Amounts Held in Reserve. In addition to the rights set forth in Section 6.05(c), the General Partner shall have the right, in its discretion, to establish or modify the amount of any reserves prior to making any distributions to the Partners by withholding amounts otherwise distributable by the Partnership to the Partners in order to maintain the Partnership in a sound financial and cash position and to make such provision as the General Partner in its discretion deems necessary or advisable for any and all liabilities and obligations, contingent or otherwise, of the Partnership (including in respect of any anticipated capital requirements in accordance with the Budget).
Amounts Held in Reserve. The Manager shall have the right, in its sole discretion, to withhold amounts otherwise distributable by the Company to the Members in order to make such provision as the Manager in its sole discretion deems necessary or advisable for the payment of any and all debts, liabilities and obligations, contingent or otherwise, of the Company.
Amounts Held in Reserve. Subject to Section 8.04, the Company shall have the right to retain up to $2,000,000,000 of amounts otherwise distributable by the Company to the Shareholders (“Distributable Amounts”); provided that, after the termination of the Commitment Period in accordance with the terms hereof, (i) the Company shall retain Distributable Amounts only in an amount not greater than the amount necessary to make such provision as the Manager deems necessary or advisable, in its reasonable discretion, for liabilities and obligations, contingent or otherwise, of the Company; provided, however that such liabilities and obligations shall not include the obligation to pay for the purchase price of Investments except pursuant to commitments of the Company in effect at such time; and (ii) any amount held by the Company as of the termination of the Commitment Period in excess of the amounts permitted to be retained pursuant to the preceding clause (i) shall be promptly distributed to the Shareholders. To the extent that any Investment is funded with Distributable Amounts retained by the Company pursuant to this Section 8.05(c), such Investment shall, for purposes of Section 8.02, be treated as the same Investment as the initial Investment whose realization resulted in such Distributable Amounts (or in the Distributable Amounts that were used to fund any intermediate Investment whose realization resulted in the Distributable Amounts used to fund such Investment).
Amounts Held in Reserve. In addition to the rights set forth in Section 6.05(c), the General Partner shall have the right, in its discretion, to withhold amounts otherwise distributable by the Partnership to the Investors (i) in order to maintain the Partnership in a sound financial and cash position, (ii) to make such provision as the General Partner in its discretion deems necessary or advisable for any and all liabilities and obligations, contingent or otherwise, of the Partnership (other than the obligation of the Partnership to pay for the purchase price of Partnership Investments) or (iii) to the extent that, following such distribution, such Investor’s Capital Account balance would be less than zero.
Amounts Held in Reserve. In regard to all distributions made out of amounts in the Capital Accounts, the Board shall (pursuant to a Board Determination) have the power, in its sole judgment, to withhold amounts otherwise distributable in order to maintain the Company in a sound financial and cash position and to make such provision as it in its sole judgment deems necessary or advisable for any and all liabilities and obligations, contingent, unforeseen or otherwise, of the Company.
Amounts Held in Reserve. In addition to the rights set forth in Section 6.05(c) and notwithstanding that this paragraph is not included in the lead-in clause to Section 6.02(a), the General Partner shall have the right, in its discretion, to establish or modify the amount of any reserves for a Fund prior to making any distributions to the Partners having an interest in such Fund by withholding amounts otherwise distributable by the Partnership to such Partners in order to maintain the Partnership (including the related Fund) in a sound financial and cash position and to make such provision as the General Partner in its discretion deems necessary or advisable for any and all liabilities and obligations, contingent or otherwise, of the Partnership in respect of such Fund (including in respect of any anticipated capital requirements in accordance with the Budget applicable to such Fund). To the extent, with respect to any Partnership Investment, a Coop or Subsidiary of a Coop has incurred Direct Loans but the General Partner has determined as provided above that reserves should be made, each Partner shall, in the event and to the extent that such Partner (or its relevant Affiliate) receives a payment under the relevant Direct Loan Note, within twenty (20) Business Days after receipt of the payment, contribute to the Fund the amount that the General Partner has identified in a notice as being the amount the General Partner would otherwise have withheld from distributions had such Partner made a Capital Contribution in the form of an equity contribution rather than made (or having its relevant Affiliate make) a Direct Loan in connection with such Fund. For the avoidance of doubt, such Partner’s contribution obligation as described in the preceding sentence shall apply regardless of whether such Partner receives any payments from any relevant Affiliate. If, pursuant to a Direct Loan Note, the obligor thereunder has withheld amounts as described therein and remitted such amounts to the Partnership for the benefit and account of the relevant Fund, such amounts shall be treated as if contributed as Capital Contribution by the relevant Partner as described above.
Amounts Held in Reserve. In addition to the rights set forth in Section 6.03(c), the General Partner shall have the right, in its discretion, to withhold amounts otherwise distributable by the Partnership to the Partners in order to maintain the Partnership in a sound financial and cash position and to make such provision as the General Partner in its discretion deems necessary or advisable for any and all liabilities and obligations, contingent or otherwise, of the Partnership.
