Common use of Investment Liquidity Amounts Clause in Contracts

Investment Liquidity Amounts. Upon an Investment Liquidity Event and subject to Section 5.1(f), the General Partner shall cause the Partnership to distribute an amount to the Special Limited Partner in redemption of the Special Limited Partner Interest, payable in one or more payments solely out of Net Sales Proceeds (the “Investment Liquidity Amount”), equal to 15% of the amount, if any, by which (1) the sum of (y) (1) the fair market value of the Included Assets or all issued and outstanding shares of Common Stock as determined in good faith by the General Partner as of the Investment Liquidity Date minus (2) any debt secured by the Included Assets as well as any secured or unsecured debt of the General Partner (computed on a consolidated basis) (the “Investment Liquidity Value”), plus (z) the sum of all Stockholder Distributions paid by the General Partner through the Investment Liquidity Date, exceeds (2) the sum of (y) the Gross Proceeds raised in all Offerings through the Investment Liquidity Date (less amounts paid on or prior to the Investment Liquidity Date to purchase or redeem any shares of Common Stock purchased in an Offering pursuant to the General Partner’s share repurchase plan) plus (z) the total amount of cash that, if distributed to those Stockholders who purchased or received shares of Common Stock in an Offering on or prior to the Investment Liquidity Date, would have provided such Stockholders, in the aggregate, a Priority Return on the weighted average of the outstanding total Gross Proceeds raised in all Offerings through the Investment Liquidity Date, measured for the period from inception of the General Partner through the Investment Liquidity Date; provided, however, that for purposes of calculating hereof, total Gross Proceeds of Offerings shall be determined on a daily basis.

Investment Liquidity Amounts. Upon an Investment Liquidity Event and subject to Section 5.1(f5.1(g), the General Partner shall cause the Partnership to distribute an amount to the Special Limited Partner in complete redemption of the Special Limited Partner Interest, payable in one or more payments solely out of Net Sales Proceeds on the Investment Liquidity Date (the “Investment Liquidity Amount”), equal to 15% of the amount, if any, by which (1A) the sum of (y1) the greater of (a) (1i) the fair market value (determined by appraisal as of the date of the Investment Liquidity Event) of the Included Investments, plus (ii) the Assets as of the Investment Liquidity Event, minus (iii) the Liabilities as of the Investment Liquidity Event, or (b) the fair market value of the Included Assets or all issued and outstanding shares of Common Stock as determined in good faith by the General Partner as of the Investment Liquidity Date minus (2) any debt secured by the Included Assets as well as any secured or unsecured debt of the General Partner (computed on a consolidated basis) (the “Investment Liquidity Value”), plus (z2) the sum of all Stockholder Distributions paid by the General Initial Limited Partner through the Investment Liquidity DateDate on shares of Common Stock issued in Offerings, exceeds (2B) the sum of (y1) the Gross Proceeds raised in all Offerings through the Investment Liquidity Date (less amounts paid on or prior to the Investment Liquidity Date to purchase or redeem any shares of Common Stock purchased in an Offering pursuant to the General Partner’s share repurchase planOffering) plus (z2) the total amount of cash that, if distributed to those Stockholders who purchased or received shares of Common Stock in an Offering on or prior to the Investment Liquidity Date, would have provided such Stockholders, in the aggregate, Stockholders a Priority Return on the weighted average of the outstanding total Gross Proceeds raised in all Offerings through the Investment Liquidity Date, measured for the period from inception of the General Initial Limited Partner through the Investment Liquidity Date; provided, however, that for purposes of calculating hereof, total Gross Proceeds of Offerings shall be determined on a daily basis.