Common use of Increase or Decrease in Unit Ownership Limit Clause in Contracts

Increase or Decrease in Unit Ownership Limit. Subject to Section 11.7 hereof, the Manager may from time to time increase the Unit Ownership Limit (or any portion thereof) for one or more Persons and decrease the Unit Ownership Limit (or any portion thereof) for all other Persons; provided, however, that (i) any such decreased Unit Ownership Limit (or portion thereof) will not be effective for any Person whose ownership in Units is in excess of the decreased Unit Ownership Limit (or portion thereof) until such time as such Person’s ownership in Units equals or falls below the decreased Unit Ownership Limit (or such decreased portion thereof), but any further Transfers of any Units resulting in such Person’s Beneficial Ownership or Constructive Ownership thereof creating an increased excess over the decreased Unit Ownership Limit (or portion thereof) will be in violation of the decreased Unit Ownership Limit (or portion thereof); and (ii) any new Unit Ownership Limit (or portion thereof) would not result in the Company being “closely held” within the meaning of Section 856(h) of the Code (without regard to whether the ownership interest is held during the last half of a taxable year) if five unrelated individuals were to Beneficially Own the five largest amounts of Units permitted to be Beneficially Owned under such new Unit Ownership Limit, taking into account clause (i) of this proviso permitting ownership in excess of the decreased Unit Ownership Limit (or portion thereof) in certain cases.