Doric Nimrod Air One Limited - DORIC NIMROD AIR TWO LIMITED

admission fees, settlement and escrow arrangements, printing, advertising and distribution
costs, legal fees and any other applicable expenses. All such expenses will be immediately
written off.
Pursuant to the Placing Agreement, Nimrod will be entitled to receive a placing commission
from the Company equal to 0.43 per cent of Initial Gross Proceeds if the Placing Amount is
raised.
Ongoing Expenses
The Company will also incur ongoing expenses. These expenses will include the following:
(i)
the Asset Manager
Doric will receive a fee as at Admission, being the Initial Gross Proceeds less the initial
expenses of the Company (including the acquisition cost of the Asset and the payment of the
Placing commission), subject to a cap of 1.14 per cent. of the Initial Gross Proceeds.
The Company will also pay Doric a management and advisory fee of £250,000 per annum
(adjusted annually for inflation from 2012 onwards, at 2.25 per cent. per annum), payable
quarterly in arrear.
Doric will also receive a fee for its sales and remarketing services upon disposition of the
Asset and subsequent winding up of the Company (the "Disposition Fee"). This will be
payable by the Company out of the proceeds of sale and will follow an incentivised structure.
Doric will not be entitled to the Disposition Fee (but for the avoidance of doubt will be
entitled to reimbursement for properly incurred costs and expenses) if Shareholders do not
recover 100 pence per share net of all costs, fees and expenses upon the winding up of the
Company. If Shareholders receive between 100 pence per share and 150 pence per share
(inclusive) (in each case net of all cost, fees and expense) upon the winding up of the
Company, Doric should receive a Disposition Fee of 2 per cent. of the Realised Value of the
Asset. If Shareholders receive more than 150 pence per share (net of all cost, fees and
expense) Doric should receive 3 per cent. of the Realised Value of the Asset.
(ii)
Administration
The Administrator will be entitled to an establishment fee calculated on a time cost basis
likely to be in the range of £8,000 to £15,000 (in the event that the Company launch is
aborted an abort fee will apply, being two thirds of the establishment fee as it stands at the
time of the abort, capped at £8,000); an administration fee in the range of £18,000 to £25,000;
a secretarial fee of £25,000 per annum assuming quarterly Board meetings in Guernsey and
an annual general meeting each year, plus an additional £1,500 per day per each Board
meeting held outside of Guernsey; an additional fee per annum of 0.015 per cent. of the Gross
Asset Value of the Company; and a Financial Reporting Fee in respect of the preparation and
approval of audited annual reports, half year reports and interim management statements,
calculated on a time charge basis in the range of £9,000 to £16,000 per annum. In addition to
the above remuneration the Administrator shall also be entitled to such other remuneration as
shall be agreed between the Administrator and the Board from time to time, (including
activity fees as previously agreed with the Company or time cost charges which shall be
levied by the Administrator for any other matter not already included under this Agreement).
(iii)
Registrar
The Registrar will be entitled to an annual basic fee from the Company equal to the higher of
£4,000 per annum, or £1,500 per Register per annum or part thereof, or £2.00 per shareholder
31