Distributions of Net Operating Cash Flow Sample Clauses

Distributions of Net Operating Cash Flow. AND CAPITAL PROCEEDS
Sample 1Sample 2Sample 3See All (6)
Distributions of Net Operating Cash Flow. Notwithstanding any provisions in the Partnership Agreement to the contrary, the Partnership and the General Partner hereby covenant and agree that, for as long as any Preferred Units are outstanding and a Cash Flow Sweep Event (as defined below) has not occurred and is not continuing, (i) Net Operating Cash Flow for each fiscal year (or part thereof) of the Partnership shall be distributed not less frequently than monthly and (ii) all Net Operating Cash Flow in any fiscal quarter shall be distributed or utilized by the Partnership as follows: (i) first, to pay all accrued and unpaid Distributions on the Preferred Units (plus accrued interest thereon pursuant to Section 3(b)); (ii) second, to pay Distributions on the Preferred Units for the current Distribution Period; (iii) third, to pay distributions on Common Units in a monthly amount equal to the current distribution rate per Common Unit in effect on such distribution date, not to exceed the monthly equivalent of an annual rate of 7.0% of the restated stock price of REIT Shares; (iv) fourth, to redeem REIT Shares pursuant to, and subject to the limitations under, the General Partner’s Share Redemption Program as in effect on the Date of Issuance; (v) fifth, to repay principal of Indebtedness until the Senior Loan-to-Value Ratio of the Portfolio is equal to or less than fifty percent (50%); (vi) sixth, to repurchase Preferred Units until the Semi-Annual Repurchase has been made, if so required pursuant to Section 5(b); and (vii) thereafter, to invest in new properties and for other general partnership purposes. Notwithstanding that Net Operating Cash Flow may be distributed more frequently than annually, Net Operating Cash Flow shall be ultimately determined on an annual basis, based upon the annual audited financial statements (i) of the General Partner as long as the Partnership’s financial results are consolidated with and into the financial results of the General Partner and (ii) the Partnership if the Partnership’s financial results are not consolidated with and into the financial results of the General Partner.
Sample 1Sample 2See All (6)
Distributions of Net Operating Cash Flow. Net Operating Cash Flow distributed shall be reasonably adjusted within 30 days after the end of the last calendar quarter of each Company Year (and to the extent necessary the Members agree to make appropriate adjustments among themselves) to ensure that the amount distributable to each of the Members for the entire Company Year is equal to the amounts each of the Members would have received under Section 8.1 if the Net Operating Cash Flow was determined for the entire Company Year and was distributed in a single disbursement as of the end of each Company Year (such adjustments, for example, shall take into account any increased yield a Member receives as a result of receiving distributions quarterly instead of annually). Distributions of Net Operating Cash Flow shall be made to the Members within thirty (30) days after the close of each calendar quarter (unless (x) such distribution is not in compliance with law or (y) such distribution would result in a breach of any covenants or undertakings provided by the Company (including covenants or undertakings provided for third party financing) or would, in the opinion of the Members, acting reasonably, be likely to do so during the following twelve (12) months), in the following order of priority: (a) For the first through seventh Company Years: (i) First, to CHT, until CHT has received an 11% Cumulative Return, compounded annually, on CHT’s Total Capital Contribution; (ii) Second, to Sunrise, until Sunrise has received an 11% Cumulative Return, compounded annually, on Sunrise’s Total Capital Contribution; (iii) Thereafter, the balance, if any, to the Members pro-rata in accordance with their respective Percentage Interests. (b) Following the seventh Company Year, to the Members pro-rata in accordance with their respective Percentage Interests.
Sample 1See All (4)
Distributions of Net Operating Cash Flow. Effective as of the date of this Amendment and subject to Section 5.4 of the Partnership Agreement, the Partnership shall from time to time, at the discretion of the General Partner, make distributions of Net Operating Cash Flow with respect to the period from the date of the immediately preceding distribution to the date of such distribution to the Partners as follows (unless a different order of priority is authorized by the unanimous consent of all the Partners): a. first, to the Class D Partners, an amount equal to the unpaid Class D Preferred Return, in proportion to such Class D Partners’ unpaid Class D Preferred Return; b. second, to the Class B Partners, an amount equal to the Unpaid Class B Preferred Return, in proportion to such Class B Partners’ Unpaid Class B Preferred Return; c. third, to the Class D Partners, an amount equal to the aggregate amount of Class D Capital Contributions that has not yet been returned to the Class D Partners, in proportion to such Class D Partners unreturned Class D Capital Contributions; d. fourth, to the Class C Partners, an amount equal to the aggregate amount of Class C Capital Contributions that has not yet been returned to the Class C Partners, in proportion to such Class C Partners unreturned Class C Capital Contributions; and e. any remaining amount of such Net Operating Cash Flow shall be distributed to the Partners in proportion to their Percentage Interests.
Sample 1Sample 2
