Common use of Share Purchase Commitment Clause in Contracts

Share Purchase Commitment. In the event of a Distribution Shortfall for any calendar quarter during the Term, NRFC and RXR shall purchase Shares from the Company in an aggregate amount equal to the Distribution Shortfall, with NRFC and RXR purchasing 75% and 25%, respectively, of any Shares required to be purchased; provided, however, that NRFC and RXR shall not be obligated to purchase Shares for any quarter in which MFFO for such quarter exceeds the Threshold Amount and further provided, that NRFC’s and RXR’s obligation to purchase Shares pursuant to this Agreement, shall be limited to an aggregate of $10,000,000 in purchase amount (when aggregated with any Shares NRFC and RXR or their Affiliates purchased in order to satisfy the minimum Offering requirements set forth in the Prospectus). Any Shares purchased by NRFC and RXR pursuant to this Section 2 shall be purchased pursuant to the Offering and at the Purchase Price in effect as of the date of purchase of the Shares.

Appears in 2 contracts

Samples: Distribution Support Agreement (NorthStar/RXR New York Metro Income, Inc.), Distribution Support Agreement (NorthStar/RXR New York Metro Income, Inc.)

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Share Purchase Commitment. In the event of a Distribution Shortfall for any calendar quarter during the Term, NRFC and RXR shall purchase Class A Shares from the Company in an aggregate amount equal to the Distribution Shortfall, with NRFC and RXR purchasing 75% and 25%, respectively, of any Class A Shares required to be purchased; provided, however, that NRFC and RXR shall not be obligated to purchase Class A Shares for any quarter in which MFFO for such quarter exceeds the Threshold Amount and further provided, that NRFC’s and RXR’s obligation to purchase Class A Shares pursuant to this Agreement, shall be limited to an aggregate of $10,000,000 in purchase amount (when aggregated with any Shares NRFC and RXR or their Affiliates purchased in order to satisfy the minimum Offering requirements set forth in the Prospectus). Any Class A Shares purchased by NRFC and RXR pursuant to this Section 2 shall be purchased pursuant to the Offering and at the Purchase Price in effect as of the date of purchase of the Class A Shares.

Appears in 2 contracts

Samples: Distribution Support Agreement (NorthStar/RXR New York Metro Real Estate, Inc.), Distribution Support Agreement (NorthStar/RXR New York Metro Real Estate, Inc.)

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