Amount and Time of Distributions. The Manager may distribute the Net Available Cash Flow of the Company for each fiscal year at the end of each fiscal year (or more frequently as the Sole Member may deem appropriate) to the Sole Member.
Amount and Time of Distributions. Distributions pursuant to this Article VI will be made at such times and in such amounts as the General Partner may, in its sole discretion, determine. The General Partner shall endeavor to distribute each Partnership Fiscal Year to each Limited Partner an amount at least equal to the Applicable Percentage per annum uncompounded on such Limited Partner’s Unreturned Deemed Capital Contribution. The Partnership may be restricted from making distributions under the Act or the terms of notes, mortgages or other debt obligations which it may obtain from lenders in connection with Partnership loans. Distributions may also be restricted or suspended whenever the General Partner, in its sole discretion, determines that such action is in the best interests of the Partnership. All distributions are subject to the payment of Partnership expenses, including maintenance of reasonable operating reserves. Notwithstanding anything herein to the contrary, in each Partnership Fiscal Year, the General Partner may, in its sole discretion, distribute to the Partners such amounts as the General Partner, in its sole discretion, determines are necessary to enable the Partners to pay the Federal income taxes on their distributive shares of the Partnership’s taxable income (including separately stated items). The General Partner shall not incur any liability as a result of its determination to distribute Net Cash, even though such distribution may result in the Partnership’s retaining insufficient funds for the operation of its business, provided its determination was made in good faith and not as a result of its gross negligence or willful misconduct.
Amount and Time of Distributions. The Managers shall have power and authority to declare and make dividends or other distributions, but only as provided by law.
Amount and Time of Distributions. (a) Except as set forth in this Section 5.1 or Section 5.2 (including the last sentence of Section 5.2(a)), and the restrictions set forth in any class or series of Equity Securities created pursuant to Section 3.3, each distribution shall be made to the Members only at such times as the Managing Member shall reasonably determine and shall be made to the Members pro rata in proportion to their respective Units.
(b) Notwithstanding the provisions of Section 5.1(a), a Management Member holding an Unvested Unit shall only be entitled to receive a distribution in respect of such Unvested Unit in an amount equal to the Tax Distributions with respect to such Unvested Unit in accordance with Section 5.2. The Company shall maintain in a segregated account any other amounts that were otherwise distributable to each Management Member in respect of each Unvested Unit that were not distributed as a result of this Section 5.1(b). After the end of each Fiscal Year, the Company shall distribute to each such Management Member an amount equal to the excess of (i) the aggregate amount previously distributable under Section 5.1(a) with respect to each Unvested Unit that shall have become a Vested Unit as of the end of such Fiscal Year held by such Management Member (determined without giving effect to the first sentence of this Section 5.1(b)) over (ii) the amounts previously distributed to such Management Member with respect to such Unvested Unit.
(c) Notwithstanding the provisions of Section 5.1(a), the Managing Member, in its sole discretion, may authorize that (i) cash be paid to the Managing Member (which payment shall be made without pro rata distributions to the other Members) in exchange for the redemption, repurchase or other acquisition of the Managing Member’s Units to the extent that such cash payment is used to redeem, repurchase or otherwise acquire an equal number of shares of Class A Stock in accordance with Section 3.1(f), and (ii) to the extent that the Managing Member determines that expenses or other obligations of the Managing Member are related to its role as the managing Member of the Company or the business and affairs of the Managing Member that are conducted through the Company or any of the Company’s direct or indirect Subsidiaries, cash distributions be made to the Managing Member (which distributions shall be made without pro rata distributions to the other Members) in amounts required for the Managing Member to pay (A) operating, administrative ...
