Common use of Distributions from Operations Clause in Contracts

Distributions from Operations. Except as provided in Sections 6.5 and 6.6, the Company shall, as soon as reasonably practical (but no less often than monthly, if appropriate), make distributions of Net Cash Flow to the Members in the following manner and order of priority: (a) First, an amount of such Net Cash Flow will be distributed (in the order and priority set forth below in this Section 6.3(a)) to the Members until each of the Members has received aggregate distributions pursuant to this Section 6.3(a) and Section 6.4(a) for the current period and all previous periods, equal to the sum of (i) the aggregate amount of its Priority Capital Contributions made pursuant to this Agreement, and (ii) an eighteen percent (18%) per annum (using a 360 day year) cumulative preferred returned thereon (amounts distributed under this Section 6.3(a) will be distributed in the reverse order in which such Priority Capital Contributions were made — that is, the most recent Priority Capital Contribution, together with the eighteen percent (18%) per annum cumulative preferred return thereon, will be returned and paid first to the Member having made such Priority Capital Contribution, and then the next most recent Priority Capital Contribution, together with the eighteen percent (18%) per annum cumulative preferred return thereon, will be returned and paid to the Member having made such Priority Capital Contribution, etc.); (b) Second, remaining Net Cash Flow, if any, shall be distributed pari passu to each Member until each Member has received an amount equal to its Unreturned Capital Contributions, with such distributions being made pro rata to each Member in accordance with their respective Contribution Percentages; (c) Third, remaining Net Cash Flow, if any, shall be distributed pari passu to the Members in accordance with their respective Contribution Percentages until the Members have received aggregate distributions sufficient to generate a 14% IRR in respect to such Members’ respective Capital Contributions; (d) Fourth, remaining Net Cash Flow, if any, shall be distributed to the Members, with the percentage of such remaining Net Cash Flow being distributed to MP being equal to the First Tier Promote Percentage and the remaining percentage of such remaining Net Cash Flow to the Members (pro rata in accordance with their respective Contribution Percentages) until aggregate distributions have been made to the Members in an amount necessary to provide an 18% IRR to all Members (i.e., to the extent that there is any remaining Net Cash Flow to be distributed pursuant to this Section 6.3(d), 15% of the remaining Net Cash Flow will be distributed to MP and 85% of the remaining Net Cash Flow will be distributed to the Members pari passu, with the distributions to the Members being on a pro rata basis in accordance with their respective Contribution Percentages, until an 18% IRR has been achieved by the Members); (e) Fifth, remaining Net Cash Flow, if any, shall be distributed to the Members, with the percentage of such remaining Net Cash Flow being distributed to MP being equal to the Second Tier Promote Percentage and the remaining percentage of such remaining Net Cash Flow to the Members (pro rata in accordance with their respective Contribution Percentages) until aggregate distributions have been made to the Members in an amount necessary to provide a 22% IRR to all Members (i.e., to the extent that there is any remaining Net Cash Flow to be distributed pursuant to this Section 6.3(e), 35% of the remaining Net Cash Flow will be distributed to MP and 65% of the remaining Net Cash Flow will be distributed to the Members pari passu, with the distributions to the Members being on a pro rata basis in accordance with their respective Contribution Percentages, until a 22% IRR has been achieved by the Members); and (f) Sixth, thereafter, remaining Net Cash Flow, if any, shall be distributed to the Members, with the percentage of such remaining Net Cash Flow being distributed to MP being equal to the Third Tier Promote Percentage and the remaining percentage of such remaining Net Cash Flow to the Members (pro rata in accordance with their respective Contribution Percentages) (i.e., to the extent that there is any remaining Net Cash Flow, 50% of the remaining Net Cash Flow will be distributed to MP and 50% of the remaining Net Cash Flow will be distributed to the Members pari passu, with the distributions to the Members being on a pro rata basis in accordance with their respective Contribution Percentages).

