Distribution Amount. Means an amount equal to the excess of (A) the value of all dividends paid by the Company with respect to the Performance Period (or, solely for purposes of Section 5(b)(ii) below, with respect to the period commencing on the first day of the Performance Period and ending on the date of the Participant's death (the "Truncated Performance Period")) in respect of that number of Shares equal to (i) the number of Class D Units that become Performance Vested Base Units (or, solely for purposes of... Section 5(b)(iii) below, the number of Pro Rata Performance Vested Units) as of the completion of the Performance Period or (ii) solely for purposes of Section 5(b)(ii) below, the total number of Class D Units granted hereby (the "Accumulated Dividend Amount"), over (B) the amount of any distributions made by the Partnership to the Participant pursuant to Section 5.1 and Section 19.2.B(ii) of the Partnership Agreement with respect to the Performance Period or Truncated Performance Period (as applicable) in respect of the Class D Units (the "Class D Distributions"), plus (or minus) the amount of gain (or loss) on such excess dividend amounts had they been reinvested in Common Stock on the date that they were paid (at a price equal to the closing price of the Common Stock on the applicable dividend payment date); provided, however, that notwithstanding the foregoing, solely for purposes of calculating the number of Distribution Equivalent Units with respect to Pro Rata Performance Vested Units pursuant to Section 5(b)(iii) below, if the Class D Distributions exceed the Accumulated Dividend Amount (an "Excess Distribution"), then the Distribution Amount shall instead equal the excess of the Class D Distributions over the Accumulated Dividend Amount, plus (or minus) the amount of gain (or loss) on such dividend amounts had they been reinvested in Common Stock on the date that they were paid (at a price equal to the closing price of the Common Stock on the applicable dividend payment date).View More