Distributions of Net Operating Cash Flow. Net Operating Cash Flow distributed shall be reasonably adjusted within 30 days after the end of the last calendar quarter of each Fiscal Year (and to the extent necessary the Members agree to make appropriate adjustments among themselves) to ensure that the amount distributable to each of the Members for the entire Fiscal Year is equal to the amounts each of the Members would have received under Section 8.1 if the Net Operating Cash Flow was determined for the entire Fiscal Year and was distributed in a single disbursement as of the end of each Fiscal Year (such adjustments, for example, shall take into account any increased yield a Member receives as a result of receiving distributions quarterly instead of annually). Distributions of Net Operating Cash Flow shall be made to the Members, in accordance with each Member’s Percentage Interest of the Company, within thirty (30) days after the close of each calendar quarter (unless (x) such distribution is not in compliance with law or (y) such distribution would result in a breach of any covenants or undertakings provided by the Company (including covenants or undertakings provided for third party financing) or would, in the opinion of the Members, acting reasonably, be likely to do so during the following twelve (12) months).
Sample 1Sample 2
Distributions of Net Operating Cash Flow. Subject to Section 5.4, the Partnership shall from time to time, at the discretion of the General Partner, make distributions of Net Operating Cash Flow with respect to the period from the date of the immediately preceding distribution under this Section 5.1 to the date of such distribution to the Partners as follows (unless a different order of priority is authorized by the unanimous consent of all the Partners): (a) first, an amount equal to the aggregate Unpaid Class B Preferred Returns of all Partners as of the date of such distribution shall be distributed to the Partners in proportion to their Unpaid Class B Preferred Returns as of the date of such distribution; and (b) any remaining amount of such Net Operating Cash Flow shall be distributed to the Partners in proportion to their Percentage Interests.
Sample 1Sample 2
Distributions of Net Operating Cash Flow. Net Operating Cash Flow shall be distributed monthly in arrears in the following order of priority: (i) First, one hundred percent (100%) to RDH until RDH has received accrued but unpaid Preferred Dividend for all prior months; then (ii) Second, one hundred percent (100%) to RDH until RDH has received accrued but unpaid Preferred Dividend for the current month; then (iii) Third, one hundred percent (100%) to MEC until the amount distributed to MEC under this Section 6.1(A)(iii), Section 6.1(B)(iii) and Section 6.1(C)(iii) is equal to the aggregate amount of any distributions previously made to RDH in accordance with Section 6.1(G); then (iv) Fourth, (a) until RDH has made aggregate Capital Contributions of at least Two Hundred Twenty Million Dollars ($220,000,000) to each of RDH and MEC in the respective percentages that would result in each of RDH and MEC earning an equivalent percentage return in the applicable quarter on its respective aggregate Capital Contributions, excluding any amounts distributed pursuant to Clause (i) and Clause (iii) of this Section 6.1(A) but including any amounts distributed pursuant to Clause (ii) of this Section 6.1(A) for each of the three months of the quarter then ended; provided, that, solely for the purposes of calculating distributions under this Section 6.1(A)(iv)(a), the aggregate Capital Contributions of MEC shall be deemed to be reduced by the aggregate amount of any Investment Markdowns and increased for the aggregate amount of any Investment Markups that shall have occurred prior to the end of the applicable quarter and that have not previously been taken into account under this Section 6.1(A)(iv)(a) (each, a “Calculation Adjustment”) (after giving effect to any prior Calculation Adjustment); and (b) after RDH has made aggregate Capital Contributions in excess of Two Hundred Twenty Million Dollars ($220,000,000) and for all subsequent quarterly periods, fifty percent (50%) to RDH and fifty percent (50%) to MEC. Notwithstanding the foregoing, for the first two months of each calendar quarter, Net Operating Cash Flow shall be distributed only in accordance with Clauses (i) and (ii) of this Section 6.1(A), with any excess being retained by the Company as Reserves. Monthly distributions for the third month of every calendar quarter will take into account Net Operating Cash Flow for the full quarter then ended less any distributions previously made in accordance with the immediately preceding sentence.
Sample 1
Distributions of Net Operating Cash Flow. Distributions of Net Operating Cash Flow will be made to the Members within thirty (30) days after the close of each calendar quarter (unless (x) such distribution is not in compliance with law or (y) such distribution would result in a breach of any covenants or undertakings provided by the Company (including covenants or undertakings provided for third party financing) or would, in the opinion of the Manager, acting reasonably, be likely to do so during the following twelve (12) months) to each Member, in accordance with the following priorities: (a) First, to the Members pari passu until each Member has received a ten percent (10%) annual non-compounding return on its Total Capital Contribution as of the date of distribution (the “Return”). Any portion of the annual Return not paid when due shall accrue and shall be payable pursuant to Section 8.2(a) below. (b) Thereafter, to Union seventy five percent (75%) and Summit twenty five percent (25%).
Sample 1