Distributions from Operations. Except as provided in Sections 6.5 and 6.6, the Company shall, as soon as reasonably practical (but no less often than monthly, if appropriate), make distributions of Net Cash Flow to the Members in the following manner and order of priority: (a) First, an amount of such Net Cash Flow will be distributed (in the order and priority set forth below in this Section 6.3(a)) to the Members that have made Priority Capital Contributions until each of the such Members has received aggregate distributions pursuant to this Section 6.3(a) and Section 6.4(a) for the current period and all previous periods, equal to the sum of (i) the aggregate amount of its Priority Capital Contributions made pursuant to this Agreement, and (ii) an eighteen percent (18%) per annum (using a 360 day year) cumulative preferred returned thereon (amounts distributed under this Section 6.3(a) will be distributed in the reverse order in which such Priority Capital Contributions were made — that is, the most recent Priority Capital Contribution, together with the eighteen percent (18%) per annum cumulative preferred return thereon, will be returned and paid first to the Member having made such Priority Capital Contribution, and then the next most recent Priority Capital Contribution, together with the eighteen percent (18%) per annum cumulative preferred return thereon, will be returned and paid to the Member having made such Priority Capital Contribution, etc.); (b) Second, remaining Net Cash Flow, if any, shall be distributed pari passu to each Member until each Member has received an amount equal to its Unreturned Capital Contributions, with such distributions being made pro rata to each Member in accordance with their respective Contribution Percentages; (c) Third, remaining Net Cash Flow, if any, shall be distributed pari passu to the Members in accordance with their respective Contribution Percentages until the Members have received aggregate distributions sufficient to generate a 1415% IRR in respect to such Members’ respective Capital Contributions (excluding any Priority Capital Contributions); (d) Fourth, remaining Net Cash Flow, if any, shall be distributed to the Members, with the percentage of such remaining Net Cash Flow being distributed to MP being equal to the First Tier Promote Percentage and the remaining percentage of such remaining Net Cash Flow to the Members (pro rata in accordance with their respective Contribution Percentages) until aggregate distributions have been made to the Members in an amount necessary to provide an 18% IRR to all Members (i.e., to the extent that there is any remaining Net Cash Flow to be distributed pursuant to this Section 6.3(d), 15% of the remaining Net Cash Flow will be distributed to MP and 85% of the remaining Net Cash Flow will be distributed to the Members pari passu, with the distributions to the Members being on a pro rata basis in accordance with their respective Contribution Percentages, until an 18% IRR has been achieved by the Members); (e) Fifth, remaining Net Cash Flow, if any, shall be distributed to the Members, with the percentage of such remaining Net Cash Flow being distributed to MP being equal to the Second Tier Promote Percentage and the remaining percentage of such remaining Net Cash Flow to the Members (pro rata in accordance with their respective Contribution Percentages) until aggregate distributions have been made to the Members in an amount necessary to provide a 22% IRR to all Members (i.e., to the extent that there is any remaining Net Cash Flow to be distributed pursuant to this Section 6.3(e), 35% of the remaining Net Cash Flow will be distributed to MP and 65% of the remaining Net Cash Flow will be distributed to the Members pari passu, with the distributions to the Members being on a pro rata basis in accordance with their respective Contribution Percentages, until a 22% IRR has been achieved by the Members); and (f) Sixth, thereafter, remaining Net Cash Flow, if any, shall be distributed to the Members, with the (i) a percentage of such remaining Net Cash Flow being distributed to MP being CH equal to the Third First Tier Promote Percentage and (ii) the remaining percentage of such remaining Net Cash Flow to the Members (pro rata in accordance with their respective Contribution Percentages) (i.e., to the extent that there is any remaining Net Cash Flow, 5010% of the remaining Net Cash Flow will be distributed to MP CH and 5090% of the remaining Net Cash Flow will be distributed to the Members pari passu, with the distributions to the Members being on a pro rata basis in accordance with their respective Contribution Percentages).

