Distribution Limitation. Notwithstanding any other provision of this Agreement, the Company will not make any Distribution to the Members if, after the Distribution, the liabilities of the Company (other than liabilities to Members on account of their Ownership Interests) would exceed the Fair Market Value of the Company's assets. With respect to any property subject to a liability for which the recourse of creditors is limited to the specific property, such property will be included in assets only to the extent the property's Fair Market Value exceeds its associated liability, and such liability will be excluded from the Company's liabilities.
Appears in 4 contracts
Samples: Operating Agreement (Media One Group Inc), Operating Agreement (Tele Communications Inc /Co/), Operating Agreement (Microsoft Corp)
Distribution Limitation. Notwithstanding any other provision of ----------------------- this Agreement, the Company will not make any Distribution to the Members if, after the Distribution, the liabilities of the Company (other than liabilities to Members on account of their Ownership Interests) would exceed the Fair Market Value of the Company's assets. With respect to any property subject to a liability for which the recourse of creditors is limited to the specific property, such property will be included in assets only to the extent the property's Fair Market Value exceeds its associated liability, and such liability will be excluded from the Company's liabilities.
Appears in 3 contracts
Samples: Operating Agreement (FLN Finance Inc), Operating Agreement (FLN Finance Inc), Operating Agreement (FLN Finance Inc)
Distribution Limitation. Notwithstanding any other provision of this Agreement, the Company will not make any Distribution distribution to the Members Member if, after giving effect to the Distributiondistribution, the liabilities of the Company (other than liabilities to Members the Member on account of their its Ownership InterestsInterest) would exceed the Fair Market Value fair value of the Company's ’s assets. With respect to any property subject to a liability for which the recourse of creditors is limited to the specific property, such property will for this purpose be included in assets only to the extent that the property's Fair Market Value ’s fair value exceeds its associated liability, and such liability will be excluded from the Company's ’s liabilities.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Starz, LLC), Operating Agreement (Starz, LLC), Limited Liability Company Operating Agreement (Liberty Media LLC)
Distribution Limitation. Notwithstanding any other provision of this ----------------------- Agreement, the Company will not make any Distribution to the Members if, after the Distribution, the liabilities of the Company (other than liabilities to Members on account of their Ownership Interests) would exceed the Fair Market Value of the Company's assets. With respect to any property subject to a liability for which the recourse of creditors is limited to the specific property, such property will be included in assets only to the extent the property's Fair Market Value exceeds its associated liability, and such liability will be excluded from the Company's liabilities.
Appears in 2 contracts
Samples: Operating Agreement (FLN Finance Inc), Operating Agreement (FLN Finance Inc)
Distribution Limitation. Notwithstanding any other provision of this Agreement, the Company will not make any Distribution distribution to the Members if, after the Distributiondistribution, the liabilities of the Company (other than liabilities to Members on account of their Ownership Percentage Interests) would exceed the Fair Market Value of the Company's assets. With respect to any property subject to a liability for which the recourse of creditors is limited to the specific property, such property will be included in assets only to the extent the property's Fair Market Value exceeds its associated liability, and such liability will be excluded from the Company's liabilities.
Appears in 2 contracts
Samples: Operating Agreement (Healtheon Webmd Corp), Operating Agreement (Healtheon Webmd Corp)
Distribution Limitation. Notwithstanding any other provision of this Agreement, the Company will not make any Distribution distribution to the Members Member if, after giving effect to the Distributiondistribution, the liabilities of the Company (other than liabilities to Members the Member on account of their its Ownership InterestsInterest) would exceed the Fair Market Value fair value of the Company's assetsassets or if such distribution would violate the Act. With respect to any property subject to a liability for which the recourse of creditors is limited to the specific property, such property will for this purpose be included in assets only to the extent that the property's Fair Market Value fair value exceeds its associated liability, and such liability will be excluded from the Company's liabilities.
Appears in 1 contract
Samples: Limited Liability Company Operating Agreement (Grizzly Merger Sub 1, LLC)
Distribution Limitation. Notwithstanding any other provision ----------------------- of this Agreement, the Company will not make any Distribution distribution to the Members if, after the Distributiondistribution, the liabilities of the Company (other than liabilities to Members on account of their Ownership Interests) would exceed the Fair Market Value of the Company's assets. With respect to any property subject to a liability for which the recourse of creditors is limited to the specific property, such property will for this purpose be included in assets only to the extent the property's Fair Market Value exceeds its associated liability, and such liability will be excluded from the Company's liabilities.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Primestar Inc)
Distribution Limitation. Notwithstanding any other provision of this Agreement, the Company will not make any Distribution to the Members if, after the Distribution, the liabilities of the Company (other than liabilities to Members on account of their Ownership Interests) would exceed the Fair Market Value of the Company's assets. With respect to any property subject to a liability for which the recourse of creditors is limited to the specific property, such property will for this purpose be included in assets only to the extent the property's Fair Market Value exceeds its associated liability, and such liability will be excluded from the Company's liabilities.
Appears in 1 contract
Distribution Limitation. Notwithstanding any other provision of this LLC Agreement, the Company will not make any Distribution distribution to the Members Member if, after giving effect to the Distributiondistribution, the liabilities of the Company (other than liabilities to Members the Member on account of their its Ownership InterestsInterest) would exceed the Fair Market Value fair value of the Company's ’s assets. With respect to any property subject to a liability for which the recourse of creditors is limited to the specific property, such property will for this purpose be included in assets only to the extent that the property's Fair Market Value ’s fair value exceeds its associated liability, and such liability will be excluded from the Company's ’s liabilities.
Appears in 1 contract
Samples: Limited Liability (Gci Inc)
Distribution Limitation. Notwithstanding any other provision of this Agreement, the Company will not make any Distribution distribution to the Members Member if, after giving effect to the Distributiondistribution, the liabilities of the Company (other than liabilities to Members on account of their Ownership Interests) would exceed the Fair Market Value fair value of the Company's assets. With respect to any property subject to a liability for which the recourse of creditors is limited to the specific property, such property will for this purpose be included in assets only to the extent that the property's Fair Market Value fair value exceeds its associated liability, and such liability will be excluded from the Company's liabilities.
Appears in 1 contract
Distribution Limitation. Notwithstanding any other provision of this Agreement, the Company will not make any Distribution to the Members if, after the Distribution, the liabilities of the Company (other than liabilities to Members on account of their Ownership Interests) would exceed the Fair Market Value of the Company's assetsassets or if the Distribution would otherwise likely render the Company unable to pay its liabilities as they mature. With respect to any property subject to a liability for which the recourse of creditors is limited to the specific property, such property will be included in assets only to the extent the property's Fair Market Value exceeds its associated liability, and such liability will be excluded from the Company's liabilities.
Appears in 1 contract
Distribution Limitation. Notwithstanding any other provision of this Agreement, the Company will not make any Distribution distribution to the Members if, after the Distributionsuch distribution, the liabilities of the Company (other than liabilities to Members on account of their Ownership Percentage Interests) would exceed the Fair Market Value of the Company's assets. With respect to any property subject to a liability for which the recourse of creditors is limited to the specific property, such property will be included in assets only to the extent the property's Fair Market Value exceeds its associated liability, and such liability will be excluded from the Company's liabilities.
Appears in 1 contract
