Common use of Adjustments between Vehicles Clause in Contracts

Adjustments between Vehicles. Notwithstanding anything to the contrary provided herein, the General Partner may (i) adjust the amount, timing and distribution of the payments under Section 5.1 (Subsequent Closings) to take into account a closing of any Fund Vehicle and any investments held by any Fund Vehicle at the time of any such closing and (ii) reallocate and transfer among the Fund Vehicles any investments or other assets held by such Fund Vehicles at the time of the closing at cost, including allocating and transferring to any Fund Vehicle all or any part of any Equalization Payment and Additional Payments and any cash transferred to the Fund from any Fund Vehicle and distributing it among the Partners, in each case to the extent determined in the reasonable and good faith judgment of the General Partner to be appropriate to give effect to the intent of this Section 2.10 (Adjustments Between Vehicles). The General Partner shall, after the payments, distributions, reallocations and adjustments described in this Section 2.10 (Adjustments Between Vehicles) are taken into account, cause each Portfolio Investment, to the extent practicable and appropriate and subject to adjustments made by the General Partner with respect to any Portfolio Investment realized before the admission of a Subsequent Closing Partner (or equivalent in any Fund Vehicle), shall be held by the Fund Vehicles in such proportions as if all of the Fund Vehicles had a single closing on the Initial Closing Date at which all Limited Partners and limited partners or equivalent investors of all Fund Vehicles were admitted with a commitment equal to their commitment as of the Final Closing Date, and all Partners and investors in any other Fund Vehicle shall have received such amounts by way of distribution of Equalization Payment and Additional Payments (or the equivalent under the documentation relating to any other Fund Vehicle) as they would have received had they all invested in the Fund. Final determinations regarding such reallocations shall be made by the General Partner within [forty-five (45)] days after the Final Closing Date.

Adjustments between Vehicles. Notwithstanding anything to the contrary provided herein, the The General Partner may (i) adjust the amount, timing and distribution of the payments under Section 5.1 5.4 (Subsequent Closings.) to take into account a closing of any Fund Vehicle and any investments held by any Fund Vehicle at the time of any such closing closing, and (ii) reallocate and transfer among the Fund Vehicles any investments or other assets held by such Fund Vehicles at the time of the closing at cost, including allocating and transferring to any Fund Vehicle all or any part of any Equalization Payment and Additional Payments and any cash transferred to the Fund from any Fund Vehicle and distributing it among the Partners, in each case to the extent determined in the reasonable and good faith judgment of the General Partner to be appropriate to give effect to the intent of this Section 2.10 2.9 (Adjustments Between between Vehicles.). The General Partner shall, after the payments, distributions, reallocations and adjustments described in this Section 2.10 2.9 (Adjustments Between between Vehicles.) are taken into account, cause each Portfolio Investment, to the extent practicable and appropriate and subject to adjustments made by the General Partner with respect to any Portfolio Investment realized before the admission of a Subsequent Closing Partner (or equivalent in any Fund Vehicle), shall to be held by the Fund Vehicles in such proportions as if all of the Fund Vehicles had a single closing on the Initial Closing Date at which all Limited Partners and limited [limited/special] partners or equivalent investors of all Fund Vehicles were admitted with a commitment Commitment equal to their commitment Commitment as of the Final Closing Date, and all Partners and investors in any other Fund Vehicle shall have received such amounts by way of distribution of Equalization Payment and Additional Payments (or the equivalent under the documentation relating to any other Fund Vehicle) as they would have received had they all invested in the Fund. Final determinations regarding such reallocations shall be made by the General Partner within [forty-five (45)] 60 to 90]67 days after the Final Closing Date.