Over-Allotment. No later than five (5) Business Days following the expiration of the Exercise Period, the Company shall notify each Participating Partner (if any) in writing of the number of New Units that all such Participating Partners have agreed to purchase (the “Over-Allotment Notice”). Each Participating Partner that timely delivered an Acceptance Notice exercising its rights to purchase one hundred percent (100%) of such Partner’s Base Amount (an “Exercising Partner”) shall have a right of over-allotment such that if any other Partner has failed to exercise its right under this Section 6.6 to purchase such other Partner’s full Base Amount of the New Units (each, a “Non-Exercising Partner”), such Exercising Partner may purchase the remainder of such Non-Exercising Partner’s Base Amount (such remainder, the “Unsubscribed Allotment Units”) (or, if there are multiple Exercising Partners, its Over-Allotment Pro Rata Portion of the Unsubscribed Allotment Units) by giving written notice to the Company within ten (10) Business Days of receipt of the Over-Allotment Notice (the “Over- Allotment Exercise Period”). For the avoidance of doubt, the Company will have no obligation pursuant to this Section 6.6(d) in the event there are no Participating Partners or no Exercising Partners, in each case, following expiration of the Exercise Period.
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Over-Allotment. No later than five (5) Business Days days following the expiration of the Exercise Period, the Company shall notify each Participating Partner (if any) Member in writing of the number amount of New Additional Units that all such Participating Partners have each Member has agreed to purchase (the “Over-Allotment Notice”). Each Participating Partner that timely delivered an Acceptance Notice Member exercising its rights to purchase one hundred percent (100%) its Participating Percentage of such Partner’s Base Amount the Additional Units in full (an “Exercising PartnerMember”) shall have a right of over-allotment (subject to the limitations set forth in Article 6) such that if any other Partner Member has failed to exercise its right under this Section 6.6 10.3 to purchase such other Partner’s its full Base Amount Participating Percentage of the New Additional Units (each, each a “Non-Exercising PartnerMember”), such Exercising Partner Member may purchase the remainder its Participating Percentage of such Non-Exercising PartnerMember’s Base Amount allotment (such remainder, the “Unsubscribed Allotment Units”) (or, if there are multiple Exercising Partners, its Over-Allotment Pro Rata Portion of the Unsubscribed Allotment Additional Units”) by giving written notice to the Company within ten five (105) Business Days days of receipt of the Over-Allotment Notice (the “Over- Over-Allotment Exercise Period”). For Such Exercising Member’s election to purchase Over- Allotment Additional Units shall be binding and irrevocable. If more than one Exercising Member elects to exercise its right of over-allotment, each Exercising Member shall have the avoidance right to purchase the amount of doubtOver-Allotment Additional Units it elected to purchase in its written notice; provided, that if the Company will have no obligation pursuant to this Section 6.6(d) in the event there Over- Allotment Additional Units are no Participating Partners or no over-subscribed, each Exercising Partners, in each case, following expiration Member shall purchase its pro rata portion of the Exercise Periodavailable Over-Allotment Additional Units based upon the relative Participating Percentages of the Exercising Members.
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Sources: Limited Liability Company Agreement
Over-Allotment. No later than five (5) Business Days following the expiration of the Exercise Period, the Company shall notify each Participating Partner (if any) in writing of the number of New Units that all such Participating Partners have agreed to purchase (the “Over-Allotment Notice”). Each Participating Partner that timely delivered an Acceptance Notice exercising its rights to purchase one hundred percent (100%) of such Partner’s Base Amount (an “Exercising Partner”) shall have a right of over-allotment such that if any other Partner has failed to exercise its right under this Section 6.6 to purchase such other Partner’s full Base Amount of the New Units (each, a “Non-Exercising Partner”), such Exercising Partner may purchase the remainder of such Non-Exercising Partner’s Base Amount (such remainder, the “Unsubscribed Allotment Units”) (or, if there are multiple Exercising Partners, its Over-Allotment Pro Rata Portion of the Unsubscribed Allotment Units) by giving written notice to the Company within ten (10) Business Days of receipt of the Over-Allotment Notice (the “Over- Over-Allotment Exercise Period”). For the avoidance of doubt, the Company will have no obligation pursuant to this Section 6.6(d) in the event there are no Participating Partners or no Exercising Partners, in each case, following expiration of the Exercise Period.
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