This excerpt taken from the GHL 8-K filed Dec 23, 2009.
(b) Each Commitment shall be subject to the satisfaction or waiver by Greenhill of the following conditions:
(i) (A) In the case of the Commitment to GCP III, a minimum first closing of $250 million, and (B) in the case of the Commitment to GVP II, a minimum first closing of $50 million.
(ii) The terms and conditions of the limited partnership agreement, subscription agreement and other fund documents for GCP III or GVP II, as applicable (including, without limitation, (x) the “key person” provisions thereof and (y) the investment mandate thereof), shall be reasonably satisfactory to Greenhill (it being understood and agreed that terms and conditions which are substantially similar to those of GCP II (in the case of GCP III) or GSAV (in the case of GVP II) shall be deemed to be satisfactory for these purposes).
(c) Prior to the entry into a definitive subscription agreement or other definitive documentation for such Commitment, each Commitment shall terminate automatically and be of no further force or effect upon the earlier to occur of (i) the termination by Greenhill of the License Agreement or any Management Agreement in accordance with the terms thereof and (ii) the death or Disability of Niehaus.
(d) Without limitation of Section 6.02(c), if a first closing for the applicable New Fund meeting the requirements set forth in Section 6.02(b)(i)(A) or (B) (as applicable) has not occurred prior to the date that is two years after the Closing Date, then Greenhill’s Commitment to such New Fund shall automatically terminate and be of no further force or effect.
Section 6.03. Fees. The Newco Group shall be entitled to collect all management, monitoring, transaction, investment and other fees for the New Funds. Greenhill’s investments in the New Funds (including any commitments in excess of the amount of the Commitments) shall not be subject to any management or similar fees or carried interest or other incentive fees.
Section 6.04. Carried Interest. Greenhill shall be entitled to receive, pursuant to the definitive documentation for the New Funds, (a) 5% of the aggregate carried interest in respect of all investments made by the New Funds and (b) an additional 5% of the aggregate carried interest with respect to each investment made by a New Fund in which a Greenhill Employee, in the
reasonable judgment of Niehaus, plays a material role in originating the investment or, if requested by Niehaus, in the oversight of the investment.
Section 6.05. Investment Committees. Greenhill shall have the right to designate one member of the investment committee for each of GCP III and GVP II. Such investment committees shall consist of (a) at least five members in the case of GCP III and (b) at least four members in the case of GVP II. Decisions of the investment committees shall be made by majority vote.
Section 6.06. Placement Agent. Newco agrees to cause the Newco Group to engage Greenhill’s fund placement group as the exclusive placement agent for the New Funds for a placement fee in the amount of 1.5% of the amount of any commitments received from investors other than those who invested in the respective Existing Fund, payable in eight quarterly installments following the fund closing date(s) with respect to such commitments, and otherwise on the terms set forth in an engagement letter agreed to by the parties (the “
This excerpt taken from the GHL 10-K filed Mar 11, 2005.
Note 11 Commitments
The Company has entered into certain leases for office space under non-cancelable operating lease agreements that expire on various dates through 2013. The Company has also entered into various operating leases, which are used to obtain office equipment. Under an operating lease for office space, a third party owes the Company a portion of the monthly lease payment. Over the remaining life of this lease, the third party owes the Company approximately $1.7 million. This receivable is secured with a letter of credit issued on behalf of the third party in the amount of $1 million.
As of December 31, 2004, the approximate aggregate minimum future rental payments required were as follows:
Net rent expense for the years ended December 31, 2004, 2003 and 2002 was approximately $4.4 million, $3.4 million and $3.2 million, respectively.
Diversified U.S. financial institutions issued three unsecured letters of credit on behalf of the Company in the amounts totaling of $3.7 million at both December 31, 2004 and 2003 for the benefit of a lessor. At December 31, 2004 and 2003, no amounts had been drawn under any of the letters of credit.
At December 31, 2004, the Company has commitments to invest up to $16.4 million in GCP. These commitments primarily will be funded as required through June 2005, the end of GCPs investment period, unless the investment period is extended by the managing general partner for up to a two year period in accordance with the partnership agreement.