Common use of Over-Allotment Clause in Contracts

Over-Allotment. No later than five (5) days following the expiration of the Exercise Period, the Company shall notify each Member in writing of the amount of Additional Units that each Member has agreed to purchase (the “Over-Allotment Notice”). Each Member exercising its rights to purchase its Participating Percentage of the Additional Units in full (an “Exercising Member”) shall have a right of over-allotment (subject to the limitations set forth in Article 6) such that if any other Member has failed to exercise its right under this Section 10.3 to purchase its full Participating Percentage of the Additional Units (each a “Non-Exercising Member”), such Exercising Member may purchase its Participating Percentage of such Non-Exercising Member’s allotment (the “Over-Allotment Additional Units”) by giving written notice to the Company within five (5) days of receipt of the Over-Allotment Notice (the “Over-Allotment Exercise Period”). Such Exercising Member’s election to purchase Over- Allotment Additional Units shall be binding and irrevocable. If more than one Exercising Member elects to exercise its right of over-allotment, each Exercising Member shall have the right to purchase the amount of Over-Allotment Additional Units it elected to purchase in its written notice; provided, that if the Over- Allotment Additional Units are over-subscribed, each Exercising Member shall purchase its pro rata portion of the available Over-Allotment Additional Units based upon the relative Participating Percentages of the Exercising Members.

Over-Allotment. No later than five (5) days Business Days following the expiration of the Exercise Period, the Company shall notify each Member Participating Partner (if any) in writing of the amount number of Additional New Units that each Member has all such Participating Partners have agreed to purchase (the “Over-Allotment Notice”). Each Member Participating Partner that timely delivered an Acceptance Notice exercising its rights to purchase its Participating Percentage one hundred percent (100%) of the Additional Units in full such Partner’s Base Amount (an “Exercising MemberPartner”) shall have a right of over-allotment (subject to the limitations set forth in Article 6) such that if any other Member Partner has failed to exercise its right under this Section 10.3 6.6 to purchase its such other Partner’s full Participating Percentage Base Amount of the Additional New Units (each each, a “Non-Exercising MemberPartner”), such Exercising Member Partner may purchase its Participating Percentage the remainder of such Non-Exercising MemberPartner’s allotment Base Amount (such remainder, the “Unsubscribed Allotment Units”) (or, if there are multiple Exercising Partners, its Over-Allotment Additional Pro Rata Portion of the Unsubscribed Allotment Units”) by giving written notice to the Company within five ten (510) days Business Days of receipt of the Over-Allotment Notice (the “Over-Over- Allotment Exercise Period”). Such For the avoidance of doubt, the Company will have no obligation pursuant to this Section 6.6(d) in the event there are no Participating Partners or no Exercising Member’s election to purchase Over- Allotment Additional Units shall be binding and irrevocable. If more than one Exercising Member elects to exercise its right of over-allotmentPartners, in each Exercising Member shall have the right to purchase the amount of Over-Allotment Additional Units it elected to purchase in its written notice; providedcase, that if the Over- Allotment Additional Units are over-subscribed, each Exercising Member shall purchase its pro rata portion following expiration of the available Over-Allotment Additional Units based upon the relative Participating Percentages of the Exercising MembersExercise Period.

Over-Allotment. No later than five (5) days Business Days following the expiration of the Exercise Period, the Company shall notify each Member Participating Partner (if any) in writing of the amount number of Additional New Units that each Member has all such Participating Partners have agreed to purchase (the “Over-Allotment Notice”). Each Member Participating Partner that timely delivered an Acceptance Notice exercising its rights to purchase its Participating Percentage one hundred percent (100%) of the Additional Units in full such Partner’s Base Amount (an “Exercising MemberPartner”) shall have a right of over-allotment (subject to the limitations set forth in Article 6) such that if any other Member Partner has failed to exercise its right under this Section 10.3 6.6 to purchase its such other Partner’s full Participating Percentage Base Amount of the Additional New Units (each each, a “Non-Exercising MemberPartner”), such Exercising Member Partner may purchase its Participating Percentage the remainder of such Non-Exercising MemberPartner’s allotment Base Amount (such remainder, the “Unsubscribed Allotment Units”) (or, if there are multiple Exercising Partners, its Over-Allotment Additional Pro Rata Portion of the Unsubscribed Allotment Units”) by giving written notice to the Company within five ten (510) days Business Days of receipt of the Over-Allotment Notice (the “Over-Allotment Exercise Period”). Such For the avoidance of doubt, the Company will have no obligation pursuant to this Section 6.6(d) in the event there are no Participating Partners or no Exercising Member’s election to purchase Over- Allotment Additional Units shall be binding and irrevocable. If more than one Exercising Member elects to exercise its right of over-allotmentPartners, in each Exercising Member shall have the right to purchase the amount of Over-Allotment Additional Units it elected to purchase in its written notice; providedcase, that if the Over- Allotment Additional Units are over-subscribed, each Exercising Member shall purchase its pro rata portion following expiration of the available Over-Allotment Additional Units based upon the relative Participating Percentages of the Exercising MembersExercise Period.