Common use of Distribution of Sales Proceeds Clause in Contracts

Distribution of Sales Proceeds. Any distribution of net consideration received from a Partnership Sale (the “Sales Proceeds”) shall be made in the following order after application of Section 5.04 through Section 5.07 (applied (i) after increasing each Partner’s Capital Account and Sub-Capital Account by the amount of such Partner’s share of Partnership Minimum Gain and Partner Nonrecourse Debt Minimum Gain, and (ii) taking into account any Profit and Loss of the Partnership through the date of the Distribution (including any gains or losses from the event giving rise to the Sales Proceeds)) and Section 7.04: (i) first, pro rata to the holders of Preferred Series B Unit Accounts in an amount equal to the positive Sub-Capital Accounts attributable to such Preferred Series B Unit Accounts; (ii) second, pro rata to the holders of Preferred Series A Subclass 1 Unit Accounts and Preferred Series A Subclass 3 Unit Accounts in an amount equal to the positive Sub-Capital Account attributable to such Preferred Series A Unit Accounts; and (iii) third, pro rata to the holders of Class S Preferred Units in an amount equal to the positive Capital Account balances attributable to such Class S Preferred Units. (b) Following the distributions made pursuant to Section 4.06(a), any remaining Sales Proceeds shall be distributed pro rata to the holders of the Class A Units and Class S Ordinary Units in an amount equal to the positive Capital Account balances attributable to such Units.

Distribution of Sales Proceeds. Any distribution of net consideration received from a Partnership Sale (the “Sales Proceeds”) shall be made made, in each case only following and being reduced for the full payment of any required Guaranteed Series A-0 Payment and in respect of such Fiscal Quarter pursuant to Section 4.08 has been paid (with the day before an event giving rise to Sales Proceeds being treated as the last day of the then-current Fiscal Quarter), in the following order after application of Section 5.04 through Section 5.07 (applied (ix) after increasing each Partner’s Capital Account and Sub-Capital Account by the amount of such Partner’s share of Partnership Minimum Gain and Partner Nonrecourse Debt Minimum Gain, and (iiy) taking into account any Profit and Loss of the Partnership through the date of the Distribution distribution (including any gains or losses from the event giving rise to the Sales Proceeds)) and Section 7.04: (ia) first, pro rata to the holders of Preferred Series B Unit Accounts in an amount equal to the positive Sub-Capital Accounts attributable to such Preferred Series B Unit Accounts; (ii) second, pro rata Pro Rata to the holders of Preferred Series A Subclass 1 Unit Accounts and Preferred Series A Subclass 3 0 Unit Accounts in an amount equal to the positive Sub-Capital Account balances attributable to such Preferred Series A Subclass 0 Unit Accounts; and; (iiib) second, Pro Rata to the holders of Preferred Series A Subclass 1 Unit Accounts in an amount equal to the positive Sub-Capital Account balances attributable to such Preferred Series A Subclass 1 Unit Accounts; (c) third, pro rata Pro Rata to the holders of Class S Preferred Units in an amount equal to the positive Capital Account balances attributable to such Class S Preferred Units.; and (bd) Following the distributions made pursuant to Section 4.06(a)fourth, any remaining Sales Proceeds shall be distributed pro rata Pro Rata to the holders of the Class A Units and Class S Ordinary Units in an amount equal to the positive Capital Account balances attributable to such Units.

Distribution of Sales Proceeds. Any distribution of net consideration received from a Partnership Sale (the “Sales Proceeds”) shall be made made, in each case only following and being reduced for the full payment of any required Guaranteed Series A-0 Payment and in respect of such Fiscal Quarter pursuant to Section 4.08 has been paid (with the day before an event giving rise to Sales Proceeds being treated as the last day of the then-current Fiscal Quarter), in the following order after application of Section 5.04 through Section 5.07 (applied (ix) after increasing each Partner’s Capital Account and Sub-Capital Account by the amount of such Partner’s share of Partnership Minimum Gain and Partner Nonrecourse Debt Minimum Gain, and (iiy) taking into account any Profit and Loss of the Partnership through the date of the Distribution distribution (including any gains or losses from the event giving rise to the Sales Proceeds)) and Section 7.04: (ia) first, pro rata Pro Rata to the holders of Preferred Series B A Subclass 0 Unit Accounts in an amount equal to the positive Sub-Capital Accounts Account balances attributable to such Preferred Series B A Subclass 0 Unit Accounts; (iib) second, pro rata Pro Rata and pari passu (i) to the holders of Preferred Series A Subclass 1 Unit Accounts and in an amount equal to the positive Sub-Capital Account balances attributable to such Preferred Series A Subclass 3 1 Unit Accounts and (ii) to the holders of Preferred Series C Subclass 1 Unit Accounts in an amount equal to the positive Sub-Capital Account attributable to such Preferred Series A C Subclass 1 Unit Accounts; and; (iiic) third, pro rata Pro Rata to the holders of Class S Preferred Units in an amount equal to the positive Capital Account balances attributable to such Class S Preferred Units.; and (bd) Following the distributions made pursuant to Section 4.06(a)fourth, any remaining Sales Proceeds shall be distributed pro rata Pro Rata to the holders of the Class A Units and Class S Ordinary Units in an amount equal to the positive Capital Account balances attributable to such Units.

