Common use of Adjustment for Certain Distributions Clause in Contracts

Adjustment for Certain Distributions. In the event the Company at any time or from time to time after the Series C Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Units entitled to receive, a distribution payable on the Common Units in additional Common Units, then and in each such event the Conversion Prices in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying each Conversion Price then in effect by a fraction: (a) the numerator of which shall be the total number of Common Units issued and outstanding immediately prior to the time of such issuance or the close of business on such record date, and (b) the denominator of which shall be the total number of Common Units issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of Common Units issuable in payment of such distribution. Notwithstanding the foregoing: (1) if such record date shall have been fixed and such distribution is not fully made on the date fixed therefor, the Conversion Prices shall be recomputed accordingly as of the close of business on such record date and thereafter the Conversion Prices shall be adjusted pursuant to this Section 9.4 as of the time of actual payment of such distributions; (2) no such adjustment shall be made to the Series A Conversion Price if the holders of Series A Preferred Units simultaneously receive a distribution of Common Units in a number equal to the number of Common Units as they would have received if all outstanding Series A Preferred Units had been converted into Class A Common Units on the date of such event; (3) that no such adjustment shall be made to the Series B Conversion Price if the holders of Series B Preferred Units simultaneously receive a distribution of Class A Common Units in a number equal to the number of Class A Common Units as they would have received if all outstanding Series B Preferred Units had been converted into Class A Common Units on the date of such event; and (4) that no such adjustment shall be made to the Series C Conversion Price if the holders of Series C Preferred Units simultaneously receive a distribution of Class A Common Units in a number equal to the number of Class A Common Units as they would have received if all outstanding Series C Preferred Units had been converted into Class A Common Units on the date of such event.

Adjustment for Certain Distributions. In the event the Company LLC at any time or from time to time after the Series C Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Units Members entitled to receive, a distribution payable on the Common Units in additional Common UnitsShares, then and in each such event the Series A Conversion Prices Price for the Series A Preferred Shares then in effect, the Series B Conversion Price for the Series B Preferred Shares then in effect immediately before such event and the Series C Conversion Price for the Series C Preferred Shares then in effect shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying each the Series A Conversion Price, the Series B Conversion Price and the Series C Conversion Price, as appropriate, then in effect by a fraction: (ai) the numerator of which shall be the total number of Common Units Shares issued and outstanding immediately prior to the time of such issuance or the close of business on such record date, and (bii) the denominator of which shall be the total number of Common Units Shares issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of Common Units Shares issuable in payment of such distribution. Notwithstanding the foregoing: (1) ; provided, that if such record date shall have been fixed and such distribution is not fully paid or if such distribution is not fully made on the date fixed therefor, the Series A Conversion Prices Price for the Series A Preferred Shares, the Series B Conversion Price for the Series B Preferred Shares and the Series C Conversion Price for the Series C Preferred Shares shall be recomputed accordingly as of the close of business on such record date date, and thereafter the Series A Conversion Prices Price for the Series A Preferred Shares, the Series B Conversion Price for the Series B Preferred Shares and the Series C Conversion Price for the Series C Preferred Shares shall be adjusted pursuant to this Section 9.4 6(e) as of the time of actual payment of such distributions; (2) and, provided further, that if the Members who own Series A Preferred Shares, Series B Preferred Shares and Series C Preferred Shares simultaneously receive a distribution of Common Shares in a number equal to the number of Common Shares such Members would have received if all such Member’s Series A Preferred Shares, Series B Preferred Shares and Series C Preferred Shares had been converted into Common Shares on the date of such event, then no such adjustment shall be made to the Series A Conversion Price if the holders of Series A Preferred Units simultaneously receive a distribution of Common Units in a number equal to the number of Common Units as they would have received if all outstanding Series A Preferred Units had been converted into Class A Common Units on the date of such event; (3) that no such adjustment shall be made to the Price, Series B Conversion Price if the holders of Series B Preferred Units simultaneously receive a distribution of Class A Common Units in a number equal to the number of Class A Common Units as they would have received if all outstanding Series B Preferred Units had been converted into Class A Common Units on the date of such event; and (4) that no such adjustment shall be made to the Series C Conversion Price if the holders of Series C Preferred Units simultaneously receive a distribution of Class A Common Units in a number equal to the number of Class A Common Units as they would have received if all outstanding Series C Preferred Units had been converted into Class A Common Units on the date of such eventPrice.

