Adjustments to Percentage Interests. (a) If (i) more than a de minimis contribution or distribution is made other than pro rata by Percentage Interests, as among the Partners, or (ii) a New Partner is admitted to the Partnership in accordance with Section 5.05 (with each such event described in Section 4.02(a)(i) or (ii) being referred to as an "Adjusting Event"), then the Percentage Interests of the Partners shall be immediately adjusted such that the Percentage Interest of each Partner equals a fraction, expressed as a percentage, in which the numerator equals the Current Value (as defined in Section 4.02(b)) of such Partner's interest in the Partnership, and the denominator equals the Net Value of the Partnership Assets (as defined in Section 4.02(b)). If the Percentage Interests of any Partners are adjusted pursuant to this Section 4.02(a), no Partner shall have the right to modify, rectify, or undo such adjustments thereafter, and such adjustments shall be made without the need for any further act or writing to effect any such adjustment. Each Partner hereby appoints the General Partner as his or its duly authorized agent and attorney-in-fact for purposes of preparing and executing any amendments to this Agreement necessary or desirable to reflect any adjustment of Percentage Interests under this Section 4.02(a). The rights granted to any Partner under this Section 4.02 shall be such Partner's sole and exclusive remedy for seeking relief with respect to any Adjusting Event.
Adjustments to Percentage Interests. Upon the admission of any additional Partners to the Partnership, or upon the making of any additional Capital Contribution to the Partnership by a Partner, the percentage interests of the Partners shall be adjusted, so that their respective percentage interests shall be the percentage that each Partner’s aggregate Capital Contributions to the Partnership bears to the aggregate Capital Contributions of all Partners to the Partnership at the applicable time of determination or, in such other manner as may be reasonably determined by the General Partner.
Adjustments to Percentage Interests. The Percentage Interests of the Members are expected to remain the same throughout the term of the Company; however, the Percentage Interests shall be modified as provided in Section 5.3(b).
Adjustments to Percentage Interests. The Xxxxxxx Member shall amend Schedule 1 upon the Company’s receipt of any Substitute Capital Contributions or actual or deemed Capital Contributions to reflect any changes in Percentage Interests.
Adjustments to Percentage Interests. In the event of the issuance of any additional Common Units to an existing Member(s), including the admission of an additional member(s), each Member’s Percentage Interest in the Company shall be deemed to be equal to a fraction, the numerator of which is the number of Common Units issued and outstanding to the Member, and the denominator of which is the number of Common Units then issued and outstanding to all Members. All adjustments to a Member’s Percentage Interest in the Company’s Common Units shall be permanent and shall not otherwise be altered except as provided in this Agreement.
Adjustments to Percentage Interests. The Percentage Interests of the Partners shall be adjusted in accordance with this Section 2.4(d). The Partnership Board shall provide notice of each adjustment to all Partners and Schedule 2.1 shall be revised to reflect such adjustment.
Adjustments to Percentage Interests. In the event of any changes in any Member’s Percentage Interest during the Fiscal Year, the Manager shall take into account the requirements of Code Section 706(d) and shall have the right to select any method of determining the varying interests of the Members during the Fiscal Year which satisfies Code Section 706(d).
Adjustments to Percentage Interests. Upon the admission of any additional Partners to the Partnership, or upon the making of any additional Capital Contribution to the Partnership by a Partner, the percentage interests of the Partners shall be adjusted, so that their respective percentage interests shall be the percentage that each Partner’s aggregate Capital Contributions to the Partnership bears to the aggregate Capital Contributions of all Partners to the Partnership at the applicable time of determination or, in such other manner as may be agreed to by all Partners. In any such event, the allocation provisions of the Agreement shall be amended as may then be required by the Code and the rules and regulations thereunder.
Adjustments to Percentage Interests. The Hersha Member shall amend Schedule 1 upon the occurrence of any event impacting the contents thereof and promptly provide copies of such amended Schedule 1 to each of the Members.
Adjustments to Percentage Interests. (a) If (i) more than a de minimis contribution or distribution is made other than Pro Rata as among the Members, (ii) a New Member is admitted to the Company in accordance with Section 10.9, or (iii) a Member withdraws (other than following a Transfer of such Member’s entire interest in the Company) from the Company or has his, her or its Interest redeemed by the Company (with each such event described in Section 5.2(a)(i), (ii), or (iii) being referred to as an “Adjusting Event”), then the Company shall, effective as of the time of the relevant event, adjust the Percentage Interests of the Members such that the Percentage Interest of each Member equals a fraction, expressed as a percentage, in which the numerator equals the Current Value of such Member’s interest in the Company, and the denominator equals the Net Value of the Company Assets. This Section 5.2 will be applied so that the sum of the Percentage Interests following the adjustment of Percentage Interests as a consequence of any Adjusting Event equals one hundred percent. In connection with any adjustment of Percentage Interests, Outstanding Units will also be adjusted to reflect the appropriate Percentage Interests of the Members as adjusted. The Company will provide notice to all Record Holders of all adjustments to Percentage Interests and Units.
