Distributions of Available Cash Flow. Distributions of available cash flow shall be made in such amounts and at such times as the Member shall determine in the Member’s sole discretion.
Distributions of Available Cash Flow. One hundred percent (100%) of the Available Cash Flow and the Available Cash Flow from Capital Transactions shall be distributed by the LLC to the Member upon receipt. Notwithstanding any provision to the contrary contained in this Agreement, the LLC shall not be required to make a distribution to the Member on account of its Interest in the LLC if such distribution would violate Section 18-607 of the Act or any other applicable law or any Loan Document.
Distributions of Available Cash Flow. Subject to Article Two of the Equity Capital Contribution Agreement and Section 10.2(a)(iv) and (v), Available Cash Flow shall be distributed for each Semi-Annual Period to the Members, in the following order and priority:
(a) Subject to Sections 5.1(c), prior to the Class A Flip Point:
(i) First, to the Class B Members pro rata in accordance with their respective Class B Units until they have received cumulative distributions under this Section 5.1(a)(i) for all periods on or prior to the Class A Flip Point, equal to the aggregate amount of the Capital Contributions made by the Class B Members on or prior to the Distribution Date, minus their shares of the downward basis adjustments in respect of their allocation of basis of ITC Eligible Property pursuant to Treasury Regulation section 1.704-1(b)(2)(iv)(j) (as provided in Section 4.4(f) herein);
(ii) Second, to the Class A Members pro rata in accordance with their respective Class A Units, until they have received cumulative distributions under this Section 5.1(a)(ii) for all periods on or prior to the Class A Flip Point equal to 99% of the cumulative sum, for all Company Taxable Years that end before the Class A Flip Point and that have positive Code section 702(a)(8) net income (if any), of such cumulative Code section 702(a)(8) income of the Company; and
(iii) Thereafter, to the Class B Members pro rata in accordance with their respective Class B Units.
(b) Subject to Sections 5.1(c), on and after the Class A Flip Point:
(i) First, to the Class A Members and the Class B Members, pro rata in accordance with their respective Post-Flip Sharing Percentages, until the Class B Members have received cumulative distributions under Section 5.1(a)(i) and this Section 5.1(b)(i) for all periods equal to the difference between the aggregate amount of the Capital Contributions made by the Class B Members on or prior to the Distribution Date, minus their shares of the downward basis adjustments in respect of their allocation of basis of ITC Eligible Property pursuant to Treasury Regulation section 1.704-1(b)(2)(iv)(j) (as provided in Section 4.2(e) herein);
(ii) Second, to the Class A Members pro rata in accordance with their respective Class A Units, until they have received cumulative distributions under this Section 5.1(b)(ii) and Section 5.1(a)(ii) for all periods equal the greater of (A) 99% of the cumulative sum, for all Company Taxable Years that end before the Class A Flip Point and that have positive Code se...
Distributions of Available Cash Flow. Except as otherwise provided in Article IX hereof, Available Cash Flow, if any, shall be distributed, at such times as the Managing General Partner may determine to be appropriate, to the Partners in accordance with their respective Percentage Interests.
Distributions of Available Cash Flow. (a) After making distributions of Distributable Cash Flow pursuant to Section 3.4(c) for any Fiscal Quarter, all remaining Distributable Cash Flow attributed to the Joint Venture for such Fiscal Quarter will be distributed by the Clorox Partners in accordance with this Section 3.4(a). If Available Cash Flow as shown in the Quarterly Financials for any Fiscal Quarter results in the Distributable Cash Flow for that Fiscal Quarter being a positive number, a distribution with respect to such Fiscal Quarter will be made by the Clorox Partners to the P&G Partners within three (3) Business Days after delivery of such Quarterly Financials and each Clorox Partner will be deemed to have received a distribution on that same date. All distributions made by the Clorox Partners pursuant to this Section 3.4 will be in [* * *] to the account designated by the P&G Partners to Clorox in writing. Except as otherwise provided in this Section 3.4 or Article VI, all distributions of Distributable Cash Flow from any Fiscal Quarter will be made to the JV Partners pro rata in accordance with their respective Ordinary JV Interests as of the last day of such Fiscal Quarter so that the amount distributed to the P&G Partners will equal its Ordinary JV Interest as of such day multiplied by the aggregate amount of Distributable Cash Flow.
(b) Notwithstanding the provisions of Section 3.4(a), after making distributions of Distributable Cash Flow pursuant to Section 3.4(c),
(i) with respect to the first four Fiscal Quarters of the Joint Venture, the remaining Distributable Cash Flow will be distributed one hundred percent (100%) to the Clorox Partners (pro rata in accordance with their respective Ordinary JV Interests); provided that if the P&G Partners exercise the P&G Option on or prior to the first day of any such Fiscal Quarter, such Distributable Cash Flow for such Fiscal Quarter will be distributed (subject to adjustment pursuant to Section 2.6(f)) ninety percent (90%) to the Clorox Partners (pro rata in accordance with their respective Ordinary JV Interests) and ten percent (10%) to the P&G Partners;
(ii) with respect to the fifth through eighth Fiscal Quarters of the Joint Venture, the remaining Distributable Cash Flow will be distributed (subject to adjustment pursuant to Section 2.6(f)) ninety-five percent (95%) to the Clorox Partners (pro rata in accordance with their respective Ordinary JV Interests) and five percent (5%) to the P&G Partners; provided that if the P&G Partners ...
