Distributions to Pay Tax Liabilities. In the event that the Company recognizes net taxable gain or income for any taxable year, the Company shall make a good faith effort to distribute to each Stockholder, no later than April 15th of the following year, an amount equal to the net gain or income allocated to such Stockholder, multiplied by the highest marginal blended federal, state, and local tax rate applicable to ordinary income, dividend income, or capital gains, as appropriate, for such period in the state of such Stockholder’s residence, reduced by the amount of distributions received by such Stockholder during the twelve (12) month period ending on such April 15th and taking into account any tax credits that are derived from the operations of the Company that are available to such Stockholder to offset the income taxes on such Stockholder's allocable share of the Company's taxable income. If any Stockholder receives a smaller or larger distribution pursuant to this section than he would have received had the same aggregate amount been distributed pro rata to all of the Stockholders, then subsequent distributions shall be adjusted accordingly.
Distributions to Pay Tax Liabilities. The Company shall declare and make cash distributions pursuant hereto to the Members to allow the U.S. federal income tax (including estimated tax payments) attributable to the Company’s taxable income and any Code Section 704(c) allocations during that Fiscal Year that is passed through the Company to the Members to be paid by such Members when due (each a “Due Date”) in adequate distributable amounts necessary for Members to satisfy such tax obligations. To satisfy this requirement, the Company shall pay on or before five (5) days prior to each Due Date, an amount so that the cumulative amount of distributions for that Fiscal Quarter that have been designated by the Company as “Tax Distributions” are at least equal to (i) the sum of the Company’s positive taxable income attributed to its Members during that Fiscal Quarter multiplied by (ii) forty-four percent (44%). Such Tax Distributions shall be made to the Members in proportion to the net positive taxable income allocated to the Members on a cumulative basis. Any distribution made to a Member pursuant to this Section 7.1(b) shall be treated as an advance on any distributions to be made to such Member pursuant to Section 7.1(a) (including by way of Section 10.3(c)), and as such shall reduce such next subsequent distributions on a dollar-for-dollar basis. For avoidance of doubt, with respect to any distribution made to a Member pursuant to this Section 7.1(b), such distributions shall not be treated as a return of or on capital or as any other distribution described in Section 7.1(a) until and to the extent distributions pursuant to Section 7.1(a) are reduced pursuant to the immediately preceding sentence.
Distributions to Pay Tax Liabilities. Notwithstanding anything to the contrary contained herein, on or prior to March 31st of each year (commencing with March 31, 2007), the Company will distribute to each of the Members an amount equal to the product of (i) the Company’s taxable income for the most recently completed Fiscal Year (determined without regard to any amortization deductions for any assets which are amortizable by the Company or any Member under Sections 743 and 754 of the Code as a result of the Membership Interests Purchase Agreement), multiplied by (ii) each Member’s Participating Percentage, and multiplied by (iii) the Assumed Tax Rate, provided that such distribution does not violate the Act and provided that, and only to the extent that, distributions made pursuant to Section 4.1(a) herein with respect to such Fiscal Year are insufficient to allow the Members to pay their tax liability resulting from their ownership of membership interests in the Company with respect to such Fiscal Year. Notwithstanding anything to the contrary herein, any distributions made pursuant to this Section 4.1(b) shall be treated as an advance of amounts distributable under Section 4.1(a) and shall not alter the aggregate amounts distributable to any Member under Section 4.1(a) hereof (including pursuant to Section 8.2(a)(iv)).
Distributions to Pay Tax Liabilities. (a) For the period during which the Corporation is an S Corporation (the "S CORP PERIOD"), the Corporation shall promptly declare and make distributions during the S Corp Period to all Shareholders in a timely manner to allow the federal income tax (including, without limitation, estimated tax payments) attributable to the Corporation's taxable income during the S Corp Period that is passed through the Corporation to the Shareholders to be paid by such Shareholders when due (each, a "DUE DATE"). To satisfy this requirement, during the S Corp Period, the Corporation shall pay on or before five (5) days prior to each Due Date, an amount so that the cumulative amount of distributions during the S Corp Period that have been designated by the Corporation as "TAX DISTRIBUTIONS" are at least equal to the excess of (i) the sum of the products of (A) the Corporation's positive taxable income (as determined under Section 1366(a) of the SHAREHOLDERS' AGREEMENT 7 Code) attributed to its Shareholders during each of its taxable periods during the S Corp Period multiplied by (B) the sum of the highest federal individual income tax rates in effect for each such taxable period (without regard to exemptions or phase-outs of lower tax rates, but with consideration of the character of any item and the deductibility of state taxes for federal income tax purposes), over (ii) the sum of the products of (A) the Corporation's negative taxable income (as determined under Section 1366(a) of the Code) attributable to its Shareholders during each of its taxable periods during the S Corp Period multiplied by (B) the sum of the highest federal individual income tax rates in effect for each such taxable period (without regard to exemptions or phase-outs of lower tax rates, but with consideration of the character of any item and the deductibility of state taxes for federal income tax purposes). The Corporation's obligation to declare and make any such distributions to the Shareholders is subject to the restrictions governing dividends under the Texas Business Corporation Act and such other pertinent governmental or contractual restrictions as are now or may hereafter become effective. If the Corporation does not have sufficient funds available to permit it lawfully to declare and pay such distributions, the Shareholders and the Corporation shall take such action, adopt such resolutions, and cause such certificates and other documents to be filed as may be necessary to create sufficient fu...
Distributions to Pay Tax Liabilities. Notwithstanding anything to the contrary contained herein, on or prior to March 31st of each year, the Company will distribute to each of the Members, in an amount equal to (i) the Company’s taxable income for the most recently completed fiscal year (determined without regard to any amortization deductions for any assets which are amortizable by the Company or any Member under Sections 743 and 754 of the Code as a result of the Membership Interests Purchase Agreement), multiplied by (ii) each Member’s Sharing Ratio, and multiplied by (iii) the Assumed Tax Rate, provided that such distribution does not violate the Act and provided that, and only to the extent that, distributions made pursuant to Sections 4.3(a) and (b) herein with respect to such fiscal year are insufficient to allow the Members to pay their tax liability resulting from their ownership of membership interests in the Company with respect to such fiscal year. For purposes hereof, the “Assumed Tax Rate” means the highest combined federal, state and local income tax rate imposed on any Member (or its individual owners).
