Common use of Lost Priority Capital Clause in Contracts

Lost Priority Capital. For the avoidance of doubt, any Lost Priority Capital that is excluded from the Priority Amount during a given Reservation Period for which the Company does not commit to Third-Party Commitments during such Reservation Period shall become Restored Lost Capital Amount, and therefore added back to the Priority Amount on the following Reservation Date. If, however, Lost Priority Capital becomes subject to a Third-Party Commitment, the Company may use that amount for such Third-Party Commitment and it shall not added back to the Priority Amount at the next Reservation Date. The Company shall ensure that any Subsequent Bulk Asset Contribution that provides any Other Customer with Other Customers Priority Capital shall include a provision requiring that any amount of Other Customers Priority Capital that is reserved for use and not actually used by the Other Customer (including in connection with land acquisitions and site development work on land that is owned by Company Affiliates or that the Company intends to acquire) within any three-month period to be “lost” and no longer be deemed to be Other Customers Priority Capital. In the event the Company fails to apply such terms to any Other Customers Priority Capital in connection with a Subsequent Bulk Asset Contribution, then the Founder Parties shall have the right to eliminate the concept of “Lost Priority Capital” from the Capital Priority Right (such right, the “Lost Priority Capital Recovery Right”). The Company shall provide notice to Founder Parties that the Lost Priority Capital Recovery Right under this Section 3.03(b) has been triggered, promptly upon execution of such applicable Subsequent Bulk Asset Contribution. Upon the Founder Parties’ exercise of such right by delivering written notice to the Company, then effective immediately, any outstanding amounts of capital that have been deemed Lost Priority Capital will be added back to the calculation of Founder Parties’ Priority Amount, and any amounts that would have been deemed Lost Priority Capital prior to the delivery of such notice of exercise shall no longer be deducted from Founder Parties’ Priority Amount on a going-forward basis. Such change shall remain effective in perpetuity for as long as Founders Parties retain its Capital Priority Right.

Lost Priority Capital. For the avoidance of doubt, any Lost Priority Capital that is shall be excluded from the Priority Amount during a given Reservation Period for which the Company does not commit to have sufficient Third-Party Commitments towards which to commit such Lost Priority Capital during such Reservation Period Period, such amount shall become Restored Lost Capital Amount, and therefore added back to the Priority Amount on the following Reservation Date. If, however, Lost Priority Capital becomes subject to a Third-Party Commitment, the Company may use that amount for such Third-Party Commitment and it shall not added back to the Priority Amount at the next Reservation Date. The Company shall ensure that any Subsequent Bulk Asset Contribution that provides any Other Customer with Other Customers Priority Capital shall include a provision requiring that any amount of Other Customers Priority Capital that is reserved for use and not actually used by the Other Customer (including in connection with land acquisitions and site development work on land that is owned by Company Affiliates or that the Company intends to acquire) within any three-month period to be “lost” and no longer be deemed to be Other Customers Priority Capital. In the event the Company fails to apply such terms to any Other Customers Priority Capital in connection with a Subsequent Bulk Asset Contribution, then the Founder Parties shall have the right to eliminate the concept of “Lost Priority Capital” from the Capital Priority Right (such right, the “Lost Priority Capital Recovery Right”). The Company shall provide notice to Founder Parties that the Lost Priority Capital Recovery Right under this Section 3.03(b) has been triggered, promptly upon execution of such applicable Subsequent Bulk Asset Contribution. Upon the Founder Parties’ exercise of such right by delivering written notice to the Company, then effective immediately, any outstanding amounts of capital that have been deemed Lost Priority Capital will be added back to the calculation of Founder Parties’ Priority Amount, and any amounts that would have been deemed Lost Priority Capital prior to the delivery of such notice of exercise shall no longer be deducted from Founder Parties’ Priority Amount on a going-forward basis. Such change shall remain effective in perpetuity for as long as Founders Parties retain its Capital Priority Right.

Lost Priority Capital. For the avoidance of doubt, any Lost Priority Capital that is excluded from the Priority Amount during a given Reservation Period for which the Company does not commit to Third-Party Commitments during such Reservation Period shall become Restored Lost Capital Amount, and therefore added back to the Priority Amount on the following Reservation Date. If, however, Lost Priority Capital becomes subject to a Third-Party Commitment, the Company may use that amount for such Third-Party Commitment and it shall not added back to the Priority Amount at the next Reservation Date. The Company shall ensure that any Subsequent Bulk Asset Contribution that provides any Other Customer with Other Customers Priority Capital shall include a provision requiring that any amount of Other Customers Priority Capital that is reserved for use and not actually used by the Other Customer (including in connection with land acquisitions and site development work on land that is owned by Company Affiliates or that the Company intends to acquire) within any three-month period to shall be “lost” and no longer be deemed to be Other Customers Priority Capital. In the event the Company fails to apply such terms provisions to any Other Customers Priority Capital in connection with a Subsequent Bulk Asset Contribution, then the Founder Parties shall have the right to eliminate the concept of “Lost Priority Capital” from the Capital Priority Right (such right, the “Lost Priority Capital Recovery Right”). The Company shall provide notice to Founder Parties that the Lost Priority Capital Recovery Right under this Section 3.03(b) has been triggered, promptly upon execution of such applicable Subsequent Bulk Asset Contribution. Upon the Founder Parties’ exercise of such right by delivering written notice to the Company, then effective immediately, any outstanding amounts of capital that have been deemed Lost Priority Capital will be added back to the calculation of Founder Parties’ Priority Amount, and any amounts that would have been deemed Lost Priority Capital prior to the delivery of such notice of exercise shall no longer be deducted from Founder Parties’ Priority Amount on a going-forward basis. Such change shall remain effective in perpetuity for as long as Founders Parties retain its Capital Priority Right.