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. ~10~ Table of Contents
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.
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 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. Net Cash Flow, if any, shall be distributed to the Members not later than the thirtieth day after the end of each Taxable Year quarter in the order of priority set forth in this Article 3.
Amount and Time of Distributions. Except as otherwise provided in Section 4.4 and Section 4.6, distributions of Available Cash Flow will be made from time to time, as determined by Unanimous Consent of the Members, in proportion to the Percentage Interest of the Members.
Amount and Time of Distributions. (a) Except as set forth in Section 5.1(b) or Section 5.2, 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 Emdeon Members and Purchaser 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 Grant A 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 A Preference Amount will increase by an amount equal to the foregone distribution as determined in accordance with Exhibit E. 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 A 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. (a) 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. 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
