Manager Fee are collectively the “Fee”). (b) The Dealer Manager or its affiliates will pay AEIS a one-time payment of up to $25,000 in the aggregate for the start-up operational costs (“Set-up Expenses”) associated with offering a new product to Ameriprise clients, including but not limited to, due diligence expenses. (c) The Dealer Manager or its affiliates will reimburse AEIS for reasonable expenses arising from the performance of services related to but separate from the services contemplated by this Agreement, including but not limited to technology services, operational reporting, or technology or operational expenses deriving from particular issues presented by the Company (e.g., expenses related to series mergers or reorganizations); provided, however, that the Dealer Manager and AEIS will agree in writing to the expenses to be reimbursed prior to AEIS incurring any such expenses. Such payments will be separate from the Fee and Set-up Expenses, and will be paid through the process set forth below. (d) The Dealer Manager or its affiliates will pay AEIS the reasonable costs AEIS incurs when responding to or complying with any audit, report, examination, inspection or compliance review requested by the Dealer Manager or the Company and any information or document request and any other request by the Dealer Manager or the Company that is not otherwise specifically addressed in this Agreement or any other agreement between AEIS and the Dealer Manager or the Company. The Dealer Manager and AEIS will agree in writing to the expenses to be reimbursed prior to AEIS incurring any such expenses. (e) The payments pursuant to this Agreement shall be paid directly to AEIS pursuant to the terms of Section 3 below. For the avoidance of doubt, the Issuer Entities acknowledge and agree that such payment shall not be paid to Ameriprise as a ‘pass-through’ for payment to AEIS.

Payment Amounts. In As of the Effective Date and continuing thereafter, in consideration of the Cost Reimbursement Services to be provided by AEIS: , (ai) The the Marketing Fee shall be re-allowed directly to AEIS by the Dealer Manager, (ii) the amount of any Due Diligence Expenses shall be paid by the Advisor directly to or on behalf of AEIS (as directed by AEIS), (iii) the Dealer Manager shall (i) re-allow directly to AEIS a Dealer Manager Fee (defined in Section 3(a)) and (ii) pay or cause to be paid directly to AEIS the Annual Cost Reimbursement Fee (defined in amount of any Distribution Expenses incurred by AEIS, subject to Section 3(a)3(f) (of this Agreement and as mutually agreed upon by the Annual Cost Reimbursement Fee and the Dealer Manager Fee are collectively the “Fee”). (b) The Dealer Manager or its affiliates will pay AEIS a one-time payment of up parties to $25,000 in the aggregate for the start-up operational costs (“Set-up Expenses”) associated with offering a new product to Ameriprise clients, including but not limited to, due diligence expenses. (c) The Dealer Manager or its affiliates will reimburse AEIS for reasonable expenses arising from the performance of services related to but separate from the services contemplated by this Agreement, including but not limited to technology services, operational reporting, or technology or operational expenses deriving from particular issues presented by and (iv) the Company (e.g., expenses related shall pay or cause to series mergers or reorganizations); provided, however, that the Dealer Manager and AEIS will agree in writing to the expenses to be reimbursed prior to AEIS incurring any such expenses. Such payments will be separate from the Fee and Set-up Expenses, and will be paid through the process set forth below. (d) The Dealer Manager or its affiliates will pay AEIS the reasonable costs AEIS incurs when responding to or complying with any audit, report, examination, inspection or compliance review requested by the Dealer Manager or the Company and any information or document request and any other request by the Dealer Manager or the Company that is not otherwise specifically addressed in this Agreement or any other agreement between AEIS and the Dealer Manager or the Company. The Dealer Manager and AEIS will agree in writing to the expenses to be reimbursed prior to AEIS incurring any such expenses. (e) The payments pursuant to this Agreement shall be paid directly to AEIS the amount of any Ad Hoc Request Expenses incurred by AEIS, subject to Section 3(f) of this Agreement and as mutually agreed upon by the parties to this Agreement. The Issuer Entities and AEIS specifically acknowledge and agree that the payments described in clauses (i), (iii) and (iv) of this Section 2 shall be remitted directly to AEIS, and the payment of Due Diligence Expenses in clause (ii) of this Section 2 shall be remitted directly to or on behalf of AEIS (as directed by AEIS), in each case separate and apart from the Selling Commissions (as defined in the Selected Dealer Agreement) and distribution fees (the “Distribution Fees”) payable to Ameriprise under Section 3(d) of the Selected Dealer Agreement. AEIS acknowledges and agrees that AEIS shall be entitled to receive only the Marketing Fees and other amounts payable to AEIS pursuant to the terms of Section 3 belowthis Agreement and AEIS shall not be entitled to receive the Selling Commissions and Distribution Fees payable to Ameriprise pursuant to the Selected Dealer Agreement, which shall continue to be remitted directly to Ameriprise pursuant to the terms of the Selected Dealer Agreement. For the avoidance of doubt, the Issuer Entities acknowledge and agree that such payment of Cost Reimbursement Compensation to AEIS shall not be paid to Ameriprise as a ‘pass-through’ to Ameriprise for payment to AEIS.

