Common use of Current Distributions Clause in Contracts

Current Distributions. (i) Commencing from and including the applicable date of issuance of Preferred Units (the “Date of Issuance”), current distributions (the “Current Distributions”) on each Preferred Unit shall be payable quarterly, at a fixed rate of the greater of (such rate, the “Pay Rate”): (a) 12% per annum; or (b) the highest per annum rate of interest which the Company is then offering pursuant to its public offering of fixed rate subordinated notes, until the redemption of such Preferred Units in accordance with Section 5, 6, or 7, as the case may be (each such period a “Current Distribution Period”). Once the Pay Rate is increased in accordance with (b), it will not reduce back to (a) if the higher rate is no longer offered. (ii) Current Distributions on the Preferred Units shall be cumulative from the applicable Date of Issuance at the Pay Rate, shall compound monthly, and shall be declared and payable quarterly each year and such distributions will commence following the Initial Date of Issuance in the month after the next quarterly distribution is declared (each, a “Current Distribution Payment Date”), and will be computed on the basis of a 360-day year and 90 days in the applicable period. Current Distributions will be payable to holders of record as they appear in the records of the Company at the close of business on the applicable record date by wire transfer pursuant to wire instructions provided by such holders. The record date shall be the last calendar day of the calendar quarter immediately preceding each Current Distribution Payment Date (each, a “Current Distribution Payment Record Date”). (iii) Current Distributions on the Preferred Units are payable only as a distribution on income. In the event that the Company has no net income during any given Current Distribution Period, the amount due is rolled forward to the next Current Distribution Period, which may continue only through the fourth quarter distribution of any year (which occurs in the following year), but no further. If on any Current Distribution Payment Date the Company shall not be permitted under Delaware law to pay all or a portion of any such Current Distributions, the Company shall take such action as may be lawfully permitted in order to enable the Company, to the extent permitted by Delaware law, to lawfully to pay such Current Distributions. Accumulated but unpaid Current Distributions, if any, on the Preferred Units, will not accrue interest.

Current Distributions. (i) Commencing from and including the applicable date of issuance of Preferred Units (the “Date of Issuance”), current distributions (the “Current Distributions”) on each Preferred Unit shall be payable quarterly, at a an annual fixed rate of the greater of 10% (such rate, the “Pay Rate”): (a) 12% per annum; or (b) the highest per annum rate of interest which the Company is then offering pursuant to its public offering of fixed rate subordinated notes), until the redemption of such Preferred Units in accordance with Section 5, 6, or 7, as the case may be (each such period a “Current Distribution Period”). Once the Pay Rate is increased in accordance with (b), it will not reduce back to (a) if the higher rate is no longer offered. (ii) Current Distributions on the Preferred Units shall be cumulative from the applicable Date of Issuance at the Pay Rate, shall compound monthly, and shall be declared and payable quarterly on February 28, May, 31, August 31, and November 30 of each year and such distributions will commence following the Initial Date of Issuance in the month after or, if not a business day, the next quarterly distribution is declared succeeding business day, which commenced on May 31, 2015 (each, a “Current Distribution Payment Date”), and will be computed on the basis of a 360-day year and 90 days in the applicable period. Current Distributions will be payable to holders of record as they appear in the records of the Company at the close of business on the applicable record date by wire transfer pursuant to wire instructions provided by such holders. The record date shall be the last calendar day of the calendar quarter immediately preceding each Current Distribution Payment Date (each, a “Current Distribution Payment Record Date”). (iii) Current Distributions on the Preferred Units are payable only as a distribution on income. In the event that the Company has no net income during any given Current Distribution Period, the amount due is rolled forward to the next Current Distribution Period, which may continue only through the fourth quarter distribution of any year (which occurs in the following year), but no further. If on any Current Distribution Payment Date the Company shall not be permitted under Delaware law to pay all or a portion of any such Current Distributions, the Company shall take such action as may be lawfully permitted in order to enable the Company, to the extent permitted by Delaware law, to lawfully to pay such Current Distributions. Accumulated but unpaid Current Distributions, if any, on the Preferred Units, will not accrue interest.

