Percentage Ownership Interest Sample Clauses
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Percentage Ownership Interest. (a) As of the Effective Date, the Partners shall have percentage ownership interests in the Partnership with respect to (i) the Legacy Acquisitions (as the same are adjusted as provided in this Agreement, a “Legacy Percentage Interest”) as shown on Exhibit A , and (ii) each closed Investment Opportunity (that will ultimately be part of a New Tranche Acquisition) (as the same are adjusted as provided in this Agreement, a “Tranche Percentage Interest”) of 99% for Starwood and 1% for JVP unless otherwise agreed to by Starwood and JVP. Each reference to a “Percentage Interest” shall mean to a Legacy Percentage Interest or a Tranche Percentage Interest as applicable and as the context requires. From and after the Effective Date, each Partner’s respective Percentage Interests shall be adjusted from time to time on each date when additional Capital Contributions (other than Rental Pool Additional Contributions) are made with respect to the Legacy Acquisitions and/or a New Tranche Acquisition, as applicable. On any given date, (A) JVP’s Percentage Interest shall equal a fraction (represented as a percentage) whereby the numerator of such fraction shall equal JVP’s aggregate Capital Contributions as of such date with respect to the Legacy Acquisitions and/or a New Tranche Acquisition, as applicable, and the denominator shall equal the aggregate Capital Contributions of all Partners less the aggregate Rental Pool Contributions of Starwood as of such date with respect to the Legacy Acquisitions and/or a New Tranche Acquisition, as applicable, and (B) Starwood’s Percentage Interest shall equal a fraction (represented as a percentage) whereby the numerator of such fraction shall equal Starwood’s aggregate Capital Contributions less the aggregate Rental Pool Contributions of Starwood as of such date with respect to the Legacy Acquisitions and/or a New Tranche Acquisition, as applicable, and the denominator shall equal the aggregate Capital Contributions of all Partners less the aggregate Rental Pool Contributions of Starwood as of such date with respect to the Legacy Acquisitions and/or a New Tranche Acquisition, as applicable. Percentage Interests shall not be adjusted by distributions made (or deemed made) to a Partner.
Percentage Ownership Interest. (a) The Members shall have the following initial percentage ownership interests in the Financial Rights of the Company (“Percentage Interest” or “Interest”) immediately following the Capital Contributions set forth in Section 5.1 and until the Change of Percentage Interest Date provided for in Section 7.2: Investor Member 99.0% Local Member 1.0%
(b) After the Change of Percentage Interest Date, the Members shall have the following Percentage Interest in the Financial Rights of the Company: Investor Member 30.0% Local Member 70.0%
(c) Subject to Section 5.3(b), the Members shall have the following initial percentage interests in the Governing Rights of the Company immediately following the Capital Contributions set forth in Section 5.1 and until the Change of Percentage Interest Date: Local Member 49.0% Investor Member 51.0%
(d) Subject to Section 5.3(b), after the Change of Percentage Interest Date, the Members shall have the following percentage interests in the Governing Rights of the Company: Local Member 70.0% Investor Member 30.0%
Percentage Ownership Interest. The Members shall have the initial percentage ownership interests (as the same are adjusted as provided in this Agreement, a “Percentage Interest”) in the Company set forth on Exhibit A. Percentage Interests shall not be adjusted by Distributions made (or deemed made) to a Member.
Percentage Ownership Interest. The Members shall have the initial percentage ownership interests (as the same are adjusted as provided in this Agreement, a “Percentage Interest”) in the Company set forth on Exhibit A immediately following the Capital Contributions provided for in Section 5.1. The Percentage Interests of the Members in the Company shall be adjusted monthly so that the respective Percentage Interests of the Members at any time shall be in proportion to their respective cumulative Total Investment made (or deemed to be made) pursuant to Sections 5.1 and 5.2, as the same may be further adjusted pursuant to Section 5.2(b)(3). Percentage Interests shall not be adjusted by distributions made (or deemed made) to a Member.
Percentage Ownership Interest. 15 4.4. Return of Capital Contribution............................... 15 4.5.