Payment Amounts. In consideration of the Cost Reimbursement Services to be provided by AEIS: , (ai) The the Dealer Manager shall (i) re-allow directly to AEIS a Dealer Manager Fee marketing support fee (defined in Section 3(athe “Reallowed Marketing Support Fee”)) and , (ii) the Dealer Manager shall pay or cause to be paid the amount of any bona fide, itemized, separately invoiced due diligence expenses (the “Due Diligence Expenses”) directly to or on behalf of AEIS (as directed by AEIS), (iii) the Dealer Manager shall pay or cause to be paid directly to AEIS AEIS’s costs of technology associated with the Annual Cost Reimbursement Fee offering being made pursuant to the Offering Documents (the “Offering”), other costs and expenses related to such technology costs, and the facilitation of the marketing of the Shares and the ownership of such Shares by Ameriprise’s customers, including fees to attend Company-sponsored conferences (the “Distribution Expenses”), and (iv) the Dealer Manager shall reimburse AEIS or shall cause AEIS to be reimbursed to the extent that AEIS’s compliance with any Ad Hoc Request (as defined in Section 3(a)6(b) (of the Annual Cost Reimbursement Fee and the Selected Dealer Manager Fee are collectively the “Fee”). (b) The Dealer Manager or its affiliates will pay Agreement would cause AEIS a one-time payment of up to $25,000 incur additional material expenses, in the aggregate for the start-up operational costs (“Set-up Expenses”) associated with offering a new product to Ameriprise clients, including but not limited to, due diligence expenses. (c) The Dealer Manager or its affiliates will reimburse AEIS for reasonable expenses arising from the performance of services related to but separate from the services contemplated by this Agreement, including but not limited to technology services, operational reporting, or technology or operational expenses deriving from particular issues presented by the Company (e.g., expenses related to series mergers or reorganizations); provided, however, that which case the Dealer Manager and AEIS will mutually agree in writing as to the payment of such expenses to be reimbursed prior to AEIS incurring any such expenses. Such payments will be separate from between the Fee and Set-up parties (the “Ad Hoc Request Expenses” and, collectively with the Reallowed Marketing Support Fee, the Due Diligence Expenses, and will the Distribution Expenses, the “Cost Reimbursement Compensation”). The Issuer Entities and AEIS specifically acknowledge and agree that the payments described in clauses (i), (iii), and (iv) of this Section 2 shall be paid through remitted directly to AEIS, and the process set forth below. payment of Due Diligence Expenses in clause (dii) The Dealer Manager or its affiliates will pay AEIS the reasonable costs AEIS incurs when responding of this Section 2 shall be remitted directly to or complying with any auditon behalf of AEIS (as directed by AEIS), report, examination, inspection or compliance review requested by in each case separate and apart from the Sales Commissions (as defined in the Selected Dealer Manager or Agreement) and Distribution Fees (as defined in the Company Selected Dealer Agreement) payable to Ameriprise under Section 3(d) of the Selected Dealer Agreement. AEIS acknowledges and any information or document request and any other request by the Dealer Manager or the Company agrees that is not otherwise specifically addressed in this Agreement or any other agreement between AEIS and the Dealer Manager or the Company. The Dealer Manager and AEIS will agree in writing to the expenses to be reimbursed prior to AEIS incurring any such expenses. (e) The payments pursuant to this Agreement shall be paid directly entitled to receive only the Reallowed Marketing Support Fees and other amounts payable to AEIS pursuant to the terms of Section 3 belowthis Agreement and AEIS shall not be entitled to receive the Sales Commissions and Distribution Fees payable to Ameriprise pursuant to the Selected Dealer Agreement, which shall be remitted directly to Ameriprise pursuant to the terms of the Selected Dealer Agreement. For the avoidance of doubt, the Issuer Entities acknowledge and agree that such payment of Cost Reimbursement Compensation to AEIS shall not be paid to Ameriprise as a ‘pass-through’ to Ameriprise for payment to AEIS.