Distributions of Available Cash Flow. (a) Subject to Article Two of the Equity Capital Contribution Agreement and Sections 6.6(a) and 10.2(a)(vi), Available Cash Flow shall be distributed for each Quarterly Period to the Members, in the following percentages:
(i) 90% of Available Cash Flow shall be distributed to the Class A Members pro rata in accordance with their respective Class A Units; and
(ii) 10% of Available Cash Flow shall be distributed to the Class B Members pro rata in accordance with their respective Class B Units.
(b) Notwithstanding Section 5.1(a),
(i) all Available Cash Flow attributable to a payment by Seller to the Company pursuant to Section 3.2(c) of the A&R PUMA shall be distributed one hundred percent (100%) to the Class A Members, pro rata in accordance with their respective Class A Units;
(ii) all Available Cash Flow or other amount equal to any payment by Seller to the Company pursuant to Sections 2.2(d)(x) and 3.2(d)(x) of the A&R PUMA shall be distributed one hundred percent (100%) to the Class A Members, pro rata in accordance with their respective Class A Units; and
(iii) all Available Cash Flow or other amount equal to any payment by Seller to the Facility Company pursuant to Sections 2.2(d)(y) and 3.2(d)(y) of the A&R PUMA shall be distributed one hundred percent (100%) to the Class B Members, pro rata in accordance with their respective Class B Units.
Distributions of Available Cash Flow. Available Cash Flow shall be distributed to the Members as follows:
Distributions of Available Cash Flow. Available Cash Flow shall be distributed to the Members as follows:
(i) Subject to Sections 3.3(g), 3.5(b) and 5.1(e), from and after the Effective Date, Available Cash Flow shall be distributed to the Members on each Distribution Date on which the Company has Available Cash Flow, in the following order and priority:
(1) first, from and after the Effective Date until the Tax Equity Funding Date, 100% to the Class A Members, pro rata in accordance with their Class A Units; and
(2) second, from and after the Tax Equity Funding Date, the Class A Distribution Percentage to the Class A Members, pro rata in accordance with their Class A Units, and the Class B Distribution Percentage to the Class B Members, pro rata in accordance with their Class B Units.
(ii) Intentionally deleted.
(iii) Intentionally deleted.
(iv) Intentionally deleted.
(v) [***].
(vi) Once all amounts have been distributed pursuant to Section 5.1(a) above on any Distribution Date, then if on such Distribution Date on which there is an unpaid balance on any Member Loan made by a Member in accordance with Section 3.4, any remaining Available Cash Flow shall be repaid to the Members participating in such Member Loan on such Distribution Date in an amount not to exceed the outstanding balance of such Member Loan.
Distributions of Available Cash Flow. (a) Subject to Sections 5.1(b)-(d), from and after the Effective Date, Available Cash Flow shall be distributed to the Members on each Distribution Date on which the Company has Available Cash Flow, ninety- nine percent (99%) to the Class A Members, pro rata in accordance with their Class A Units, and one percent (1%) to the Class B Members, pro rata in accordance with their Class B Units.
(b) Notwithstanding Section 5.1(a), on any Distribution Date on which there is an unpaid balance on any Member Loan made by a Member in accordance with Section 3.4, Available Cash Flow shall first be distributed to the Members participating in such Member Loan on such Distribution Date in an amount not to exceed the outstanding balance of such Member Loan.
(c) Notwithstanding Section 5.1(a), to the extent that any Class A Capital Contribution Amount is in excess of the corresponding Capital Call Amount, the amount of such excess shall be specially distributed 100% to the Class B Member and shall reduce the Class B Member’s Capital Account accordingly.
(d) Notwithstanding Section 5.1(a), all cash receipts from Indebtedness (but not a refinancing of Indebtedness) of an Intermediate Company that are received by the Company in connection with the Credit Agreement dated as of July 31, 2017 among NRG Chestnut Borrower LLC, Deutsche Bank Trust Company Americas, as administrative agent and collateral agent, Deutsche Bank AG, New York Branch, as issuing bank, and the lenders from time to time party thereto, as amended from time to time, shall be specially distributed 100% to the Class B Member and shall reduce the Class B Member’s Capital Account accordingly.
Distributions of Available Cash Flow. At such times and in such amounts as the Board of Managers, in its sole discretion, shall determine, distributions of Available Cash Flow shall be made to the holders of Units (other than Incentive Units) pro rata in accordance with the Units (other than Incentive Units) held by each such Member.