Distribution of Sales Proceeds. Any distribution of net consideration received from a Partnership Sale (the “Sales Proceeds”) shall be made in the following order after application of Section 5.04 through Section 5.07 (applied (ix) after increasing each Partner’s Capital Account and Sub-Capital Account by the amount of such Partner’s share of Partnership Minimum Gain and Partner Nonrecourse Debt Minimum Gain, and (iiy) taking into account any Profit and Loss of the Partnership through the date of the Distribution distribution (including any gains or losses from the event giving rise to the Sales Proceeds)) and Section 7.04: (ia) first, pro rata to the holders of Preferred Series A Subclass 0 Unit Accounts in an amount equal to the positive Sub-Capital Account balances attributable to such Preferred Series A Subclass 0 Unit Accounts; (b) second, pro rata to the holders of Preferred Series B Unit Accounts in an amount equal to the positive Sub-Capital Accounts Account balances attributable to such Preferred Series B Unit Accounts; (iic) secondthird, pro rata to the holders of Preferred Series C Subclass 0 Unit Accounts in an amount equal to the positive Sub-Capital Account balances attributable to such Preferred Series C Subclass 0 Unit Accounts; (d) fourth, (i) pro rata to the holders of Preferred Series A Subclass 1 Unit Accounts in an amount equal to the positive Sub-Capital Account balances attributable to such Preferred Series A Subclass 1 Unit Accounts and (ii) pro rata to the holders of Preferred Series A Subclass 3 Unit Accounts in an amount equal to the positive Sub-Capital Account balances attributable to such Preferred Series A Subclass 3 Unit Accounts; and, with respect to each distribution under this Section 4.06(d), pro rata between clause (i) and clause (ii) of this Section 4.06(d), based on the relative entitlement to such distribution of the holders of Preferred Series A Subclass 1 Unit Accounts under Section 4.06(d)(i) and the holders of Preferred Series A Subclass 3 Unit Accounts under Section 4.06(d)(ii); (iiie) thirdfifth, pro rata to the holders of Preferred Series C Subclass 1 Unit Accounts in an amount equal to the positive Sub-Capital Account attributable to such Preferred Series C Subclass 1 Unit Accounts; (f) sixth, pro rata to the holders of Class S Preferred Units in an amount equal to the positive Capital Account balances attributable to such Class S Preferred Units.; and (bg) Following the distributions made pursuant to Section 4.06(a)seventh, any remaining Sales Proceeds shall be distributed pro rata to the holders of the Class A Units and Class S Ordinary Units in an amount equal to the positive Capital Account balances attributable to such Units.

Distribution of Sales Proceeds. Any distribution of net consideration received from a Partnership Sale (the “Sales Proceeds”) shall be made in the following order after application of Section 5.04 through Section 5.07 (applied (i) after increasing each Partner’s Capital Account and Sub-Capital Account by the amount of such Partner’s share of Partnership Minimum Gain and Partner Nonrecourse Debt Minimum Gain, and (ii) taking into account any Profit and Loss of the Partnership through the date of the Distribution (including any gains or losses from the event giving rise to the Sales Proceeds)) and Section 7.04: : (a) (i) first, pro rata to the holders of Preferred Series A Subclass 0 Unit Accounts in an amount equal to the positive Sub-Capital Account balances attributable to such Preferred Series A Subclass 0 Unit Accounts; (ii) second, pro rata to the holders of Preferred Series B Unit Accounts in an amount equal to the positive Sub-Capital Accounts attributable to such Preferred Series B Unit Accounts; ; (iiiii) secondthird, pro rata to the holders of Preferred Series A Subclass 1 Unit Accounts and Accounts, Preferred Series A Subclass 3 Unit Accounts and Preferred Series C Unit Accounts in an amount equal to the positive Sub-Capital Account attributable to such Preferred Series A Unit Accounts; and and (iiiiv) thirdfourth, pro rata to the holders of Class S Preferred Units in an amount equal to the positive Capital Account balances attributable to such Class S Preferred Units. (b) Following the distributions made pursuant to Section 4.06(a), any remaining Sales Proceeds shall be distributed pro rata to the holders of the Class A Units and Class S Ordinary Units in an amount equal to the positive Capital Account balances attributable to such Units.