Amount and Time of Distributions. Except as set forth in Section 5.2, and the restrictions set forth in any Indebtedness of the Company, distributions shall be made to the Members only at such times as the Board shall reasonably determine and they shall be made to the Members pro rata in proportion to their Units. Except as otherwise provided in this Agreement, any distributions may be made in cash or in kind, or partly in cash and partly in kind, as determined by the Board. Upon any distribution in kind (including distributions of Marketable Securities), the distribution shall be treated as if the property were sold for its Gross Asset Value, and the proceeds therefor distributed to the
Amount and Time of Distributions. Operating Cash Flow" means the gross cash proceeds from the Company's operations less the portion thereof used to pay or establish reserves for Company expenses and fees, principal and interest payments on Company debt (including loans from any Member and Manager to the Company), capital improvements, replacements and contingencies, all determined by the Managers. Operating Cash Flow shall not be reduced by depreciation, amortization, or other similar non-cash allowances, and shall be increased by any reductions in reserve which, when previously established, reduced Operating Cash Flow. Distributions of Operating Cash Flow shall be made from time to time at the discretion of the Managers, but no less frequently than once each calendar quarter, in the order and priorities set forth in Section 5.2 of this Agreement. "Capital Proceeds" of the Company means the net cash proceeds from all sales, dispositions and refinancings of the Company's property, less any portion thereof used to make principal and interest payments on Company debt or established reserves, as detennined by the Managers in their sole discretion. Capital Proceeds shall be increased by any reductions or reserves which, when previously established, reduced Capital Proceeds. Distributions of Capital Proceeds shall be made from time to time in the discretion of the Manager, but no less frequently than quarterly, in the order and pniority set forth in Section 5.3 of this Agreement. 13
Amount and Time of Distributions. Distributions of available cash to the Joint-Venturers and payments on respective Joint-Venturer Loans shall be made only at such times as the Joint-Venturers shall reasonably determine and only in such amounts over and above such reserves as are sufficient to enable the Joint Venture to meet its existing and reasonably anticipated financial obligations.
Amount and Time of Distributions. Subject to any applicable covenants contained in the documentation governing the Financing, except as otherwise provided in Section 4.3 and Section 4.5, or otherwise agreed by the Management Committee, distributions of Available Cash Flow will be made to the Members (i) for capital proceeds, within the ten (10) days of any capital event giving rise to such capital proceeds, and (ii) for non-capital proceeds, on the first Business Day of each calendar quarter, in each case in proportion to the Percentage Interest of the Members.
Amount and Time of Distributions. Except as set forth in Section 5.1(b) or Section 5.2 (including the last sentence of Section 5.2(a)), and the restrictions set forth in any Indebtedness of the Company, each distribution shall be made to the Members only at such times as the Board shall reasonably determine and they shall be made to (i) the Members (other than the Plan Member) pro rata in proportion to their respective Units or, (ii) if so determined by the Board in its sole discretion, (x) to the Plan Member in an aggregate amount not to exceed the amount equal to the excess, if any, of the Aggregate Net Grant Distribution Amount over the aggregate amount of all prior distributions to the Plan Member made pursuant to this Section 5.1 or treated pursuant to this Agreement to be made under Section 12.3(b) and (y) the balance to the other Members pro rata in proportion to their respective Units. It is understood that if the Board does not exercise its sole discretion to distribute a portion of a distribution to the Plan Member in accordance with clause (x) in the first sentence of this Section 5.1(a), then the Grant Preference Amount will increase by an amount equal to such portion of the distributable amount as determined in accordance with Exhibit B. The Board may, in its sole discretion, cause the Company to make a distribution solely to the Plan Member to enable the Plan Member to redeem some or all of the Class Units. Except as otherwise provided in this Agreement, any distributions may be made in cash or in kind, or partly in cash and partly in kind, as determined by the Board. Upon any distribution in kind (including distributions of Marketable Securities), the distribution shall be treated as if the property were sold for its Gross Asset Value, and the proceeds therefor distributed to the Members. The deemed gain or loss on such disposition shall be included in the calculation of Profit and Loss for the period in which the distribution occurred.
Amount and Time of Distributions. Provided that all payments due pursuant to Section 5.5 (Tax Distributions) and Section 5.4 (Special Payments to the Members) have been made, the Executive Committee may, subject to Section 5.1 (Legal Restrictions on Distributions; Withholding), Section 5.2 (Current Reserves) and Section 5.3 (Growth Reserves), make distributions to the Members in proportion to their Percentage Interests from time to time as it determines in its sole discretion; provided, however, that no less often than annually, the Executive Committee shall distribute available cash (which available cash will be determined after taking into account payments due under Section 5.4 (Special Payments to the Members) and 5.5 (Tax Distributions) and after taking into account the Company’s reasonable working capital needs and reserves set aside pursuant to Section 5.2 (Current Reserves) and Section 5.3 (Growth Reserves)) from the immediately preceding Fiscal Year to the Members in proportion to their Percentage Interests.