Related to Distributions of Net Operating Cash Flow

  • Distributions of Net Cash Flow The Net Cash Flow of the Partnership for each calendar year, shall be distributed to the Partners from time to time, in the discretion of the General Partner, in accordance with the Percentage Interests of the Partners.

  • Distributions of Cash Flow Cash flow for each taxable year of the Company shall be distributed to the Member at such times and in such amounts as the Member shall determine.

  • Distributions of Available Cash The Management Committee shall review the Company’s accounts at the end of each calendar quarter to determine whether distributions are appropriate. Subject to § 18-607 of the Delaware Act, the Management Committee shall authorize such distributions of Available Cash as it may determine in its sole discretion. All such distributions of cash shall be made to the Members in the following manner: (a) First, to each Member with Series B Convertible Preferred Units and/or Series C Preferred Units ratably in proportion to, and up to, the sum of their respective Capital Contributions in respect of Series B Convertible Preferred Units and Series C Preferred Units (after taking into account prior distributions made pursuant to this clause (a)); (b) Second, to each Member in proportion to, and up to, their respective Capital Contributions in respect of Units (as such Capital Contributions shall have been revalued pursuant to this Agreement and after taking into account prior distributions made pursuant to this clause (b)); (c) Third, to each Member with Series B Convertible Preferred Units and/or Series C Preferred Units ratably in proportion to, and up to, the amount by which the Liquidation Preference (without taking into account any distributions made pursuant to clause (a) above) exceeds the Initial Liquidation Preference for all of the Series B Convertible Preferred Units and/or Series C Preferred Units owned by each such Member; (d) Fourth, to each Member with Series B Convertible Preferred Units and/or Series C Preferred Units in proportion to, and up to, the amount equal to the quotient of: (i) the product of the Tax Rate Differential and the amount distributed to such Member pursuant to clause (c) above, and (ii) the difference between one (1) and the maximum marginal federal income and New York State and New York City individual tax rate (including, to the extent applicable, alternative minimum tax, if any) expressed as a decimal (after taking into account prior distributions made pursuant to this clause (d)); (e) Fifth, to each Member with Series A Preferred Units in proportion to, and up to, the sum of (i) the amount by which the Liquidation Preference exceeds the Initial Liquidation Preference for all of the Series A Preferred Units owned by each such Member and (ii) the aggregate Unpaid Distribution Amount for all of the Series A Preferred Units owned by each such Member; and (f) Sixth, to each Member in proportion to the Percentage Interests. Notwithstanding anything to the contrary above, if Available Cash is derived from a transaction that occurs in connection with the dissolution, termination and liquidation of the Company, any Available Cash that is derived from or attributable to such a transaction shall be distributed to the Members in accordance with Section 13.3. For purposes of this Agreement, the Capital Contributions in respect of Series C Preferred Units shall be deemed to be their Initial Liquidation Preference.

