Extraordinary Cash Flow. The term “
Extraordinary Cash Flow. Extraordinary Cash Flow shall be distributed (a) first to pay the Make-Up Return current, if applicable, (b) second to return capital to the investors (that was contributed in accordance with Section 3.1 hereof), and (c) thereafter, subject to Section 2.6.3.2 and after all invested capital has been returned to the Members, in accordance with Percentage Interests.
Extraordinary Cash Flow. With respect to any Major Capital Event that occurs with respect to any one or more of the Subsidiaries, the Company shall distribute Extraordinary Cash Flow to the Members, within three (3) business days of the completion of a Major Capital Event as follows:
(1) first, eighty percent (80%) to SHP and twenty percent (20%) to ARC until SHP and ARC receive payment in full for their Unreturned Capital Contributions;
(2) second, to SHP until SHP has achieved an IRR of twelve and one-half (12.5%) on its Unreturned Capital Contributions;
(3) third, to ARC until ARC has achieved an IRR of twelve and one-half percent (12.5%) on its Unreturned Capital Contributions;
(4) fourth, eighty percent (80%) to SHP and twenty percent (20%) to ARC until SHP and ARC have achieved an IRR of fifteen percent (15%) on their Unreturned Capital Contributions; and
(5) fifth, any remaining balance shall be distributed sixty percent (60%) to SHP and forty percent (40%) to ARC. Notwithstanding the foregoing to the contrary, in the event that SHP, by exercising its authority under Section 6.7(a)(1), has caused the sale of (i) the entire Portfolio, (ii) any one of the Properties or (iii) any group of Properties on or before November 1, 2010, distributions of Extraordinary Cash Flow shall be distributed within three (3) days of the completion of a Major Capital Event as follows:
(6) first, eighty percent (80%) to SHP and twenty percent (20%) to ARC until SHP and ARC receive payment in full for their Unreturned Capital Contributions;
(7) second, eighty percent (80%) to SHP and twenty percent (20%) to ARC until SHP and ARC have each achieved an IRR of fifteen percent (15.0%) on their Unreturned Capital Contributions; and
(8) third, any remaining balance shall be distributed sixty percent (60%) to SHP and forty percent (40%) to ARC.
Extraordinary Cash Flow. The term "
Extraordinary Cash Flow. The Company shall distribute Extraordinary Cash Flow within 3 business days of the completion of a Major Capital Event (or completion of the sale of the Entire Interest pursuant to Section 10.6, as applicable) to the Members pro rata, in accordance with their respective Percentage Interests, subject to the following adjustment: If all amounts distributed to Investor will not provide Investor with an IRR of at least nine percent (9%), then the amount to be distributed to Hxxxxxxx and JHVG under this Section 9.3(b) will be adjusted downward and the amount to be distributed to Investor under this Section 9.3(b) will be adjusted upward to an amount which will provide Investor with an IRR of at least nine percent (9%);
Extraordinary Cash Flow. Extraordinary Cash Flow shall be distributed or paid in the following order and priority:
(i) First, to the Class B Member until all accrued and unpaid interest on the Part A COP Transaction is paid in full;
(ii) Second, to the Class B Member until to all accrued and unpaid Guaranteed Payment on the Part B COP Transaction is paid in full;
(iii) Third, to the Class B Member until all unpaid principal on the Part A COP Transaction is paid in full;
(iv) Fourth, to the Class B Member until its Adjusted Capital Contributions with respect to the Part B COP Transaction are reduced to zero;
(v) Fifth, to the Class C Member until all accrued and unpaid Guaranteed Payment on the CPEF Transaction is paid in full;
(vi) Sixth, to the Class C Member until its Adjusted Capital Contribution with respect to the CPEF Transaction are reduced to zero;
(vii) Seventh, to the Class B Member in an amount equal to its Tier 1 Shared Appreciation Interest and the Class C Member in an amount equal to its Tier 1 Shared Appreciation Interest (in proportion to their Tier 1 Shared Appreciation Interests);
(viii) Eighth, to the Class D Member, Class E Member and Class F Member (in proportion to their Tier 1 Shared Appreciation Interests); and
(ix) Ninth, the remaining Extraordinary Cash Flow, to the Class A Member, Class D Member, Class E Member and Class F Member (in proportion to their Tier 2 Shared Appreciation Interests).
Extraordinary Cash Flow. The Company shall distribute Extraordinary Cash Flow to the Members, within three (3) business days of the completion of a Major Capital Event, as follows:
(1) first, to SHP and Sunrise, pro rata, with respect to SHP Preferred Return and Sunrise Preferred Return arising from Priority Capital Contributions, if any, in proportion to their respective priority Capital Contributions (including the 3x multiplier);
(2) second, to SHP and Sunrise, pro rata, in proportion to the respective amounts of their Priority Capital Contributions (including the 3X multiplier), if any, until SHP and Sunrise receive a full return of their Priority Capital Contributions;
(3) third, to SHP to the extent of any accrued but unpaid SHP Preferred Return; (4) fourth, to SHP until SHP receives a full return of SHP's Unreturned Capital Contributions;
Extraordinary Cash Flow. As to any fiscal year or portion thereof, the proceeds from the sale of any real property by the Partnership (a “Capital Transaction”) less any expenses, costs, or liabilities incurred by the Partnership in effecting any such sale, and an amount set aside or committed by the General Partner for repair, improvement and replacement to or of any Partnership assets.
Extraordinary Cash Flow. Subject to the terms of Sections 4.6(b)(iii) and 9.6, the Company shall distribute Extraordinary Cash Flow within three (3) Business Days of the completion of a Major Capital Event to the Members as follows:
(i) First, to the Members, in proportion to and in an amount equal to their unpaid Operating Returns;
(ii) Second, to the Members, pro rata in proportion to and in an amount equal to their Unreturned Shortfall Capital;
(iii) Third, to the Members; pro rata in proportion to and in an amount equal to their Unreturned Capital; and
(iv) Fourth, any remaining balance, to the Members pro rata in accordance with their respective Percentage Interests, provided, however, that if the Company is being liquidated and dissolved as a result of the Major Capital Event which generated such Extraordinary Cash Flow, the assets of the Company (including such Extraordinary Cash Flow) shall be distributed as provided in Article 13 hereof.
Extraordinary Cash Flow. Extraordinary Cash Flow shall be distributed to the Members in the following order of priority:
