Adjustments to Management Fee. Except as provided in Section 4.01 the Authority shall not be obligated to adjust the Management Fee for any change, alteration of or addition to the Contractor’s responsibilities under this Contract.
Adjustments to Management Fee. Should the Director open a new parking Facility, or permanently close an existing Facility, with a capacity of more than 1,000 spaces, then the Management fee will be increased or decreased proportionately to the number of spaces added or closed versus the total number of spaces on the Start Date.
Adjustments to Management Fee. Changes or adjustments to the Management Fee are subject to County contracting and purchasing policies as authorized by the Board of Supervisors.
Adjustments to Management Fee. (a) Any consulting, transaction, director, administration, monitoring, management, advisory, closing, break-up and similar fees, including the proceeds received on disposition (net of any exercise price paid or legal, brokerage or other professional fees incurred) of options, warrants or other rights to acquire securities granted by or on behalf of Portfolio Companies, potential Portfolio Companies or their respective Affiliates or the disposition of the underlying securities (together, “Portfolio Company Fees”), to members of the Fund Group (which, for purposes of this Section 2.20, includes former members of the Fund Group in respect of Portfolio Company Fees for services rendered to Portfolio Companies while such former member was a member of the Fund Group) for services rendered to Portfolio Companies, prior Portfolio Companies or, in the case of any break-up or similar fees, any potential Portfolio Company by such members received during a Fiscal Year will be used 100% to reduce the Management Fees in accordance with Section 2.20(b).
(b) Subject to Section 2.20(a), upon receipt of Portfolio Company Fees by any member of the Fund Group in any Fiscal Year, any Management Fees otherwise payable during the remainder of that Fiscal Year will be reduced by such Portfolio Company Fees until the Management Fees payable during the remainder of that Fiscal Year are reduced to zero. Any remaining amount of such Portfolio Company Fees will be carried over to reduce the Management Fees payable in the subsequent Fiscal Year, and so on until the reduction in Management Fees is equal to the Portfolio Company Fees received. At the time of dissolution of the Partnership, an amount equal to any Portfolio Company Fees that have not been applied to reduce Management Fees will be distributed to the Limited Partners (other than any Limited Partner who waives at the time of such Limited Partner’s admission to the Fund, by notice to the General Partner, the right to receive any such amounts) in proportion to their respective Sharing Ratio in addition to distributions made pursuant to Section 9.1. For greater certainty, distributions made pursuant to this Section 2.20(b) shall not be subject to Section 9.1.
(c) Portfolio Company Fees are deemed to have been received only when they are actually received by the remunerated member of the Fund Group. Portfolio Company Fees in the form of non-cash consideration are deemed to be “received” for purposes of this Agreement at the earli...
Adjustments to Management Fee. (i) In the event that the Company or any direct or indirect subsidiary of the Company consummates a material acquisition or disposition of the stock or assets of another entity (including without limitation by way of merger or consolidation), enters into or terminates a significant joint venture with another entity, or effects any similar investment or business combination during the Term, the Management Fee shall be subject to increase or decrease in an amount that is mutually agreed upon by the Company and Dartford, with the proportionate increase of the Management Fee to be less than the proportionate contribution of the acquired entity to the Company;
(ii) Anything in Section 2(a) to the contrary notwithstanding, in the event that a majority of the members of the Company's Board reasonably determines, in its sole discretion, that Dartford is not adequately performing its duties described in Section 1(c) it may elect to terminate the duties of Dartford described in Section 1(c), in which event Dartford's right to the Acquisitions Fee shall terminate from and after the Effective Date of such election and the Management Fee shall be reduced to a rate of $800,000 per annum from and after the effective date of such election.
(iii) The Management Fee shall be decreased by an amount mutually agreed upon by Dartford and the Company in the event the Company either (x) consummates a sale to the public, for its own account, of shares of its capital stock pursuant to a registration statement filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended or (y) hires or appoints a chief executive officer for the Company who has no affiliation with Dartford.
Adjustments to Management Fee. Changes or adjustments to the Management Fee may be authorized by the Director of OC Waste & Recycling, provided the additional work is mutually agreed and that said work is conducted under the Terms and Conditions of this Agreement, and provided said additional authorized payments are consistent with Board of Supervisors policies.
Adjustments to Management Fee
