Distributions of Securities. The Company shall not distribute to its shareholders any securities of any Subsidiary unless (a) such Subsidiary is a Non-Loan Party; (b) such distribution does not constitute or give rise to a Default or Unmatured Default; (c) such distribution does not result in a Change of Control of a Loan Party; and (d) such distribution does not materially change the operations of the Toll Group.
Distributions of Securities. Other than with respect to Tax Distributions pursuant to Section 5.3, which shall be paid in cash, the Managing Member is authorized, in its sole discretion, to make distributions to the Members in the form of Securities or other property received or otherwise held by the Company; provided, however, that, in the event of any such non-cash distribution, such Securities or other property shall be valued at the Fair Market Value thereof and shall be distributed to the Members in the same proportion that cash received upon the sale of such Securities or other property at such Fair Market Value would have been distributed pursuant to Sections 5.2 or 5.3.
Distributions of Securities. The Board of Managers is authorized, in its sole discretion, to make distributions to the Members in the form of Securities or other property received or otherwise held by the Company; provided, however, that, in the event of any such non-cash distribution, such Securities or other property shall be valued at the fair market value and shall be distributed to the Members in the same proportion that cash received upon the sale of such Securities or other property at such fair market value would have been distributed pursuant to Section 5.02. In the event that the Company distributes shares of capital stock of STR to the Members and either simultaneously with or shortly thereafter liquidates the Company, the Members shall enter into a shareholders agreement that contains, to the extent applicable, substantially similar terms and provisions as this Agreement such that the rights of the Members hereunder are not materially adversely altered, including without limitation the rights of the Members (a) under Article VII and (b) to exercise their registration rights in accordance with Annex A.
Distributions of Securities. In case of any distribution of any security (including rights or warrants to subscribe for any such securities) of the Company (except Common Stock), evidences of its indebtedness, cash, or other assets to all of the holders of its Common Stock, then in each such case the Exercise Price in effect thereafter shall be determined by multiplying the Exercise Price in effect immediately prior thereto by a fraction, the numerator of which shall be the total number of outstanding shares of Common Stock multiplied by the Current Market Price on the record date mentioned below, less the fair market value (as determined in good faith by the Board of Directors) of the securities, evidences of indebtedness, cash, or other assets distributed by the Company, and the denominator of which shall be the total number of outstanding shares of Common Stock multiplied by the Current Market Price; such adjustment shall become effective as of the record date for the determination of shareholders entitled to receive such distribution. The subdivision or combination of shares of Common Stock issuable upon exercise of this Warrant at any time outstanding into a greater or lesser number of shares of Common Stock shall not be deemed to be a reclassification of the Common Stock of the Company of this clause (v).
Distributions of Securities. Except in connection with the dissolution and liquidation of the Partnership as provided in Section 13, the General Partner shall not make any distributions in kind except to the extent the general partner of the Institutional Fund is permitted to make distributions in kind as provided in the Institutional Fund Agreement and as set forth herein. In the event that a distribution of Securities is made, such Securities shall be deemed to have been sold at their Value and the proceeds of such sale shall be deemed to have been distributed to the Partners for all purposes of this Agreement.
Distributions of Securities. Subject to Annex 1, including Section 7.1(c) and Section 7.2 thereof, the Board is authorized, in its sole discretion, to make distributions to the Members in the form of Securities or other property received or otherwise held by the Company (on a pro rata basis); provided, however, that, in the event of any such non-cash distribution, such Securities or other property shall be valued at the Fair Market Value and shall be distributed to the Members in the same proportion that cash received upon the sale of such Securities or other property at such Fair Market Value would have been distributed pursuant to Section 4.1; provided, further, that, in connection with any such non-cash distribution of equity securities of any Subsidiary of the Company that are not publicly traded securities, such Subsidiary and the Members receiving such distribution shall enter into agreements which shall, as closely as practicable as determined by the Board, give effect to the terms and provisions as set forth in this Agreement and the other agreements entered into in connection herewith.
Distributions of Securities. The Board of Managers is authorized, in its sole discretion, to make distributions to the Members in the form of Securities or other property received or otherwise held by the Company; provided, however, that, in the event of any such non-cash distribution, such Securities or other property shall be valued at the fair market value thereof (as determined by the Board of Managers) and shall be distributed to the Members in the same proportion that cash received upon the sale of such Securities or other property at such fair market value would have been distributed pursuant to Section 5.02.
Distributions of Securities. 21 6.7 NEGATIVE CAPITAL ACCOUNTS.......................................21 6.8 NO WITHDRAWAL OF CAPITAL........................................21 6.9 ALLOCATIONS.....................................................21 6.10
Distributions of Securities. Subject to Section 4.02(a), the Board of Managers is authorized, in its sole discretion, to make distributions to the Members in the form of Securities or other property received or otherwise held by the Company; provided, however, that, in the event of any such non-cash distribution, such Securities or other property shall be valued at the fair market value thereof (as determined by the Board of Managers) and shall be distributed to the Members in the same proportion that cash received upon the sale of such Securities or other property at such fair market value would have been distributed pursuant to Section 5.02. In the event that Subsidiary Securities are issued to the Members, or any of them, the issuer Subsidiary and the Members shall upon such issuance, amend such issuer Subsidiary’s organizational documents or enter into agreements with the Members receiving such Subsidiary Securities providing for substantially identical rights and obligations as are set forth in this Agreement.
Distributions of Securities. (a) The General Partner shall have authority, but shall not be required, to distribute in- kind any marketable securities (as determined by the General Partner in its sole discretion) held by the Fund from time to time.
(b) To the extent practicable, the General Partner shall not distribute in-kind any non- marketable securities or other non-cash assets (as determined by the General Partner in its sole discretion) except on final liquidation of the Fund.
(c) In the event of any distribution in-kind, the value of the investment shall be determined as of the close of the Business Day prior to the date of the distribution in accordance with Section 14.
(d) Investments distributed in-kind pursuant to this Agreement shall be subject to such legal, regulatory, contractual or other conditions and restrictions as are required or as were previously imposed on the Fund.
