Distributable Cash. Distributable Cash, as defined, means, with respect to any period of the Company’s operation, the gross cash receipts of the Company, including funds released from reserves, reduced by the sum of the following: (a) all principal and interest payments and other sums paid on or with respect to any indebtedness of the Company, (b) all cash expenditures incurred incident to the operation of the Company’s business, including without limitation, any capital expenditure, (c) all amounts due the Manager, and (d) such cash reserves as the Manager shall from time to time designate or as may otherwise be required by the terms of the Agreement or loan documents entered into by the Company in order to establish for working capital, compensating balance requirements, contingencies, payments of Distributions or the funding of any other cash or capital requirements of the Company.
Distributable Cash. Except as otherwise provided in Article 15 hereof (relating to the dissolution of the Company), any Distribution of the Distributable Cash of a Series during any Fiscal Year shall: (a) be made to the Series Members in proportion to such Series Members’ respective Percentage Interests in a Series, prioritized by Member Class, if applicable, or (b) in any other manner described in an applicable Series Agreement.
Distributable Cash. Distributable Cash means all distributable cash from operations and Capital Transactions, less the following items, including, but not limited to: (i) payment of all fees, costs, indebtedness, and expenses of the Company, including payment of debt and loans to Members and reimbursements to the Manager and its Affiliates, (ii) any required tax withholdings, and (iii) reserves for future expenses related to the Company’s operations, as established in the reasonable discretion of the Manager.
Distributable Cash. The Property Manager must provide a monthly calculation of excess cash available at the property indicating the cash available for distribution to Owner. The projection should include the existing cash balance at the end of the period and applicable adjustments for accounts payable, accrued expenses, including real estate tax accrual and non-cash accruals, less a reasonable working capital reserve. Future excess cash projections may also be required.
Distributable Cash. (a) Except with respect to payments of Tax Liability Distributions (which shall be mandatory to the extent of Distributable Cash, subject to the proviso at the end of this sentence), to the extent the payment of such distributions does not cause a breach under the terms of any agreement between the Company and any lender thereto, the Managing Member shall decide in its sole discretion, subject to Section 5.2(b)(i), when and if to make a distribution of Distributable Cash pursuant to the terms hereof.
(b) Subject to Section 6.2, when distributed, all distributions (including without limitation, distributions of Distributable Cash) shall be distributed among all the Members in accordance with the following order of priority:
(i) until there has been a Changeover Event, to the Common Members pro rata among such Members in proportion to their Common Unit Percentage; and
(ii) after the occurrence of a Changeover Event:
(A) first to those Preferred Members with positive Adjusted Capital Contributions with respect to the Preferred Units (pro rata in accordance with the ratio of such Adjusted Capital Contributions), until no Preferred Member has a positive Adjusted Capital Contribution balance with respect to the Preferred Units, and
(B) thereafter, the remainder shall be shall be distributed among the Common Members, pro rata among such Members in proportion to their Common Unit Percentage.
(c) To the extent that as of March 15th of any Allocation Year the aggregate amounts distributed to any Common Member (or its successor-in-interest) pursuant to Section 5.2(b) and this Section 5.2(c) for the immediately prior Allocation Year is less than such Member’s Annual Tax Liability with respect to its Common Units for such Allocation Year, then on or before such March 15th, the Company shall (to the extent required pursuant to Section 5.2(a)) make a cash distribution (a “Tax Liability Distribution”) to each Common Member equal to such shortfall. Any amounts distributed pursuant to this Section 5.2(c) shall be considered an advance against subsequent distributions under Section 5.2(b) or Section 6.2(b) otherwise payable to such Member, and shall offset such distributions as and when such distributions are otherwise payable. For purposes of this Agreement, a Common Member’s “Annual Tax Liability” means the amount that is equal to (y) the product of (i) the Assumed Tax Rate and (ii) the net taxable income, including income from the application of Section 704(c) but excludi...
