Common use of Distributions in Kind Clause in Contracts

Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing Member, in its sole discretion, shall determine based on their fair market value as determined by the Managing Member in the same proportions as if distributed in accordance with Section 5.03(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Member.

Appears in 14 contracts

Samples: Limited Liability Company Agreement (TWFG, Inc.), Limited Liability Company Agreement (TWFG, Inc.), Limited Liability Company Agreement (Weber Inc.)

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Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing Member, in its sole discretion, shall determine based on their the fair market value of such in kind distributions as determined by the Managing Member in the same proportions as if distributed in accordance with Section 5.03(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Member.

Appears in 6 contracts

Samples: Limited Liability Company Agreement (Portillo's Inc.), Limited Liability Company Agreement (Definitive Healthcare Corp.), Limited Liability Company Agreement (Portillo's Inc.)

Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing Member, in its sole discretion, shall determine based on their fair market value as determined by the Managing Member in the same proportions as if distributed in accordance with Section 5.03(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Member.

Appears in 5 contracts

Samples: Limited Liability Company Agreement (TKO Group Holdings, Inc.), Limited Liability Company Agreement (TPG Pace Solutions Corp.), Limited Liability Company Agreement (Endeavor Group Holdings, Inc.)

Distributions in Kind. Any distributions Distributions in kind shall be made at such times and in such amounts as the Managing MemberManager, in its sole discretion, shall determine based on their fair market value Fair Market Value as determined by the Managing Member Manager in the same proportions as if distributed in accordance with Section 5.03(b4.01(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Member.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Alvarium Tiedemann Holdings, Inc.), Limited Liability Company Agreement (Tiedemann Michael), Limited Liability Company Agreement (Figdor Drew)

Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing Member, in its sole discretion, shall determine based on their fair market value as determined by the Managing Member in the same proportions as if distributed in accordance with Section ‎Section 5.03(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Member.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (BRP Group, Inc.), Limited Liability Company Agreement (Arog Pharmaceuticals, Inc.)

Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing Member, in its sole discretion, shall determine based on their fair market value Fair Market Value as determined by the Managing Member in the same proportions as if distributed in accordance with Section 5.03(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Member.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Fluence Energy, Inc.), Limited Liability Company Agreement (Fluence Energy, Inc.)

Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing Member, in its sole discretion, shall determine based on their fair market value as determined by the Managing Member in the same proportions as if distributed in accordance with Section 5.03(b5.02(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property Property are to be distributed in kind simultaneously, the Company shall distribute such cash and property Property in kind in the same proportion to each Member.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Endeavor Group Holdings, Inc.), Limited Liability Company Agreement (Endeavor Group Holdings, Inc.)

Distributions in Kind. Any distributions to the Economic Members in kind shall be made at such times and in such amounts as the Managing MemberBoard, in its sole discretion, shall determine based on their fair market value value, as determined by the Managing Member Board, in the same proportions as if distributed in accordance with Section 5.03(b), with all Economic Members participating in proportion to their respective Economic Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Economic Member.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Bellring Brands, Inc.), Limited Liability Company Agreement (Bellring Brands, Inc.)

Distributions in Kind. Any distributions Distributions in kind shall be made at such times and in such amounts as the Managing MemberManager, in its sole discretion, shall determine based on their fair market value Fair Market Value as determined by the Managing Member Manager in the same proportions as if distributed in accordance with Section 5.03(b4.01(b), with all Common Members participating in proportion to their respective Common Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Member.

Appears in 1 contract

Samples: Limited Liability Company Agreement (AlTi Global, Inc.)

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Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing Member, with the prior written consent of the BSMH Member and the GGC Member, in its sole discretioneach case, so long as such Member holds Units, shall determine based on their fair market value as determined by the Managing Member in the same proportions as if distributed in accordance with Section 5.03(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Member.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Ensemble Health Partners, Inc.)

Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing Member, in its sole discretion, shall determine based on their fair market value as determined by the Managing Member in the same proportions as if distributed in accordance with Section 5.03(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property Property are to be distributed in kind simultaneously, the Company shall distribute such cash and property Property in kind in the same proportion to each Member.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Endeavor Group Holdings, Inc.)

Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing MemberManager, in its sole discretion, shall determine based on their fair market value as determined by the Managing Member Manager in the same proportions as if distributed in accordance with Section 5.03(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Member.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Vacasa, Inc.)

Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing MemberManager, in its sole discretion, shall determine based on their fair market value as determined by the Managing Member Manager in the same proportions as if distributed in accordance with Section 5.03(b), with all Members participating in proportion to their respective Percentage Interests. If cash and property are to be distributed in kind simultaneously, the Company shall distribute such cash and property in kind in the same proportion to each Class A Member.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Milan Laser Inc.)

Distributions in Kind. Any distributions in kind shall be made at such times and in such amounts as the Managing Member, in its sole discretion, shall determine based on their fair market value as determined by the Managing Member in the same proportions as if distributed in accordance with Section 5.03(b), with all Members holding LLC Units participating in proportion to their respective LLC Unit Percentage Interests. If cash and property in kind are to be distributed in kind simultaneously, then the Company shall distribute such cash and property in kind in the same proportion to each MemberMember entitled to participate in such distribution.

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement (Xponential Fitness, Inc.)

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