Current Distributions. (i) Commencing from and including the applicable date of issuance of Preferred Units Units, which may be issued in one or more tranches (the each such date, a “Date of Issuance”), current distributions (the “Current Distributions”) on each Preferred Unit shall be payable quarterlymonthly in arrears, at a fixed rate in an amount equal to the LIBOR Rate plus 6.5% per annum of the greater of Liquidation Amount (such rate, as defined below) (the “Pay Rate”): (a) 12% per annum; or (b) the highest per annum rate of interest which the Company is then offering pursuant to its public offering of fixed rate subordinated notes, until the redemption or repurchase of such Preferred Units in accordance with Section 5, Sections 5 or 6, or 7, as the case may be (each such period a “Current Distribution Period”). Once the Pay Rate is increased in accordance with (b), it will not reduce back to (a) if the higher rate is no longer offered. (ii) Current Distributions on the Preferred Units shall be cumulative from the applicable Date of Issuance at the Pay Rate, shall compound monthly, and shall be declared and payable quarterly monthly in arrears on the 1st day of each month of each year and such distributions will commence following the Initial Date of Issuance in the month after or, if not a business day, the next quarterly distribution is declared succeeding business day, commencing on September 1, 2014 (each, a “Current Distribution Payment Date”), and will be computed on the basis of a 360-day year and 90 the actual number of days in the applicable period. Current Distributions will be payable to holders of record as they appear in the records of the Company Partnership at the close of business on the applicable record date by wire transfer pursuant to wire instructions provided by such holders. The record date shall be the last calendar day of the calendar quarter month immediately preceding each Current Distribution Payment Date (each, a “Current Distribution Payment Record Date”). (iii) Current Distributions on the Preferred Units are payable only as a distribution on income. In shall accumulate at the event that the Company has no net income during Pay Rate, whether or not, in any given Current Distribution Period, the amount due is rolled forward to the next Partnership has earnings, whether or not such Current Distribution Period, which may continue only through shall be authorized and declared and whether or not there shall be funds of the fourth quarter distribution Partnership legally available for payment of any year (which occurs in the following year), but no furthersuch Current Distributions. If on any Current Distribution Payment Date the Company Partnership shall not be permitted under Delaware law to pay all or a portion of any such Current Distributions, the Company Partnership shall take such action as may be lawfully permitted in order to enable the CompanyPartnership, to the extent permitted by Delaware law, to lawfully to pay such Current Distributions. Accumulated but unpaid Current Distributions, if any, on the Preferred Units, will not accrue interestat the Pay Rate plus the then-applicable Additional Distribution Rate (as defined below).

Current Distributions. Except as otherwise provided in Section 10.2, once per Fiscal Year, BOX Holdings shall make a distribution to the Members. Such distribution shall be equal to 80% of Free Cash Flow, except as limited by applicable Law, including for regulatory and compliance purposes. In addition, another 15% of such Free Cash Flow shall be included in such distribution, except to the extent the Board determines that any portion thereof is (i) Commencing from required for the operations of BOX Holdings and including the applicable date of issuance of Preferred Units (the “Date of Issuance”)its subsidiaries, current distributions (the “Current Distributions”) on each Preferred Unit which shall be payable quarterlyreflected on the annual budget for the next Fiscal Year, at a fixed rate of the greater of (such rate, the “Pay Rate”): (a) 12% per annum; or (b) the highest per annum rate of interest which the Company is then offering pursuant to its public offering of fixed rate subordinated notes, until the redemption of such Preferred Units in accordance with Section 5, 6, or 7, as the case may be (each such period a “Current Distribution Period”). Once the Pay Rate is increased in accordance with (b), it will not reduce back to (a) if the higher rate is no longer offered. (ii) Current Distributions required for payment of liabilities or expenses of BOX Holdings, or (iii) required as a reserve to make reasonable provision to pay other claims and obligations then known to, or reasonably anticipated by, BOX or BOX Holdings. Each such distribution shall be made within ninety (90) calendar days after the end of the applicable Measurement Year; provided that in the event of any dispute with respect to the amount of Free Cash Flow for the applicable Measurement Year, such distribution shall take place on the Preferred Units shall be cumulative from later of ninety (90) calendar days after the end of the applicable Date of Issuance at the Pay Rate, shall compound monthly, Measurement Year and shall be declared and payable quarterly each year and such distributions will commence five (5) Business