basic_ocr_extraction

jea

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"1" "5r Amendments: lf(i) the Company receives a Partial Loan Increase (ii) the Company does not receive a Commitment prior to the Outside Date or (iii) a Failure to Close occurs, then the Current Agreement shall automatically be amended as of the Closing Date (in the case ofa Partial Loan Increase), the Outside Date (in the case ofa failure to receive a Commitment) or the funding ofthe Balance Payment (in the case ofa Failure to Close), as applicable, by deleting Section 8.2 ofthe Current Agreement in its entirety and replacing it with the following: “Section 8.2 Distributions ofNet Cash Plow and Capital Proceeds. All Net Cash Flow and all Capital Proceeds shall be distributed in the following order of priority: .(a) m, l00% to the Carlyle Member andthe HFZ Member, pro rata in accordance with their Capital Sharing Ratios, until thc Carlyle Member has received distributions sufficient to achieve an Internal Rate of Return on its Capital Contributions equal to |2%; then (b) Second, (i) 85% to the Carlyle Member and the HFZ Member, pro rata in accordance with their Capital Sharing Ratios, and (ii) 15% to the HFZ Member, until the Carlyle Member has received distributions sufficient to achieve an Internal Rate of Return on its Capital Contributions equal to 15%; (c) Third, (i) 80% to the Carlyle Member and the I-IFZ Member, pro rata in accordance with their Capital Sharing Ratios, and (ii) 20% to the IIFZ Member, until the Carlyle Member has received distributions sufficient to achieve an lntemal Rate of Return on its Capital Contributions equal to 20%; (d) Fourth, (i) 75% to the Carlyle Member and the HFZ Member, pro rata in accordance with their Capital Sharing Ratios, and (ii) 25% to the HFZ Member, until the Carlyle Member has received distributions sufficient to achieve an Internal Rate of Return on its Capital Contributions equal to 22%; (e) m, 70% to the Carlyle Member and 30% to the HFZ Member until the Members have collectively received a return pursuant to this Section 8,2(i) ofthe outstanding amount of any Aggregate Initial Cost Overrun Payment funded by such Member; (f) m, to the Carlyle Member and the HFZ Member, pro rata in accordance with their respective Cost Overrun Funding Percentage, until the Members have received a return of any Cost Overrun Payments funded by such Member; (g) Seventh, (i) 70% to the Carlyle Member and the I-IFZ Member, pro rata in accordance with their Capital Sharing Ratios, and (ii) 30% to"