Carry Clause Samples

Carry. Effective as of the date hereof, Executive shall receive, with respect to each calendar year during the Term, a payment (such payments, “Carry”) equal to: (i) 3.75% of the proceeds from all net cash gains realized by BCG on investments in capital provision assets made by BCG (“Proceeds”) for each vintage year during the period beginning on January 1, 2015 and ending on December 31, 2023 and (ii) 3% of the Proceeds for each vintage year during the Term. For purposes of this Agreement, Proceeds shall (A) include, without limitation, (1) income received in cash from the BCG Master Allocation Agreement with its BOF-C investment fund, (2) asset management income received in cash from the ▇▇▇▇▇▇▇ Advantage Fund (and including in the case of each of the immediately foregoing clauses (1) and (2), any successor investment funds thereto) and (3) cash proceeds of secondary sales of investments occurring following the Effective Date, insurance proceeds related to investments in capital provision assets or other investment-related activity and (B) exclude any management fees, performance fees or other cash income realized by BCG from its management of other existing investment funds. For the avoidance of doubt, with

Carry. If a Discovery Field is estimated by InterOil to be 1▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇ will pay to InterOil, in respect of each 0.5% of IPI Percentage held by it (as such IPI Percentage may be reduced pursuant to the definition thereof), 1.0% of the costs incurred in carrying out the Subsequent Work Program in respect of that Discovery Field from the time Total Depth is reached through to the grant of a PDL in respect of that Discovery Field, up to a maximum expenditure limit in respect of that Discovery Field of US$600,000 for each 0.5% of IPI Percentage (as such IPI Percentage may be reduced pursuant to the definition thereof) held by it. Upon the earlier of the grant of the PDL and the maximum expenditure limit being reached in paying for the Subsequent Work Program, all further operations carried out in respect of that Discovery Field, including any remaining Subsequent Work Program in respect of that Discovery Field, will be paid for in accordance with each party’s Participation Interest and in accordance with the terms of the JVOA. The foregoing provisions of this clause shall apply mutatis mutandis to any Phase Two Exploration Program.

Carry. Subject to Section 2(b)(i), effective as of January 1, 2024, Executive shall receive, with respect to each calendar year during the Term, a payment (such payments, “Carry”) equal to: (i) 3.75% of the cash gains realized by BCG (“Proceeds”) for each vintage year during the period beginning on January 1, 2015 and ending on December 31, 2023 and (ii) 3.75% of the Proceeds for each vintage year during the Term. For purposes of this Agreement, Proceeds shall (A) include, without limitation, (1) all net cash gains realized by BCG on investments in capital provision assets, (2) income received in cash from the BCG Master Allocation Agreement with its BOF-C investment fund, (3) asset management income received in cash from the ▇▇▇▇▇▇▇ Advantage Fund (and including in the case of each of the immediately foregoing clauses (2) and (3), any successor investment funds thereto), (4) cash proceeds of secondary sales of investments occurring following January 1, 2024 and insurance proceeds related to investments in capital provision assets or other investment-related activity, and (5) income received in cash from other investments or business activities, and (B) exclude (1) any management fees, performance fees or other cash income realized by BCG from its management of other investment funds in existence on or prior to January 1, 2024, (2) 50% of the of the income received in cash from any investment in capital provision assets that at inception is forecasted to generate an internal rate of return of less than 20% at the time such investment is approved by the Company’s commitments committee (or any equivalent committee of the Company), and (3) net cash gains from any capital provision assets that BCG has contributed to a partnership in which Executive is a limited partner. The intention of the Parties with respect to the immediately preceding sentence is for Executive to receive Carry as to all investments and business activities of BCG, whether presently existing or added in the future, except those specifically excluded in clause (B) above, and the parties shall negotiate in good faith to arrive at an appropriate methodology for computing Carry for each new type of investment or business activity structure, including investments or business activities that create value in excess of current cash generation, such as in the context of acquiring or starting a new business that generates long-term equity value, to implement this intention consistent with the economic princ...

Carry. The cost of financing positions; the rate of interest earned from the securities held less the cost of funds borrowed to purchase them.

Carry. The Company's 20% carried interest in the income of ----- the Fund.

Carry. The prompt and full payment, and not merely the collectability, when due of interest on the Loans and all other costs of financing, owning, developing, operating, leasing, maintaining, repairing and restoring the Facilities, including, without limitation, the payment when due of all real estate taxes, municipal charges, utility charges, insurance premiums, other operating expenses and expenses of developing, marketing and leasing. Notwithstanding any provision contained in this Agreement or any other Loan Document to the contrary, it is the intention and agreement of each Guarantor that the obligations of such Guarantor under this Agreement shall be valid and enforceable against such Guarantor to the maximum extent permitted by applicable law. Accordingly, if any provision of this Agreement creating any obligation of any Guarantor in favor of the Administrative Agent and the Lenders shall be declared to be invalid or unenforceable in any respect or to any extent, it is the stated intention and agreement of such Guarantor, the Administrative Agent and the Lenders that any balance of the obligation created by such provision and all other obligations of such Guarantor to the Administrative Agent and the Lenders created by other provisions of this Agreement shall remain valid and enforceable. Likewise, if any sums which the Administrative Agent and the Lenders may be otherwise entitled to collect from such Guarantor under this Agreement shall be declared to be in excess of those permitted under any law (including any federal or state fraudulent conveyance or like statute or rule of law) applicable to such Guarantor's Guarantor Obligations, it is the stated intention and agreement of such Guarantor to the Administrative Agent and the Lenders, that all sums not in excess of those permitted under such applicable law shall remain fully collectible by the Administrative Agent and the Lenders from such Guarantor and such excess sums shall nevertheless survive as a subordinate obligation of such Guarantor, junior in right to the claims of general unsecured creditors, but prior to the claims of equityholders in such Guarantor. Upon any Event of Default under the Credit Agreement, or any of the other Loan Documents, or if Administrative Agent has accelerated the Loans pursuant to a right to do so under the Credit Agreement, Administrative Agent may at its option proceed directly and at once, without further notice, against any or all Guarantors hereunder, without proce...

Carry. In Exchange and Carry-In Repair types of Service hours are the normal business hours of the applicable ▇▇▇▇▇ service/exchange center.

Carry. In Service-Dell Branded Carry-In Service is a “drop-off” service initiated by calling Dell Hardware Technical Support as outlined above. During the telephone- based troubleshooting process, the Dell Technician will diagnose whether a hardware fault is the issue. If yes, then the Customer will be asked to deliver the Supported Product to a Dell-designated repair centre or shipping location (at the Customer’s cost). Standard service hours are local business hours, available five (5) days per week local business days, excluding local national holidays. Once the Supported Product has been repaired, Dell Authorised Service Provider will contact Customer to make arrangements for the Customer to retrieve it. Repair service level agreements may vary by country and city.

Carry. The Company’s twenty-five percent (25%) carried interest in the income of the Fund.