Payment Amounts. In consideration of the Cost Reimbursement Services to be provided by AEIS: , (ai) The the Dealer Manager shall (i) re-allow directly to AEIS a Dealer Manager Fee marketing support fee (defined in Section 3(athe “Reallowed Marketing Support Fee”)) and , (ii) the Dealer Manager shall pay or cause to be paid the amount of any bona fide, itemized, separately invoiced due diligence expenses (the “Due Diligence Expenses”) directly to or on behalf of AEIS (as directed by AEIS), (iii) the Dealer Manager shall pay or cause to be paid directly to AEIS AEIS’s costs of technology associated with the Annual Cost Reimbursement Fee offering, other costs and expenses related to such technology costs, and the facilitation of the marketing of the Shares and the ownership of such Shares by Ameriprise Financial’s customers, including fees to attend Company-sponsored conferences (the “Distribution Expenses”), and (iv) the Dealer Manager shall reimburse AEIS or shall cause AEIS to be reimbursed to the extent that AEIS’s compliance with any Ad Hoc Request (as defined in Section 3(a)6(b) (of the Annual Cost Reimbursement Fee and the Selected Dealer Manager Fee are collectively the “Fee”). (b) The Dealer Manager or its affiliates will pay Agreement would cause AEIS a one-time payment of up to $25,000 incur additional material expenses, in the aggregate for the start-up operational costs (“Set-up Expenses”) associated with offering a new product to Ameriprise clients, including but not limited to, due diligence expenses. (c) The Dealer Manager or its affiliates will reimburse AEIS for reasonable expenses arising from the performance of services related to but separate from the services contemplated by this Agreement, including but not limited to technology services, operational reporting, or technology or operational expenses deriving from particular issues presented by the Company (e.g., expenses related to series mergers or reorganizations); provided, however, that which case the Dealer Manager and AEIS will mutually agree in writing as to the payment of such expenses to be reimbursed prior to AEIS incurring any such expenses. Such payments will be separate from between the Fee and Set-up parties (the “Ad Hoc Request Expenses” and, collectively with the Reallowed Marketing Support Fee, the Due Diligence Expenses, and will the Distribution Expenses, the “Cost Reimbursement Compensation”). The Issuer Entities and AEIS specifically acknowledge and agree that the payments described in clauses (i), (iii), and (iv) of this Section 2 shall be paid through remitted directly to AEIS, and the process set forth below. payment of Due Diligence Expenses in clause (dii) The Dealer Manager or its affiliates will pay AEIS the reasonable costs AEIS incurs when responding of this Section 2 shall be remitted directly to or complying with any auditon behalf of AEIS (as directed by AEIS), report, examination, inspection or compliance review requested by in each case separate and apart from the Sales Commissions (as defined in the Selected Dealer Manager or Agreement) and Distribution Fees (as defined in the Company Selected Dealer Agreement) payable to Ameriprise under Section 3(d) of the Selected Dealer Agreement. AEIS acknowledges and any information or document request and any other request by the Dealer Manager or the Company agrees that is not otherwise specifically addressed in this Agreement or any other agreement between AEIS and the Dealer Manager or the Company. The Dealer Manager and AEIS will agree in writing to the expenses to be reimbursed prior to AEIS incurring any such expenses. (e) The payments pursuant to this Agreement shall be paid directly entitled to receive only the Reallowed Marketing Support Fees and other amounts payable to AEIS pursuant to the terms of Section 3 belowthis Agreement and AEIS shall not be entitled to receive the Sales Commissions and Distribution Fees payable to Ameriprise pursuant to the Selected Dealer Agreement, which shall be remitted directly to Ameriprise pursuant to the terms of the Selected Dealer Agreement. For the avoidance of doubt, the Issuer Entities acknowledge and agree that such payment of Cost Reimbursement Compensation to AEIS shall not be paid to Ameriprise as a ‘pass-through’ to Ameriprise for payment to AEIS.