Distributions from Operations. Except as provided in Sections 6.5 and 6.6, the Company shall, as soon as reasonably practical (but no less often than monthly, if appropriate), make distributions of Net Cash Flow to the Members in the following manner and order of priority: (a) First, an amount of such Net Cash Flow will be distributed (in the order and priority set forth below in this Section 6.3(a)below) to the Members until each of the Members has received aggregate distributions pursuant to this Section 6.3(a) and Section 6.4(a) for the current period and all previous periods, equal to the sum of (i) the aggregate amount of its Priority Capital Contributions made pursuant to this Agreement, and (ii) an eighteen percent (18%) per annum (using a 360 day year) cumulative preferred returned thereon (amounts distributed under this Section 6.3(a) will be distributed in the reverse order in which such Priority Capital Contributions were made — that is, the most recent Priority Capital Contribution, together with the eighteen percent (18%) per annum cumulative preferred return thereon, will be returned and paid first to the Member having made such Priority Capital Contribution, and then the next most recent Priority Capital Contribution, together with the eighteen percent (18%) per annum cumulative preferred return thereon, will be returned and paid to the Member having made such Priority Capital Contribution, etc.);. (b) Second, remaining Net Cash Flow, if any, Flow shall be distributed pari passu to each Member Member, until each Member has received an amount equal to a cumulative preferred return on its Unreturned Capital ContributionsContributions outstanding from time to time of 8.0% per annum, with such distributions being made pro rata to each Member in accordance with their respective Contribution Percentages;the Members’ relative amounts of such cumulative unpaid preferred return at such time. (c) Third, remaining Net Cash Flow, if any, shall be distributed pari passu to the Members in accordance with their respective Contribution Percentages until the Members have received aggregate distributions sufficient to generate a 14% IRR in respect to such Members’ respective Capital Contributions; (d) Fourth, remaining Net Cash Flow, if any, shall be distributed to the Members, with the percentage of such the remaining Net Cash Flow being distributed to MP being equal to the First Tier Operations Promote Percentage to AW Manager, and the remaining percentage of such remaining Net Cash Flow balance to the Members (pro rata in accordance with their respective Contribution Percentages) until aggregate distributions have been made to the Members in an amount necessary to provide an 18% IRR to all Members (i.e., to the extent that there is any remaining Net Cash Flow to be distributed pursuant to this Section 6.3(d), 15% of the remaining Net Cash Flow will be distributed to MP and 85% of the remaining Net Cash Flow will be distributed to the Members pari passu, with the distributions to the Members being on a pro rata basis in accordance with their respective Contribution Percentages, until an 18% IRR has been achieved by the Members); (e) Fifth, remaining Net Cash Flow, if any, shall be distributed to the Members, with the percentage of such remaining Net Cash Flow being distributed to MP being equal to the Second Tier Promote Percentage and the remaining percentage of such remaining Net Cash Flow to the Members (pro rata in accordance with their respective Contribution Percentages) until aggregate distributions have been made to the Members in an amount necessary to provide a 22% IRR to all Members (i.e., to the extent that there is any remaining Net Cash Flow to be distributed pursuant to this Section 6.3(e), 35% of the remaining Net Cash Flow will be distributed to MP and 65% of the remaining Net Cash Flow will be distributed to the Members pari passu, with the distributions to the Members being on a pro rata basis in accordance with their respective Contribution Percentages, until a 22% IRR has been achieved by the Members); and (f) Sixth, thereafter, remaining Net Cash Flow, if any, shall be distributed to the Members, with the percentage of such remaining Net Cash Flow being distributed to MP being equal to the Third Tier Promote Percentage and the remaining percentage of such remaining Net Cash Flow to the Members (pro rata in accordance with their respective Contribution Percentages) (i.e., to the extent that there is any remaining Net Cash Flow, 50% of the remaining Net Cash Flow will be distributed to MP and 50% of the remaining Net Cash Flow will be distributed to the Members pari passu, with the distributions to the Members being on a pro rata basis in accordance with their respective Contribution Percentages).

