Promote Distributions definition

Promote Distributions means any direct or indirect distributions, payments, allocations or accruals in respect of any carried interest, incentive fees, promoted interest, performance fee or similar rights of participation or profit-sharing (net of any applicable expenses, deductions or withholdings borne pro rata by all recipients of such Promote Distributions, as determined by PubCo and its applicable subsidiaries) with respect to the earnings, increases in net asset value, profits or gains generated in respect of (i) any PubCo Funds or their respective Subsidiaries or (ii) to the extent not constituting management, advisory, closing fees, investment banking fees, placement fees, commitment fees, breakup fees, litigation proceeds from transactions not consummated, monitoring fees, consulting fees, directors’ fees or similar fees to any of the foregoing or proceeds in respect of capital invested by and on behalf of Persons other than PubCo or its Subsidiaries, any other existing and future advisory clients of PubCo and its Subsidiaries, whether private credit strategies, technology strategy and business development companies and excluding, for these purposes, performance-based fees on business development companies (i.e., Part I/A).

Promote Distributions means collectively, all distributions made or to be made to MRP pursuant to clause (B) of Section9.1(a)(iii), clause (B) of Section9.1(a)(iv) and clause (B) of Section9.1(a)(v).

Promote Distributions means the amounts distributable to Attollo pursuant to clause (x) of each of Section 6.4(a)(iv) and Section 6.4(a)(v) (without taking into account Section 6.4(d)).

Examples of Promote Distributions in a sentence

• Associate Professor Risa Lieberwitz, ILR, and Committee Chair: “I am coming back to report from the Committee to Review Faculty Governance, following up on the draft report that we made at the November 8th Faculty Senate meeting.

• In addition, if Maximus’s Company Percentage Interest drops below ten (10%) percent, then Maximus shall no longer be entitled to receive Promote Distributions and, subject to Section 4.01(a)(IV)(F), all cash that would otherwise been distributed to Maximus as Promote Distributions will be distributed to the Members pro rata and pari passu.

• In addition, prior to or simultaneously with the execution hereof, LATA, ELRH and Elco Landmark Residential Holdings II LLC have executed a letter agreement in substantially the form attached hereto as Exhibit L, which defines the rights of the respective parties to certain Promote Distributions, as defined in such letter agreement.

• For the avoidance of doubt, in the event that the Managing Member determines that it is in the best interest of the Company to enter into the Amended and Restated Property Owner Agreement with the Joint Venture Equity Partner, Section 5.1(b) hereof shall no longer be of any further force or effect and all distributions of Distributable Cash and Promote Distributions shall occur pursuant to Section 5.1(a) hereof.

• Example Section 9.7(c)(i) Calculation: ● The Liquidity Percentage would be 7.94% (= $4,500,000 Liquidity Amount / ($56,680,000 Hypothetical Distributions - $0 Promote Distributions).

More Definitions of Promote Distributions

Promote Distributions has the meaning set forth in Section 4.02(a).

Promote Distributions means all distributions received by the Company pursuant to the terms of the Amended and Restated Property Owner Operating Agreement that are based on an increased (i.e., “promoted”) rate of return agreed upon by the Managing Member on behalf of the Company and the Joint Venture Equity Partner, which exceed all pro rata distributions received by the Company based solely on its percentage of its beneficial ownership of or participation in the Property Owner; provided, that, for the avoidance of doubt, “Promote Distributions” expressly exclude distributions received by the Company from the Property Owner as capital returns or regular distributions made in accordance with the pro rata capital account or beneficial ownership percentage interest of the Company pursuant to the distribution waterfall provisions of the Amended and Restated Property Owner Operating Agreement.

Promote Distributions means the distributions received or receivable by Maximus pursuant to either clauses (V), (VI) and (VII) of Section 8.01(b) or clauses (III), (IV) or (V) of Section 8.01(c) (as applicable) in excess of the distributions that would be received or receivable by Maximus if distributions pursuant to such clauses were distributed pro rata and pari passu to the Members in accordance with their respective Company Percentage Interests.

Promote Distributions means any direct or indirect distributions, payments, allocations or accruals in respect of any carried interest, incentive fees, promoted interest, performance fee or similar rights of participation or profit-sharing (net of any applicable expenses, deductions or withholdings borne pro rata by all recipients of such Promote Distributions, as determined by PubCo and its applicable subsidiaries) with respect to the earnings, increases in net asset value, profits or gains generated in respect of (i) any Opal Funds or Diamond Funds or their respective Subsidiaries or (ii) to the extent not constituting management, advisory, closing fees, investment banking fees, placement fees, commitment fees, breakup fees, litigation proceeds from transactions not consummated, monitoring fees, consulting fees, directors’ fees or similar fees to any of the foregoing or proceeds in respect of capital invested by and on behalf of Persons other than the Diamond Transferred Companies or the Opal Transferred Companies, any other existing and future advisory clients of the Diamond Transferred Companies or the Opal Transferred Companies, whether private credit strategies, technology strategy and business development companies and excluding, for these purposes, performance-based fees on business development companies (i.e., Part I/A)).

Promote Distributions means the amounts distributable to Jxxxxxxx pursuant to clauses (g), (h) and (i) of Section 5.3, in each case solely to the extent that such distributions are in excess of Jxxxxxxx’x pro rata share of distributions in accordance with its Percentage Interest.

Promote Distributions. With respect to any Investment, the amount of Investment CAD to be distributed to the KWI Partners pursuant to Section 9.1 in excess of the amounts that would be distributed to the KWI Partners pursuant to such Section if such distributions were to be made in accordance with the Percentage Interests of the KWI Partners.

Promote Distributions means the amounts distributable to the PAV Member pursuant to clause (x) of each of Sections 6.4(a)(ii), 6.4(a)(iii) and 6.4(a)(iv) (without taking into account Sections 6.4(d), (e) or (f)).