Subordinated Share of Cash Flows. The Company will pay, from time to time when available, Subordinated Share of Cash Flows to the Advisor or its assignees in an amount equal to 15% of Operating Cash Flow and 15% of Cash from Sales, Settlements and Financings remaining after the Stockholders have received Distributions of Operating Cash Flow and of Cash from Sales, Settlements and Financings such that the owners of all outstanding Shares have received Distributions in an aggregate amount equal to the sum of, as of such point in time: (A) the Stockholders’ 7% Return and (B) Invested Capital. When determining whether the above threshold has been met: (1) Any stock dividend shall not be included as a Distribution; and (2) Distributions paid on Shares redeemed by the Company (and thus no longer included in the determination of Invested Capital), shall not be included as a Distribution. Following Listing, no Subordinated Share of Cash Flows will be paid to the Advisor or its assignees.
Appears in 3 contracts
Samples: Advisory Agreement (Phillips Edison - ARC Shopping Center REIT Inc.), Advisory Agreement (Phillips Edison - ARC Shopping Center REIT Inc.), Advisory Agreement (Phillips Edison - ARC Shopping Center REIT Inc.)
Subordinated Share of Cash Flows. The Company will pay, from time to time when available, Subordinated Share of Cash Flows to the Advisor or its assignees in an amount equal to 15% of Operating Cash Flow and 15% of Cash from Sales, Settlements and Financings remaining after the Stockholders have received Distributions of Operating Cash Flow and of Cash from Sales, Settlements and Financings such that the owners of all outstanding Shares have received Distributions in an aggregate amount equal to the sum of, as of such point in time:
(A) the Stockholders’ 7% Return Return; and
(B) Invested Capital. When determining whether the above threshold has been met:
(1) Any stock dividend shall not be included as a Distribution; and
(2) Distributions paid on Shares repurchased or redeemed by the Company (and thus no longer included in the determination of Invested Capital), ) shall not be included as a Distribution. Following Listing, no Subordinated Share of Cash Flows will be paid to the Advisor or its assignees.
Appears in 2 contracts
Samples: Sub Advisory Agreement (Phillips Edison - ARC Shopping Center REIT Inc.), Advisory Agreement (Phillips Edison - ARC Shopping Center REIT Inc.)