Days following the Initial Date resolution of Issuance in the month after the next quarterly distribution is declared (each, a “Current Distribution Payment Date”), and will be computed on the basis of a 360-day year and 90 days in the applicable period. Current Distributions will be payable to holders of record as they appear in the records of the Company at the close of business on the applicable record date by wire transfer pursuant to wire instructions provided by such holdersdispute. The record date of each such distribution shall be the last calendar day of the calendar Fiscal Year for which the distribution is made. When, as and if declared by the Board, BOX Holdings shall make such cash distribution to each Member pro rata in accordance with the number of Units held by each Member, which shall be determined by multiplying the aggregate distribution amount by such Member’s Percentage Interest on the record date; provided, however, that the distribution formula shall be adjusted as provided in the Members Agreement [if at any time and from time to time the Board determines that BOX Holdings has cash that is not required for the operations of BOX Holdings, the payment of liabilities or expenses of BOX Holdings, or the setting aside of reserves to meet the anticipated cash needs of BOX Holdings (“Distributable Cash”), then BOX Holdings shall make cash distributions to its Members in the following manner and priority:]. (a) First, within ten (10) days after the end of each fiscal quarter, BOX Holdings shall make distributions (“Tax Distributions”) to the Members of their respective Tax Amounts for such fiscal quarter immediately preceding each Current Distribution Payment Date (eachor, in the event that Distributable Cash is less than the total of all such Tax Amounts, BOX Holdings shall distribute the Distributable Cash in proportion to such Tax Amounts). If after the end of any fiscal year it is determined that a Member’s Tax Amount for the fiscal year exceeds the sum of the Tax Distributions made to the Member hereunder and the distributions made to such Member under Section 8.1(b) for such fiscal year (any such excess, a “Current Distribution Payment Record DateShortfall Amount”). , then BOX Holdings shall, on or before the 75th day of the next fiscal year, make an additional Tax Distribution to the Members of their respective Shortfall Amounts (iii) Current Distributions on the Preferred Units are payable only as a distribution on income. In or, in the event that Distributable Cash is less than the Company total of all such Shortfall Amounts, BOX Holdings shall distribute the Distributable Cash in proportion to such Shortfall Amounts). If the aggregate Tax Distributions to any Member pursuant to this Section 8.1(a) for a fiscal year exceed the Member’s Tax Amount for such fiscal year, such excess shall be deducted from the Member’s Tax Amount when calculating the Tax Distributions to be made to such Member for each subsequent fiscal year until the excess has no net income during been fully accounted for. All Tax Distributions to a Member shall be treated as advances against any given Current Distribution Periodsubsequent distributions to be made to such Member under Section 8.1(b) or Section 10.2. Subsequent distributions made to the Member pursuant to Section 8.1(b) and Section 10.2 shall be adjusted so that when aggregated with all prior distributions to the Member pursuant to those provisions, and with all prior Tax Distributions to the Member, the amount due is rolled forward to the next Current Distribution Perioddistributed shall be equal, which may continue only through the fourth quarter distribution of any year (which occurs in the following year), but no further. If on any Current Distribution Payment Date the Company shall not be permitted under Delaware law to pay all or a portion of any such Current Distributions, the Company shall take such action as may be lawfully permitted in order to enable the Companynearly as possible, to the extent permitted by Delaware law, aggregate amount that would have been distributable to lawfully such Member pursuant to pay such Current Section 8.1(b) and Section 10.2 if this Agreement contained no provision for Tax Distributions. Accumulated but unpaid Current DistributionsDistributions made pursuant to this Section 8.1(a) to a Class B Member shall be treated as made with respect to its Class B Units (and thus shall reduce such Member’s Class B Sub-Account) to the extent that such Member’s Class B Sub-Account balance (determined as of the date of distribution) exceeds the Class B Purchase Price of such Member’s Class B Units.] (b) Second, when, as and if anydeclared by the Board, on BOX Holdings shall make cash distributions to each of the Preferred UnitsClass A Members and Class B Members pro rata in accordance with the relative fair market value of each Class A Unit and Class B Unit held by each Class A Member and Class B Member, will not accrue interestrespectively, which shall be determined by assuming that the Class B Unit was converted into a Class A Unit immediately prior to such distribution pursuant to Section 2.5(d), provided, however, that no distribution shall be made to a Class B Member pursuant to this Section 8.1(b) to the extent it would reduce such Member’s Class B Sub- Account below zero.]