  • Distributions of Available Cash From Operating Surplus Available Cash that is deemed to be Operating Surplus pursuant to the provisions of Section 6.3 or Section 6.5 shall be distributed as follows, except as otherwise contemplated by Section 5.6(b) in respect of additional Partnership Interests issued pursuant thereto (including pursuant to Article V with respect to the Preferred Units): (a) First, 100% to the General Partner and the Unitholders, Pro Rata, until there has been distributed in respect of each Unit then Outstanding an amount equal to the Minimum Quarterly Distribution for such Quarter; (b) Second, 100% to the General Partner and the Unitholders, Pro Rata, until there has been distributed in respect of each Unit then Outstanding an amount equal to the excess of the First Target Distribution over the Minimum Quarterly Distribution for such Quarter; (c) Third, (i) to the General Partner in accordance with its Percentage Interest; (ii) 13% to the holders of the Incentive Distribution Rights, Pro Rata; and (iii) to all Unitholders, Pro Rata, a percentage equal to 100% less the sum of the percentages applicable to subclauses (i) and (ii) of this clause (c), until there has been distributed in respect of each Unit then Outstanding an amount equal to the excess of the Second Target Distribution over the First Target Distribution for such Quarter; (d) Fourth, (i) to the General Partner in accordance with its Percentage Interest; (ii) 23% to the holders of the Incentive Distribution Rights, Pro Rata; and (iii) to all Unitholders, Pro Rata, a percentage equal to 100% less the sum of the percentages applicable to subclauses (i) and (ii) of this clause (d), until there has been distributed in respect of each Unit then Outstanding an amount equal to the excess of the Third Target Distribution over the Second Target Distribution for such Quarter; and (e) Thereafter, (i) to the General Partner in accordance with its Percentage Interest; (ii) 48% to the holders of the Incentive Distribution Rights, Pro Rata; and (iii) to all Unitholders, Pro Rata, a percentage equal to 100% less the sum of the percentages applicable to subclauses (i) and (ii) of this clause (e); provided, however, if the Minimum Quarterly Distribution, the First Target Distribution, the Second Target Distribution and the Third Target Distribution have been reduced to zero pursuant to the second sentence of Section 6.6(a), the distribution of Available Cash that is deemed to be Operating Surplus with respect to any Quarter will be made solely in accordance with Section 6.4(e).

  • Distributions of Available Cash from Capital Surplus Available Cash that is deemed to be Capital Surplus pursuant to the provisions of Section 6.3(a) shall be distributed, unless the provisions of Section 6.3 require otherwise, to the General Partner and the Unitholders, Pro Rata, until a hypothetical holder of a Common Unit acquired on the Closing Date has received with respect to such Common Unit distributions of Available Cash that are deemed to be Capital Surplus in an aggregate amount equal to the Initial Unit Price. Available Cash that is deemed to be Capital Surplus shall then be distributed (A) to the General Partner in accordance with its Percentage Interest and (B) to all Unitholders holding Common Units, Pro Rata, a percentage equal to 100% less the General Partner’s Percentage Interest, until there has been distributed in respect of each Common Unit then Outstanding an amount equal to the Cumulative Common Unit Arrearage. Thereafter, all Available Cash shall be distributed as if it were Operating Surplus and shall be distributed in accordance with Section 6.4.

  • Allocations of Net Income and Net Loss Except as otherwise provided in this Agreement, after giving effect to the special allocations in subparagraph 1(c) and paragraph 2, Net Income, Net Loss and, to the extent necessary, individual items of income, gain, loss or deduction, of the Partnership for each fiscal year or other applicable period of the Partnership shall be allocated among the General Partner and Limited Partners in accordance with their respective Percentage Interests.