Adjustment for Certain Distributions. In the event the Company at any time or from time to time after the Series C Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Units Members entitled to receive, a distribution payable on the Common Units in additional Common UnitsShares, then and in each such event the Series A Conversion Prices Price for the Series A Preferred Shares then in effect, the Series B Conversion Price for the Series B Preferred Shares then in effect immediately before such event and the Series C Conversion Price for the Series C Preferred Shares then in effect shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying each the Series A Conversion Price, the Series B Conversion Price and the Series C Conversion Price, as appropriate, then in effect by a fraction: (ai) the numerator of which shall be the total number of Common Units Shares issued and outstanding immediately prior to the time of such issuance or the close of business on such record date, and (bii) the denominator of which shall be the total number of Common Units Shares issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of Common Units Shares issuable in payment of such distribution. Notwithstanding the foregoing: (1) ; provided, that if such record date shall have been fixed and such distribution is not fully paid or if such distribution is not fully made on the date fixed therefor, the Series A Conversion Prices Price for the Series A Preferred Shares, the Series B Conversion Price for the Series B Preferred Shares and the Series C Conversion Price for the Series C Preferred Shares shall be recomputed accordingly as of the close of business on such record date date, and thereafter the Series A Conversion Prices Price for the Series A Preferred Shares, the Series B Conversion Price for the Series B Preferred Shares and the Series C Conversion Price for the Series C Preferred Shares shall be adjusted pursuant to this Section 9.4 6(e) as of the time of actual payment of such distributions; (2) and, provided further, that if the Members who own Series A Preferred Shares, Series B Preferred Shares and Series C Preferred Shares simultaneously receive a distribution of Common Shares in a number equal to the number of Common Shares such Members would have received if all such Member’s Series A Preferred Shares, Series B Preferred Shares and Series C Preferred Shares had been converted into Common Shares on the date of such event, then no such adjustment shall be made to the Series A Conversion Price if the holders of Series A Preferred Units simultaneously receive a distribution of Common Units in a number equal to the number of Common Units as they would have received if all outstanding Series A Preferred Units had been converted into Class A Common Units on the date of such event; (3) that no such adjustment shall be made to the Price, Series B Conversion Price if the holders of Series B Preferred Units simultaneously receive a distribution of Class A Common Units in a number equal to the number of Class A Common Units as they would have received if all outstanding Series B Preferred Units had been converted into Class A Common Units on the date of such event; and (4) that no such adjustment shall be made to the Series C Conversion Price if the holders of Series C Preferred Units simultaneously receive a distribution of Class A Common Units in a number equal to the number of Class A Common Units as they would have received if all outstanding Series C Preferred Units had been converted into Class A Common Units on the date of such eventPrice.

Adjustment for Certain Distributions. In the event the Company LLC at any time or from time to time after the Series C B Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Units Shares entitled to receive, a distribution payable on the Common Units Shares in additional Common UnitsShares, then and in each such event the Conversion Prices Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying each the Conversion Price then in effect by a fraction: : (a) the numerator of which shall be the total number of Common Units Shares issued and outstanding immediately prior to the time of such issuance or the close of business on such record date, and and (b) the denominator of which shall be the total number of Common Units Shares issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of Common Units Shares issuable in payment of such distribution. Notwithstanding the foregoing: foregoing (1i) if such record date shall have been fixed and such distribution is not fully paid or if such distribution is not fully made on the date fixed therefor, the Conversion Prices Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Conversion Prices Price shall be adjusted pursuant to this Section 9.4 subsection as of the time of actual payment of such distributions; and (2ii) that no such adjustment shall be made to the Series A Conversion Price if the holders of Series A Preferred Units Shares simultaneously receive a distribution of Common Units Shares in a number equal to the number of Common Units Shares as they would have received if all outstanding Series A Preferred Units Shares had been converted into Class A Common Units on the date of such event; (3) that no such adjustment shall be made to the Series B Conversion Price if the holders of Series B Preferred Units simultaneously receive a distribution of Class A Common Units in a number equal to the number of Class A Common Units as they would have received if all outstanding Series B Preferred Units had been converted into Class A Common Units on the date of such event; and (4) that no such adjustment shall be made to the Series C Conversion Price if the holders of Series C Preferred Units simultaneously receive a distribution of Class A Common Units in a number equal to the number of Class A Common Units as they would have received if all outstanding Series C Preferred Units had been converted into Class A Common Units Shares on the date of such event.