Payment Amounts. In As of the Effective Date and continuing thereafter, in consideration of the Cost Reimbursement Services to be provided by AEIS: , (ai) The the Marketing Fee shall be re-allowed directly to AEIS by the Dealer Manager, (ii) the amount of any Due Diligence Expenses shall be paid by the Advisor directly to or on behalf of AEIS (as directed by AEIS), (iii) the Dealer Manager shall (i) re-allow directly to AEIS a Dealer Manager Fee (defined in Section 3(a)) and (ii) pay or cause to be paid directly to AEIS the Annual Cost Reimbursement Fee (defined in amount of any Distribution Expenses incurred by AEIS, subject to Section 3(a)3(f) (of this Agreement and as mutually agreed upon by the Annual Cost Reimbursement Fee and the Dealer Manager Fee are collectively the “Fee”). (b) The Dealer Manager or its affiliates will pay AEIS a one-time payment of up parties to $25,000 in the aggregate for the start-up operational costs (“Set-up Expenses”) associated with offering a new product to Ameriprise clients, including but not limited to, due diligence expenses. (c) The Dealer Manager or its affiliates will reimburse AEIS for reasonable expenses arising from the performance of services related to but separate from the services contemplated by this Agreement, including but not limited to technology services, operational reporting, or technology or operational expenses deriving from particular issues presented by and (iv) the Company (e.g., expenses related shall pay or cause to series mergers or reorganizations); provided, however, that the Dealer Manager and AEIS will agree in writing to the expenses to be reimbursed prior to AEIS incurring any such expenses. Such payments will be separate from the Fee and Set-up Expenses, and will be paid through the process set forth below. (d) The Dealer Manager or its affiliates will pay AEIS the reasonable costs AEIS incurs when responding to or complying with any audit, report, examination, inspection or compliance review requested by the Dealer Manager or the Company and any information or document request and any other request by the Dealer Manager or the Company that is not otherwise specifically addressed in this Agreement or any other agreement between AEIS and the Dealer Manager or the Company. The Dealer Manager and AEIS will agree in writing to the expenses to be reimbursed prior to AEIS incurring any such expenses. (e) The payments pursuant to this Agreement shall be paid directly to AEIS the amount of any Ad Hoc Request Expenses incurred by AEIS, subject to Section 3(f) of this Agreement and as mutually agreed upon by the parties to this Agreement. The Issuer Entities and AEIS specifically acknowledge and agree that the payments described in clauses (i), (iii) and (iv) of this Section 2 shall be remitted directly to AEIS, and the payment of Due Diligence Expenses in clause (ii) of this Section 2 shall be remitted directly to or on behalf of AEIS (as directed by AEIS), in each case separate and apart from the Selling Commissions (as defined in the Selected Dealer Agreement) and distribution and stockholder servicing fees (the “Distribution and Stockholder Servicing Fees”) payable to Ameriprise under Section 3(d) of the Selected Dealer Agreement. AEIS acknowledges and agrees that AEIS shall be entitled to receive only the Marketing Fees and other amounts payable to AEIS pursuant to the terms of Section 3 belowthis Agreement and AEIS shall not be entitled to receive the Selling Commissions and Distribution and Stockholder Servicing Fees payable to Ameriprise pursuant to the Selected Dealer Agreement, which shall continue to be remitted directly to Ameriprise pursuant to the terms of the Selected Dealer Agreement. For the avoidance of doubt, the Issuer Entities acknowledge and agree that such payment of Cost Reimbursement Compensation to AEIS shall not be paid to Ameriprise as a ‘pass-through’ to Ameriprise for payment to AEIS.