  • Excess Cash Flow In the event that there shall be Excess Cash Flow in excess of $2,500,000 for any Fiscal Year, the Borrower shall, not later than the tenth Business Day following the date that is ninety days after the end of such Fiscal Year, prepay the Loans in an aggregate amount equal to 50% (provided that (i) such prepayment percentage shall be 25% if, as of the last day of the most recently ended Fiscal Year, the Senior Secured Net Leverage Ratio (determined for any such period by reference to the Compliance Certificate delivered pursuant to Section 5.1(c) calculating the Senior Secured Net Leverage Ratio as of the last day of such Fiscal Year) shall be 1.80:1.00 or less and (ii) no such prepayment shall be required by this clause (e) if the foregoing Senior Secured Net Leverage Ratio as of the last day of such Fiscal Year shall be 1.30:1.00 or less) of the entire Excess Cash Flow for such Fiscal Year minus 100% of voluntary repayments of the Loans made during such Fiscal Year with Internally Generated Cash; provided, that, if at the time that any such prepayment would be required, the Borrower is required to repay or repurchase or to offer to repurchase or repay Senior Secured Debt permitted pursuant to Section 6.1 pursuant to the terms of the documentation governing such Indebtedness with all or a portion of such Excess Cash Flow (such Senior Secured Debt required to be repaid or repurchased or to be offered to be so repaid or repurchased, “Other Applicable ECF Indebtedness”), then the Borrower may apply such Excess Cash Flow on a pro rata basis to the prepayment of the Loans and to the repayment or re-purchase of Other Applicable ECF Indebtedness, and the amount of prepayment of the Loans that would have otherwise been required pursuant to this Section 2.10(e) shall be reduced accordingly (for purposes of this proviso pro rata basis shall be determined on the basis of the aggregate outstanding principal amount of the Loans and Other Applicable ECF Indebtedness at such time, with it being agreed that the portion of Excess Cash Flow allocated to the Other Applicable ECF Indebtedness shall not exceed the amount of such Excess Cash Flow required to be allocated to the Other Applicable ECF Indebtedness pursuant to the terms thereof, and the remaining amount, if any, of such net proceeds shall be allocated to the Loans in accordance with the terms hereof); provided further, that to the extent the holders of Other Applicable ECF Indebtedness decline to have such indebtedness repurchased or prepaid, the declined amount shall promptly (and in any event within ten Business Days after the date of such rejection) be applied to prepay the Loans in accordance with the terms hereof.

  • Timing and Amount of Allocations of Net Income and Net Loss Net Income and Net Loss of the Partnership shall be determined and allocated with respect to each Partnership Year of the Partnership as of the end of each such year. Subject to the other provisions of this Article 6, an allocation to a Partner of a share of Net Income or Net Loss shall be treated as an allocation of the same share of each item of income, gain, loss or deduction that is taken into account in computing Net Income or Net Loss.

  • Allocations of Net Profits and Net Losses Except as otherwise set forth herein, Net Profits and Net Losses shall be allocated for each Fiscal Year to the Members in proportion to their respective Capital Accounts.

  • Determination of Net Asset Value, Net Income and Distributions Subject to applicable federal law including the 1940 Act and Section 3.6 hereof, the Trustees, in their sole discretion, may prescribe (and delegate to any officer of the Trust or any other Person or Persons the right and obligation to prescribe) such bases and time (including any methodology or plan) for determining the per Share or net asset value of the Shares of the Trust or any Series or Class or net income attributable to the Shares of the Trust or any Series or Class, or the declaration and payment of dividends and distributions on the Shares of the Trust or any Series or Class and the method of determining the Shareholders to whom dividends and distributions are payable, as they may deem necessary or desirable. Without limiting the generality of the foregoing, but subject to applicable federal law including the 1940 Act, any dividend or distribution may be paid in cash and/or securities or other property, and the composition of any such distribution shall be determined by the Trustees (or by any officer of the Trust or any other Person or Persons to whom such authority has been delegated by the Trustees) and may be different among Shareholders including differences among Shareholders of the same Series or Class.

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