Adjustment for Certain Distributions. In the event the Company Corporation at any time or from time to time after the Series C Y Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Units Stock entitled to receive, a distribution payable on the Common Units Stock in additional shares of Common UnitsStock, then and in each such event the Series Y Conversion Prices Ratio in effect immediately before such event shall be decreased increased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying each the Series Y Conversion Price Ratio then in effect by a fraction: (a1) the numerator of which shall be the total number of Common Units issued and outstanding immediately prior to the time of such issuance or the close of business on such record date, and (b) the denominator of which shall be the total number shares of Common Units Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of shares of Common Units Stock issuable in payment of such distribution, and (2) the denominator of which shall be the total number of shares of Common Stock issued and outstanding immediately prior to the time of such issuance or the close of business on such record date. Notwithstanding the foregoing: foregoing (1a) if such record date shall have been fixed and such distribution is not fully made on the date fixed therefor, the Series Y Conversion Prices Ratio shall be recomputed accordingly as of the close of business on such record date and thereafter the Series Y Conversion Prices Ratio shall be adjusted pursuant to this Section 9.4 Subsection 4.5 as of the time of actual payment of such distributions; and (2b) that no such adjustment shall be made to the Series A Conversion Price if the holders of Series A Y Preferred Units Stock simultaneously receive a distribution of shares of Common Units Stock in a number equal to the number of shares of Common Units Stock as they would have received if all outstanding shares of Series A Y Preferred Units Stock had been converted into Class A Common Units on the date of such event; (3) that no such adjustment shall be made to the Series B Conversion Price if the holders of Series B Preferred Units simultaneously receive a distribution of Class A Common Units in a number equal to the number of Class A Common Units as they would have received if all outstanding Series B Preferred Units had been converted into Class A Common Units on the date of such event; and (4) that no such adjustment shall be made to the Series C Conversion Price if the holders of Series C Preferred Units simultaneously receive a distribution of Class A Common Units in a number equal to the number of Class A Common Units as they would have received if all outstanding Series C Preferred Units had been converted into Class A Common Units Stock on the date of such event.

Adjustment for Certain Distributions. In the event the Company LLC at any time or from time to time after the Series C Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Units Members entitled to receive, a distribution payable on the Common Units in additional Common UnitsShares, then and in each such event the Conversion Prices Price for the Series A Preferred Shares then in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of -20- 21 business on such record date, by multiplying each the Conversion Price then in effect by a fraction: (a1) the numerator of which shall be the total number of Common Units Shares issued and outstanding immediately prior to the time of such issuance or the close of business on such record date, and (b2) the denominator of which shall be the total number of Common Units Shares issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of Common Units Shares issuable in payment of such distribution. Notwithstanding the foregoing: (1) ; provided, however, if such record date shall have been fixed and such distribution is not fully paid or if such distribution is not fully made on the date fixed therefor, the Conversion Prices Price for the Series A Preferred Shares shall be recomputed accordingly as of the close of business on such record date date, and thereafter the Conversion Prices Price for the Series A Preferred Shares shall be adjusted pursuant to this Section 9.4 7(e) as of the time of actual payment of such distributions; (2) and provided further, however, that no such adjustment shall be made to if the Series A Conversion Price if the holders of Series A Preferred Units Members simultaneously receive a distribution of Common Units Shares in a number equal to the number of Common Units as Shares they would have received if all outstanding Series A Preferred Units Shares had been converted into Class A Common Units on the date of such event; (3) that no such adjustment shall be made to the Series B Conversion Price if the holders of Series B Preferred Units simultaneously receive a distribution of Class A Common Units in a number equal to the number of Class A Common Units as they would have received if all outstanding Series B Preferred Units had been converted into Class A Common Units on the date of such event; and (4) that no such adjustment shall be made to the Series C Conversion Price if the holders of Series C Preferred Units simultaneously receive a distribution of Class A Common Units in a number equal to the number of Class A Common Units as they would have received if all outstanding Series C Preferred Units had been converted into Class A Common Units Shares on the date of such event.