Percentage Ownership Interest. The National Data Members and ----------------------------- MasterCard shall be the initial Members of the Company. The initial "Percentage Ownership Interest" in the Company of each of the Members shall be as follows: Member Percentage Ownership Interest ------ ----------------------------- GPS 78.79% [15,758,000 Units] NDC Canada 0.3% [60,000 Units] NDPS 13.4% [2,680,000 Units] NDCI 0.01% [2,000 Units] Total National Data Group 92.5% [18,500,000 Units] MasterCard 7.5% [1,500,000 Units] The Percentage Ownership Interest of a Member may change from time to time as provided in Articles 8, 16, and 18.
Percentage Ownership Interest. The Partners shall have the initial percentage ownership interests in the Partnership set forth on Exhibit A (such percentage interests as adjusted pursuant to this Agreement are referred to as a Partner's "Percentage Interest"). The Percentage Interests of the Partners in the Partnership shall be adjusted so that the respective Percentage Interests of the Partners at any time shall be as set forth in Exhibit A on the effective date hereof, as adjusted in proportion to their respective additional Capital Contributions made (or deemed to be made) pursuant to Section 4.2(b), any adjustment required pursuant to Section 6.4(d)(ii) of the Purchase Agreement and to reflect the Transfers of the GP Interest and the Additional LP Interests (as such terms are defined in the Purchase Agreement); provided, however, that no adjustment shall be made to the Percentage Interest of the Americana Partners with respect to any mandatory additional Capital Contribution that is made in accordance with Section 4.2(b)(i), no adjustment shall be made with respect to the additional Capital Contribution made by Integrated pursuant to Section 4.2(b)(iii) or the payment by the Americana Partners made in connection therewith, and no adjustment shall be made with respect to any indemnification payments treated as contributions to the Partnership pursuant to Section 6.2(c) of the Purchase Agreement; provided further, however, that upon the failure of any Partner to make any such mandatory additional Capital Contribution required by any provision of Section 4.2(b), then the Non-Defaulting Partners shall engage an investment banker or other financial expert of national reputation who has no prior affiliation with the Non-Defaulting Partners, who shall determine the fair market value of each Partner's respective Interest in the Partnership (without any control premiums or minority discounts), and after taking into account (a) such value of the Partners' respective Interest in the Partnership, and (b) the amount of the Deficiency, such expert shall determine the appropriate manner in which to equitably reduce the Defaulting Partner's Percentage Interest and increase any Non-Defaulting Partner's Percentage Interest.
Percentage Ownership Interest. Each Venturer’s respective interest in the Joint Venture (hereinafter referred as “Percentage Ownership Interest”) is as follows: Party 1 ……….(share) Party 2 ………(share) The net operating income and net operating loss of the Joint Venture shall be allocated and shared between and shared by the Joint Venture Parties in proportion to their performance of work.
Percentage Ownership Interest. The Percentage Interest is owned by the Member making the assignment;
Percentage Ownership Interest. The Members shall have the initial percentage ownership interests (as the same are adjusted as provided in this Agreement, a “Percentage Interest”) in the Company set forth on Exhibit A immediately following the Initial Capital Contributions provided for in Section 5.1. The Percentage Interests of the Members in the Company shall be adjusted monthly, and if appropriate to reflect any pending adjustments that have been determined but not yet effected, prior to any request for Additional Capital Contributions pursuant to Section 5.2 or any distributions to Members pursuant to Section 6.1 or any determinations pursuant to Sections 13 and 15, so that the respective Percentage Interests of the Members at any time shall be in proportion to their respective cumulative Total Investment made (or deemed to be made) pursuant to Sections 5.1 and 5.2, as the same may be further adjusted pursuant to Section 5.2(b)(3); provided that, notwithstanding anything to the contrary contained in this Agreement, with respect to the Promote Member, such .01% Percentage Interest shall not be subject to adjustment so long as CWS has an Interest in the Company but rather, any adjustment that would otherwise be made to the Promote Member’s Percentage Interest shall instead be made to CWS’ Percentage Interest. Percentage Interests shall not be adjusted by Distributions made (or deemed made) to a Member.