Payment Amounts. In As of the Effective Date and continuing thereafter, in consideration of the Cost Reimbursement Services to be provided by AEIS: , (ai) The the Marketing Fee shall be re-allowed directly to AEIS by the Dealer Manager, (ii) the amount of any Due Diligence Expenses shall be paid by the Advisor directly to or on behalf of AEIS (as directed by AEIS), (iii) the Dealer Manager shall (i) re-allow directly to AEIS a Dealer Manager Fee (defined in Section 3(a)) and (ii) pay or cause to be paid directly to AEIS the Annual Cost Reimbursement Fee (defined in amount of any Distribution Expenses incurred by AEIS, subject to Section 3(a)3(f) (of this Agreement and as mutually agreed upon by the Annual Cost Reimbursement Fee and the Dealer Manager Fee are collectively the “Fee”). (b) The Dealer Manager or its affiliates will pay AEIS a one-time payment of up parties to $25,000 in the aggregate for the start-up operational costs (“Set-up Expenses”) associated with offering a new product to Ameriprise clients, including but not limited to, due diligence expenses. (c) The Dealer Manager or its affiliates will reimburse AEIS for reasonable expenses arising from the performance of services related to but separate from the services contemplated by this Agreement, including but not limited to technology services, operational reporting, or technology or operational expenses deriving from particular issues presented by and (iv) the Company (e.g., expenses related shall pay or cause to series mergers or reorganizations); provided, however, that the Dealer Manager and AEIS will agree in writing to the expenses to be reimbursed prior to AEIS incurring any such expenses. Such payments will be separate from the Fee and Set-up Expenses, and will be paid through the process set forth below. (d) The Dealer Manager or its affiliates will pay AEIS the reasonable costs AEIS incurs when responding to or complying with any audit, report, examination, inspection or compliance review requested by the Dealer Manager or the Company and any information or document request and any other request by the Dealer Manager or the Company that is not otherwise specifically addressed in this Agreement or any other agreement between AEIS and the Dealer Manager or the Company. The Dealer Manager and AEIS will agree in writing to the expenses to be reimbursed prior to AEIS incurring any such expenses. (e) The payments pursuant to this Agreement shall be paid directly to AEIS the amount of any Ad Hoc Request Expenses incurred by AEIS, subject to Section 3(f) of this Agreement and as mutually agreed upon by the parties to this Agreement. The Issuer Entities and AEIS specifically acknowledge and agree that the payments described in clauses (i), (iii) and (iv) of this Section 2 shall be remitted directly to AEIS, and the payment of Due Diligence Expenses in clause (ii) of this Section 2 shall be remitted directly to or on behalf of AEIS (as directed by AEIS), in each case separate and apart from the Selling Commissions (as defined in the Selected Dealer Agreement) and distribution and stockholder servicing fee (the “Distribution Fees”) payable to Ameriprise under Section 3(d) of the Selected Dealer Agreement. AEIS acknowledges and agrees that AEIS shall be entitled to receive only the Marketing Fees and other amounts payable to AEIS pursuant to the terms of Section 3 belowthis Agreement and AEIS shall not be entitled to receive the Selling Commissions and Distribution Fees payable to Ameriprise pursuant to the Selected Dealer Agreement, which shall continue to be remitted directly to Ameriprise pursuant to the terms of the Selected Dealer Agreement. For the avoidance of doubt, the Issuer Entities acknowledge and agree that such payment of Cost Reimbursement Compensation to AEIS shall not be paid to Ameriprise as a ‘pass-through’ to Ameriprise for payment to AEIS.