Common use of End-of-Year True Up Clause in Contracts

End-of-Year True Up. If the federal income Tax Return that the Company files for the Fiscal Year in which the Target IRR is achieved suggests that the Target IRR was not achieved in the month the Company assumed for reasons other than inaccuracy of the Fixed Tax Assumptions (unless they are incorrect as a result of breach of a representation or covenant by the Class A Member) or the calculation assumptions and conventions in Section 6.5(c), then the Managing Member will cause the Manager to recalculate when the Target IRR was achieved and send a new notice to the Class B Members that will be subject to the same dispute resolution procedures in Section 12.11 as the original notice, provided the Class B Members notify the Managing Member of their disagreement with the revised calculation within 10 days after receipt. The Managing Member will also cause the Manager to calculate the shortfall in or excess Distributable Cash, in present-value terms using the Target IRR as the discount rate, that the Class B Members received as a consequence of the earlier miscalculation (the “Cash Difference”). Once the revised calculation becomes final, the sharing percentages in Section 6.1 will be adjusted to the maximum extent necessary to correct, on a present value basis calculated at the Target IRR, the Cash Difference. The revised sharing percentages will remain in effect until the Cash Difference has been eliminated.