Current Distributions. (i) Commencing from and including the applicable date of issuance of Preferred Units (the “Date of Issuance”), current distributions (the “Current Distributions”) on each Preferred Unit shall be payable quarterly, at a an annual fixed rate of the greater of 10% (such rate, the “Pay Rate”): (a) 12% per annum; or (b) the highest per annum rate of interest which the Company is then offering pursuant to its public offering of fixed rate subordinated notes), until the redemption of such Preferred Units in accordance with Section 5, 6, or 7, as the case may be (each such period a “Current Distribution Period”). Once the Pay Rate is increased in accordance with (b), it will not reduce back to (a) if the higher rate is no longer offered. (ii) Current Distributions on the Preferred Units shall be cumulative from the applicable Date of Issuance at the Pay Rate, shall compound monthly, and shall be declared and payable quarterly on February 28, May, 31, August 31, and November 30 of each year and such distributions will commence following the Initial Date of Issuance in the month after or, if not a business day, the next quarterly distribution is declared succeeding business day, commencing on May 31, 2015 (each, a “Current Distribution Payment Date”), and will be computed on the basis of a 360-day year and 90 days in the applicable period. Current Distributions will be payable to holders of record as they appear in the records of the Company at the close of business on the applicable record date by wire transfer pursuant to wire instructions provided by such holders. The record date shall be the last calendar day of the calendar quarter immediately preceding each Current Distribution Payment Date (each, a “Current Distribution Payment Record Date”). (iii) Current Distributions on the Preferred Units are payable only as a distribution on income. In the event that the Company has no net income during any given Current Distribution Period, the amount due is rolled forward to the next Current Distribution Period, which may continue only through the fourth quarter distribution of any year (which occurs in the following year), but no further. If on any Current Distribution Payment Date the Company shall not be permitted under Delaware law to pay all or a portion of any such Current Distributions, the Company shall take such action as may be lawfully permitted in order to enable the Company, to the extent permitted by Delaware law, to lawfully to pay such Current Distributions. Accumulated but unpaid Current Distributions, if any, on the Preferred Units, will not accrue interest.

Current Distributions. (i) Commencing from and including the applicable date of issuance of Preferred Units Units, which may be issued in one or more tranches (the each such date, a “Date of Issuance”), current distributions (the “Current Distributions”) on each Preferred Unit shall be payable quarterlymonthly in arrears, at a fixed rate in an amount equal to the LIBOR Rate, plus 6.5% per annum of the greater of Liquidation Amount (such rate, as defined below) (the “Pay Rate”): (a) 12% per annum; or (b) the highest per annum rate of interest which the Company is then offering pursuant to its public offering of fixed rate subordinated notes), until the redemption or repurchase of such Preferred Units in accordance with Section 5, Sections 5 or 6, or 7, as the case may be (each such period a “Current Distribution Period”). Once the Pay Rate is increased in accordance with (b), it will not reduce back to (a) if the higher rate is no longer offered. (ii) Current Distributions on the Preferred Units shall be cumulative from the applicable Date of Issuance at the Pay Rate, shall compound monthly, and shall be declared and payable quarterly monthly in arrears on the 1st day of each month of each year and such distributions will commence following the Initial Date of Issuance in the month after or, if not a business day, the next quarterly distribution is declared succeeding business day, commencing on December 1, 2014 (each, a “Current Distribution Payment Date”), and will be computed on the basis of a 360-day year and 90 the actual number of days in the applicable period. Current Distributions will be payable to holders of record as they appear in the records of the Company Partnership at the close of business on the applicable record date by wire transfer pursuant to wire instructions provided by such holders. The record date shall be the last calendar day of the calendar quarter month immediately preceding each Current Distribution Payment Date (each, a “Current Distribution Payment Record Date”). (iii) Current Distributions on the Preferred Units are payable only as a distribution on income. In shall accumulate at the event that the Company has no net income during Pay Rate, whether or not, in any given Current Distribution Period, the amount due is rolled forward to the next Partnership has earnings, whether or not such Current Distribution Period, which may continue only through shall be authorized and declared and whether or not there shall be funds of the fourth quarter distribution Partnership legally available for payment of any year (which occurs in the following year), but no furthersuch Current Distributions. If on any Current Distribution Payment Date the Company Partnership shall not be permitted under Delaware law to pay all or a portion of any such Current Distributions, the Company Partnership shall take such action as may be lawfully permitted in order to enable the CompanyPartnership, to the extent permitted by Delaware law, to lawfully to pay such Current Distributions. Accumulated but unpaid Current Distributions, if any, on the Preferred Units, will not accrue interestat the Pay Rate plus the then-applicable Additional Distribution Rate (as defined below).