Distributable Cash. Distributions of Distributable Cash shall be made when declared by the General Partner in its sole discretion to the Partners who are Partners on the Partnership Record Date with respect to such distribution; provided that for each fiscal year, all distributions made pursuant to this Section 4.03 shall be made to the Partners (i) first, at the time and in the manner set forth in the applicable Partnership Unit Designation, to each holder of Preferred Units in accordance with the preferences set forth in such Partnership Unit Designation; and (ii) thereafter, to the holders of Common Units (and Preferred Units entitled pursuant to an applicable Partnership Unit Designation to participate pari passu with Common Units) pro rate in proportion to their respective Percentage Shares (and, with respect to the holders of Preferred Units, as provided in such applicable Partnership Unit Designation); provided, that in no event may a Partner receive a distribution of Distributable Cash with respect to a Unit if such Partner is entitled to receive a distribution out of such Distributable Cash with respect to a REIT Share for which such Unit has been redeemed and such distribution shall be made to the General Partner.
Distributable Cash. Distributable Cash shall mean all cash of the Company derived from operations and Capital Transactions together with any amounts included in reserves or working capital from prior periods which the Manager reasonably determines to distribute, less the following items: (i) payment of all fees, costs, indebtedness, and expenses of the Company including, without limitation, sums payable to the Manager and/or Affiliates of the Company (ii) any required tax withholdings, (iii) reserves for future expenses related to the Company’s operations, as established in the reasonable discretion of the Manager, and (iv) in the case of a Capital Transactions, any cash which the Manager elects to use for reinvestment, in its reasonable discretion. With respect to each taxable year, the Company shall distribute at least the minimum amount required to be distributed in order for the Company to qualify, or maintain its status, as a REIT (as such term is defined in the Code) and to avoid any U.S. federal income taxes imposed by Code sections 857(b)(1) and 857(b)(3) unless a lower distribution is determined to be in the best interest of the Company as determined in the sole discretion of the Manager and, provided however, that in the event of a REIT Termination Event, Distributable Cash shall be determined by the Manager in its sole discretion subsequent to such event.
Distributable Cash. At least once in each Fiscal Year the Credit Parties shall evaluate (a) whether any Licensed Insurance Entity (or any Person that was previously a Licensed Insurance Entity) holds any cash or Cash Equivalents that were previously subject to risk-based capital requirements or other statutory capital reserve requirements under Applicable Laws or pursuant to the discretion of any Governmental Authority and (b) whether it is reasonably likely (in the reasonable business judgment of the Credit Parties) that the cash and Cash Equivalents described in clause (a) are no longer required to be restricted by such Applicable Laws or would be released with the consent of such Governmental Authority, as applicable, (collectively, “Subject Cash”). To the extent that the Credit Parties determine in their reasonable business judgment during such evaluation period that any Subject Cash is likely to be permitted to be distributed to the Credit Parties, then the Credit Parties shall use commercially reasonable efforts to promptly cause such Subject Cash to be so distributed.
Distributable Cash. (A) Following the end of each calendar month the amount of Distributable Cash for the immediately preceding calendar month shall be determined, and, subject to the provisions set forth herein, such Distributable Cash amount shall be distributed promptly to the Partners as provided in Section 7.4. Notwithstanding any other provision of this Agreement, the Partnership shall not be required to make any distribution if such distribution is prohibited by Section 17-607 of the Act.
(B) The amount of the Partnership's Distributable Cash for any calendar month shall be the Partnership's net cash provided or used by operating activities for such month (determined in accordance with GAAP) less (i) cash used in financing activities for repayment of long term debt (including but not limited to bonds and Partner Loans) and (ii) any capitalized interest. If the resulting Distributable Cash for any calendar month is negative, no distribution of cash will be made to any Partner until after such amount is reserved from future positive amounts.
Distributable Cash. Distributable cash (“Distributable Cash”) shall mean all cash of the Company Group remaining at such time after setting aside reasonable reserves determined by the Management Council for working capital, capital expenditures, retirement of outstanding indebtedness and other present or future requirements of the Company Group, all in accordance with the purposes of the Company or its Subsidiaries, as applicable.
