Common use of Performance Allocation Clause in Contracts

Performance Allocation. If as of the close of a Performance Allocation Date, a Class has a Net NAV Increase, and such Net NAV Increase exceeds the Hurdle Amount, then such Class shall be subject to a Performance Allocation as determined below. The Performance Allocation shall be (i) debited from the Capital Accounts of the Members of the applicable Class, pro rata in accordance with their ownership of Units in such Class and (ii) credited to the Capital Account of the Managing Member. (i) With respect to each Class, the Performance Allocation shall equal the lesser of (A) 10% of the amount by which the Net NAV Increase exceeds the Hurdle Amount, plus 10% of the Hurdle Amount, or (B) 50% of the amount of the Net NAV Increase. If a Performance Allocation cannot be fully made due to the limitation in clause (B), the shortfall may be assessed as additional Performance Allocation against such Class in future Performance Allocation Periods (subject to clause (B)) in when a Performance Allocation against such Class is being made. (ii) For purposes of the above, the following definitions apply:

Performance Allocation. If as of the close of a Performance Allocation Date, a Class has a Unit’s NAV per Unit exceeds its High Water Mark (such excess, the “Net NAV Increase, and such Net NAV Increase exceeds the Hurdle Amount”), then such Class Unit shall be subject to a Performance Allocation as determined below. The Performance Allocation shall be (i) debited from the Capital Accounts Account of the Members Member in respect of which the applicable ClassPerformance Allocation is made, pro rata in accordance with their ownership of Units in such Class and (ii) credited to the Capital Account of the Managing Member. (i) With respect to each ClassUnit, if the Net NAV Increase exceeds its Hurdle Amount, the Performance Allocation shall equal the lesser of (A) 10% of the amount by which the Net NAV Increase exceeds above the Hurdle Amount, plus 10% of the Hurdle Amount, or (B) 50% of the amount of by which the Net NAV IncreaseIncrease exceeds the Hurdle Amount. If a Performance Allocation cannot be fully made due to the limitation in clause (B), the shortfall may be assessed as additional Performance Allocation against such Class Unit in future Performance Allocation Periods periods (subject to clause (B)) in when a Performance Allocation against such Class Unit is being made. (ii) For purposes of the above, the following definitions apply: