Carry Crystallization Sample Clauses
The Carry Crystallization clause defines the process by which a fund manager's entitlement to carried interest is fixed or "crystallized" at a specific point in time, typically upon certain events such as a change of control, exit, or the end of a fund's life. In practice, this means that the amount of carried interest due to the manager is calculated based on the fund's performance up to that date, regardless of future fund performance or distributions. This clause ensures that the manager's share of profits is secured and not subject to later changes, providing certainty for both the manager and investors and addressing potential disputes over profit allocation during key transitions.
POPULAR SAMPLE Copied 4 times
Carry Crystallization. As set forth in Section 4.6 of the Amended and Restated OP Agreement, on the Effective Date, immediately after the IPO Closing but prior to the consummation of the Merger, as accelerated satisfaction of a portion of ▇▇▇▇-InfraREIT’s carried interest, the Operating Partnership is issuing Common Units to ▇▇▇▇-InfraREIT and canceling an equal number of Class A Units held by InfraREIT LLC. Simultaneously, pursuant to the LLC Agreement Amendment, InfraREIT LLC is cancelling a number of Common Shares equal to the number of Class A Units to be cancelled in the foregoing sentence, with such cancellations allocated among the holders of Common Shares in the manner set forth in the LLC Agreement Amendment.
Carry Crystallization. On the Effective Date, immediately after the consummation of the REIT IPO but prior to the transactions described in the following subsections of this Section 4.6, as an accelerated payment of the Initial Limited Partner’s carried interest, the Partnership shall issue the Initial Limited Partner 1,167,287 Common Units and shall cancel an equal number of Class A Units held by the Predecessor General Partner. The Partner Registry attached hereto as Exhibit A reflects the effect of this issuance, cancellation and allocation.