Adjustment for Certain Distributions. In the event the Company at any time or from time to time after the Series C Original Issue Date date hereof shall make or issue, or fix a record date for the determination of holders of Common Units entitled to receive, a distribution payable on the Common Units in additional Common Additional Units, then and in each such event the Preferred Conversion Prices Price in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying each the Preferred Conversion Price for each class of Preferred Units then in effect by a fraction: (ai) the numerator of which shall be the total number of Common Units issued and outstanding immediately prior to the time of such issuance or the close of business on such record date, and (bii) the denominator of which shall be the total number of Common Units issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of Common Units issuable in payment of such distribution. Notwithstanding the foregoing: (1) ; provided, however, that if such record date shall have been fixed and such distribution is not fully made on the date fixed therefor, the Preferred Conversion Prices Price shall be recomputed accordingly as of the close of business on such record date and thereafter the Preferred Conversion Prices Price shall be adjusted pursuant to this Section 9.4 subsection as of the time of actual payment of such distributions; (2) provided further, however, that no such adjustment shall be made to the Series A Conversion Price if the holders of Series A Preferred Units simultaneously receive a distribution of Common Units in a number equal to the number of Common Units as they would have received if all outstanding Series A Preferred Units had been converted into Class A Common Units on the date of such event; (3) that no such adjustment shall be made pursuant to the Series B Conversion Price if the holders terms of Series B Preferred Units simultaneously receive a distribution of Class A Common Units in a number equal to the number of Class A Common Units as they would have received if all outstanding Series B Preferred Units had been converted into Class A Common Units on the date of such event; and (4) that no such adjustment shall be made to the Series C Conversion Price if the holders of Series C Preferred Units simultaneously receive a distribution of Class A Common Units in a number equal to the number of Class A Common Units as they would have received if all outstanding Series C Preferred Units had been converted into Class A Common Units this Agreement on the date of such event.

Adjustment for Certain Distributions. In the event the Company LLC at any time or from time to time after the Series C Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Units Members entitled to receive, a distribution payable on the Common Units in additional Common UnitsShares, then and in each such event the Conversion Prices Price for the Series A Preferred Shares then in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying each the Conversion Price then in effect by a fraction: (a1) the numerator of which shall be the total number of Common Units Shares issued and outstanding immediately prior to the time of such issuance or the close of business on such record date, and (b2) the denominator of which shall be the total number of Common Units Shares issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of Common Units Shares issuable in payment of such distribution. Notwithstanding the foregoing: (1) ; provided, however, if such record date shall have been fixed and such distribution is not fully paid or if such distribution is not fully made on the date fixed therefor, the Conversion Prices Price for the Series A Preferred Shares shall be recomputed accordingly as of the close of business on such record date date, and thereafter the Conversion Prices Price for the Series A Preferred Shares shall be adjusted pursuant to this Section 9.4 7(e) as of the time of actual payment of such distributions; (2) and provided further, however, that no such adjustment shall be made to if the Series A Conversion Price if the holders of Series A Preferred Units Member simultaneously receive receives a distribution of Common Units Shares in a number equal to the number of Common Units as they Shares it would have received if all outstanding Series A Preferred Units Shares had been converted into Class A Common Units on the date of such event; (3) that no such adjustment shall be made to the Series B Conversion Price if the holders of Series B Preferred Units simultaneously receive a distribution of Class A Common Units in a number equal to the number of Class A Common Units as they would have received if all outstanding Series B Preferred Units had been converted into Class A Common Units on the date of such event; and (4) that no such adjustment shall be made to the Series C Conversion Price if the holders of Series C Preferred Units simultaneously receive a distribution of Class A Common Units in a number equal to the number of Class A Common Units as they would have received if all outstanding Series C Preferred Units had been converted into Class A Common Units Shares on the date of such event.

