Listing Amounts. Upon a Listing 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 distributions solely out of Net Sales Proceeds (the “Listing Promote”), equal to 15% of the amount, if any, by which (i) the sum of (A) the Market Value of all issued and outstanding shares of Common Stock plus (B) the sum of all Stockholder Distributions paid by the General Partner prior to Listing, exceeds (ii) the sum of (Y) the total Gross Proceeds in all Offerings plus (Z) the total amount of cash that, if distributed to those Stockholders who purchased shares of Common Stock in an Offering, would have provided such Stockholders a Priority Return on the Gross Proceeds raised in all such Offerings. The Listing Promote will only be paid to the Special Limited Partner if the Advisory Agreement has not been terminated by the General Partner or the Advisor prior to the Listing.
Appears in 5 contracts
Samples: Limited Partnership Agreement (American Realty Capital Global Trust II, Inc.), Limited Partnership Agreement (American Realty Capital Healthcare Trust III, Inc.), Limited Partnership Agreement (American Realty Capital - Retail Centers of America II, Inc.)
Listing Amounts. Upon a Listing 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 distributions payments solely out of Net Sales Proceeds (the “Listing Promote”), equal to 15% of the amount, if any, by which (i) the sum of (A) the Market Value of all issued and outstanding shares of Common Stock plus (B) the sum of all Stockholder Distributions paid by the General Partner prior to Listing, exceeds (ii) the sum of (Y) the total Gross Proceeds in all Offerings plus (Z) the total amount of cash that, if distributed to those Stockholders who purchased shares of Common Stock in an Offering, would have provided such Stockholders a Priority Return on the Gross Proceeds raised in all such Offerings. The Listing Promote will only be paid to the Special Limited Partner if the Advisory Business Management Agreement has not been terminated by the General Partner or the Advisor Business Manager prior to the Listing.
Appears in 3 contracts
Samples: Limited Partnership Agreement (Inland Residential Properties Trust, Inc.), Limited Partnership Agreement (Inland Residential Properties Trust, Inc.), Limited Partnership Agreement (Inland Retail Properties Trust V, Inc.)
Listing Amounts. Upon a Listing 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 distributions solely out of Net Sales Proceeds (the “Listing Promote”), ) equal to 15% of the amount, if any, by which (i) the sum of (A) the Market Value of all issued and outstanding shares of Common Stock plus (B) the sum of all Stockholder Distributions paid by the General Partner prior to Listing, exceeds (ii) the sum of (Y) the total Gross Proceeds in all Offerings plus (Z) the total amount of cash that, if distributed to those Stockholders who purchased shares of Common Stock in an Offering, would have provided such Stockholders a Priority Return on the Gross Proceeds raised in all such Offerings. The Listing Promote will only be paid to the Special Limited Partner if the Advisory Agreement has not been terminated by the General Partner or the Advisor prior to the Listing.
Appears in 2 contracts
Samples: Limited Partnership Agreement (Lightstone Value Plus Real Estate Investment Trust III, Inc.), Limited Partnership Agreement (Lightstone Value Plus Real Estate Investment Trust III, Inc.)