Distributions from Operations. Except as provided in Sections 6.5 and 6.6, the Company shall, as soon as reasonably practical (but no less often than monthly, if appropriate), make distributions of Net Cash Flow to the Members in the following manner and order of priority: (a) First, an amount of such Net Cash Flow will be distributed (in the order and priority set forth below in this Section 6.3(a)below) to the Members until each of the Members has received aggregate distributions pursuant to this Section 6.3(a) and Section 6.4(a) for the current period and all previous periods, equal to the sum of (i) the aggregate amount of its Priority Capital Contributions made pursuant to this Agreement, and (ii) an eighteen percent (18%) per annum (using a 360 day year) cumulative preferred returned thereon (amounts distributed under this Section 6.3(a) will be distributed in the reverse order in which such Priority Capital Contributions were made — that is, the most recent Priority Capital Contribution, together with the eighteen percent (18%) per annum cumulative preferred return thereon, will be returned and paid first to the Member having made such Priority Capital Contribution, and then the next most recent Priority Capital Contribution, together with the eighteen percent (18%) per annum cumulative preferred return thereon, will be returned and paid to the Member having made such Priority Capital Contribution, etc.);. (b) Second, remaining Net Cash Flow, if any, Flow shall be distributed pari passu to each Member until each Member has received an amount equal to its Unreturned Capital Contributions, with such distributions being made pro rata to each Member in accordance with their respective Contribution Percentages;. (c) Third, remaining Net Cash Flow, if any, Flow shall be distributed pari passu to the Members in accordance with their respective Contribution Percentages until the Members have received aggregate distributions sufficient to generate a 14% IRR in respect to such Members’ respective Capital Contributions;. (d) Fourth, remaining Net Cash Flow, if any, Flow shall be distributed pari passu as follows: (i) In amount equal to the MembersOperations Promote Percentage to be distributed to HP as an incentive distribution, with and (ii) With the percentage remaining balance of such remaining Net Cash Flow being distributed to MP being equal to the First Tier Promote Percentage and the remaining percentage of such remaining Net Cash Flow to the Members (pro rata in accordance with based on their respective Contribution Percentages) until aggregate distributions have been made to the Members in an amount necessary to provide an 18% IRR to all Members (i.e., to the extent that there is any remaining Net Cash Flow to be distributed pursuant to this Section 6.3(d), 15% of the remaining Net Cash Flow will be distributed to MP and 85% of the remaining Net Cash Flow will be distributed to the Members pari passu, with the distributions to the Members being on a pro rata basis in accordance with their respective Contribution Percentages, until an 18% IRR has been achieved by the Members); (e) Fifth, remaining Net Cash Flow, if any, shall be distributed to the Members, with the percentage of such remaining Net Cash Flow being distributed to MP being equal to the Second Tier Promote Percentage and the remaining percentage of such remaining Net Cash Flow to the Members (pro rata in accordance with their respective Contribution Percentages) until aggregate distributions have been made to the Members in an amount necessary to provide a 22% IRR to all Members (i.e., to the extent that there is any remaining Net Cash Flow to be distributed pursuant to this Section 6.3(e), 35% of the remaining Net Cash Flow will be distributed to MP and 65% of the remaining Net Cash Flow will be distributed to the Members pari passu, with the distributions to the Members being on a pro rata basis in accordance with their respective Contribution Percentages, until a 22% IRR has been achieved by the Members); and (f) Sixth, thereafter, remaining Net Cash Flow, if any, shall be distributed to the Members, with the percentage of such remaining Net Cash Flow being distributed to MP being equal to the Third Tier Promote Percentage and the remaining percentage of such remaining Net Cash Flow to the Members (pro rata in accordance with their respective Contribution Percentages) (i.e., to the extent that there is any remaining Net Cash Flow, 50% of the remaining Net Cash Flow will be distributed to MP and 50% of the remaining Net Cash Flow will be distributed to the Members pari passu, with the distributions to the Members being on a pro rata basis in accordance with their respective Contribution Percentages).