Adjustment for Certain Distributions. In the event the Company LLC at any time or from time to time after the Series C Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Units Members entitled to receive, a distribution payable on the Common Units in additional Common UnitsShares, then and in each such event the Conversion Prices Price for the Series A Preferred Shares then in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying each Conversion Price then in effect by a fraction:of (a1) the numerator of which shall be the total number of Common Units Shares issued and outstanding immediately prior to the time of such issuance or the close of business on such record date, and (b2) the denominator of which shall be the total number of Common Units Shares issued and outstanding immediately prior to the time of such issuance or the close of business on such record date plus the number of Common Units Shares issuable in payment of such distribution. Notwithstanding the foregoing: (1) ; provided, however, if such record date shall have been fixed and such distribution is not fully paid or if such distribution is not fully made on the date fixed therefor, the Conversion Prices Price for the Series A Preferred Shares shall be recomputed accordingly as of the close of business on such record date date, and thereafter the Conversion Prices Price for the Series A Preferred Shares shall be adjusted pursuant to this Section 9.4 7(e) as of the time of actual payment of such distributions; (2) and provided further, however, that no such adjustment shall be made to if the Series A Conversion Price if the holders of Series A Preferred Units Members simultaneously receive a distribution of Common Units Shares in a number equal to the number of Common Units as Shares they would have received if all outstanding Series A Preferred Units Shares had been converted into Class A Common Units on the date of such event; (3) that no such adjustment shall be made to the Series B Conversion Price if the holders of Series B Preferred Units simultaneously receive a distribution of Class A Common Units in a number equal to the number of Class A Common Units as they would have received if all outstanding Series B Preferred Units had been converted into Class A Common Units on the date of such event; and (4) that no such adjustment shall be made to the Series C Conversion Price if the holders of Series C Preferred Units simultaneously receive a distribution of Class A Common Units in a number equal to the number of Class A Common Units as they would have received if all outstanding Series C Preferred Units had been converted into Class A Common Units Shares on the date of such event.

Adjustment for Certain Distributions. In the event the Company at any time or from time to time after the Series C Original Issue Date shall make or issue, or fix a record date for the determination of holders of Common Units entitled to receive, a distribution payable on the Common Units in additional Additional Common Units, then and in each such event the Conversion Prices Price for the Series A Preferred Units then in effect immediately before such event shall be decreased as of the time of such issuance or, in the event such a record date shall have been fixed, as of the close of business on such record date, by multiplying each the Conversion Price for the Series A Preferred Units then in effect by a fraction:; (a) the The numerator of which shall be the total number of Common Units issued and outstanding immediately prior to the time of such issuance or the close of business on such record date, ; and (b) the denominator of which shall be the total number of Common Units issued and outstanding immediately prior to the time of such issuance or the close of business on such record date date, plus the number of Common Units issuable in payment of such distribution. Notwithstanding the foregoing: (1) ; provided, however, if such record date shall have been fixed and such distribution is not fully made on the date fixed therefor, the Conversion Prices Price for the Series A Preferred Units shall be recomputed accordingly as of the close of business on such record date and thereafter the Conversion Prices Price for the Series A Preferred Units shall be adjusted pursuant to this Section 9.4 13.6 as of the time of actual payment of such distributions; (2) no such adjustment shall be made to the Series A Conversion Price if the holders of Series A Preferred Units simultaneously receive a distribution of Common Units in a number equal to the number of Common Units as they would have received if all outstanding Series A Preferred Units had been converted into Class A Common Units on the date of such event; (3) that no such adjustment shall be made to the Series B Conversion Price if the holders of Series B Preferred Units simultaneously receive a distribution of Class A Common Units in a number equal to the number of Class A Common Units as they would have received if all outstanding Series B Preferred Units had been converted into Class A Common Units on the date of such event; and (4) that no such adjustment shall be made to the Series C Conversion Price if the holders of Series C Preferred Units simultaneously receive a distribution of Class A Common Units in a number equal to the number of Class A Common Units as they would have received if all outstanding Series C Preferred Units had been converted into Class A Common Units on the date of such event.