Performance Participation Allocation definition
Examples of Performance Participation Allocation in a sentence
The Management Fee shall be payable by the Partnership before giving effect to any accruals for the Management Fee, the Servicing Fee, the Performance Participation Allocation, Unit redemptions for that month, any distributions and without taking into account any taxes (whether paid, payable, accrued or otherwise) of any Intermediate Entity through which the Partnership indirectly invests in a Portfolio Company, as determined in the good faith judgment of the Manager.
Any Units held by Brookfield or an Affiliate of the Manager or the General Partner may bear no or reduced Management Fees, Servicing Fees or the Performance Participation Allocation (in the manner each such Partner and the General Partner shall agree upon such Partner’s admission to the Partnership, including pursuant to a rebate of such amounts).
The General Partner may also be a Unitholder, including but not limited to the extent that it purchases Units, elects to receive all or a portion of the Performance Participation Allocation in Units, or becomes a transferee of all or any part of the Units of a Unitholder, and to such extent shall be treated as a Unitholder in all respects, except as expressly provided in this Agreement or in the Memorandum (e.g., with respect to Redemption Program).
The Performance Participation Allocation that the Special Unitholder is entitled to receive at the end of each Reference Period will be reduced by the cumulative amount of Quarterly Allocations that year.
In addition, in order to facilitate payment of the Performance Participation Allocation in accordance with this Section 3.3 and to give effect to the foregoing provisions, each of the Partnership and any Intermediate Entity may, in the sole discretion of the General Partner, withhold amounts that are otherwise distributable at the level of the Partnership or such Intermediate Entity in order to pay the Performance Participation Allocation in any present or future period.
For the avoidance of doubt, the Special Unitholder may assign its interest in Performance Participation Allocation (in whole or in part) to another entity or entities in its sole discretion without the General Partner’s consent.
If the Performance Participation Allocation is paid in Units, such Units may be redeemed at the Special Unitholder’s request and will not be subject to the volume limitations of the Redemption Program or the Early Redemption Fee.
Amounts of the Performance Participation Allocation otherwise to be distributed to the Special Unitholder pursuant to Section 3.3 (including distributions in kind) shall be reduced on a dollar-for-dollar basis by the amount of any prior advances made to the Special Unitholder pursuant to this Section 3.4 until all such advances are restored to the Partnership in full.
Each of the Partnership, the Feeder, any other Feeder Funds and Parallel Funds will be obligated to pay (without duplication) its proportional share of the Performance Participation Allocation based on its proportional interest in the Aggregator or other relevant Intermediate Entity.
If the Performance Participation Allocation is paid in Units, such Units may be redeemed at the Special Unitholder’s request and will not be subject to the volume limitations of the Partnership’s Unit redemption program as set forth in Appendix B (as amended from time to time, the “Redemption Program”) or the Early Redemption Fee.