Common use of Impact of Insufficient Available Cash Clause in Contracts

Impact of Insufficient Available Cash. If the amount of Tax Distributions to be made exceeds the amount of the Available Cash, the Tax Distribution for each Member that would otherwise be made under Section 3.2(a) and Section 3.2 (b) shall be reduced in accordance with the provisions of this Section 3.2(d) (the amount of the reduction in each Member’s share, the “Tax Distribution Shortfall Amount”), and Available Cash shall be distributed in the following order of priority: (i) First, to the Managing Member in an amount equal to the full amount of its Tax Distribution, but calculated by substituting the words “a corporation doing business” for “an individual resident” in the definition of “Assumed Tax Rate”; (ii) Second, to the Members other than the Managing Member pro rata in accordance with their Units in an amount such that the Designated Member with the highest Assumed Tax Liability has received distributions pursuant to this ‎Section 3.2(d)(ii) that is not less than their Assumed Tax Liability (calculated by substituting the words “a corporation doing business” for “an individual resident” in the definition of “Assumed Tax Rate”); and (iii) Third, to the Members (including the Managing Member) pro rata in accordance with their Units until each Member has received the full amount of its Tax Distribution calculated in accordance with ‎Section 3.2(b). Any Tax Distribution Shortfall Amounts will be carried forward to subsequent Fiscal Years and will be distributed when and to the extent that the Company has sufficient Available Cash. The distribution of any Tax Distribution Shortfall Amounts to a Member shall for all purposes of this Agreement be a Tax Distribution and shall be treated as an advance against, and shall reduce, future amounts otherwise distributable to such Member under ‎Section 3.1 or ‎Section 9.3(a).

Impact of Insufficient Available Cash. 2 If the amount of estimated or final Tax Distributions to be made exceeds the amount of the Available CashCash as of the time of such estimated or final Tax Distribution, the Tax Distribution for to which each Member that would otherwise be made under is entitled pursuant to Section 3.2(a) and Section 3.2 (b) shall be reduced in accordance with the provisions of this Section 3.2(d) (the amount of the such reduction in with respect to each Member, such Member’s share, the “Tax Distribution Shortfall Amount”), and such Available Cash shall be distributed in the following order of priority: (i) First, to the Managing Member Manager in an amount equal to the full amount of its estimated or final Tax Distribution, as applicable, but calculated by substituting the words “a corporation doing business” for “an individual resident” in the definition of “Assumed Tax Rate”; (ii) Second, to the Members Members, other than the Managing Member Manager, pro rata in accordance with their Units (subject to any Unit Designation) in an aggregate amount such that the Designated each such Member with the highest Assumed Tax Liability has received distributions pursuant to this ‎Section 3.2(d)(ii) that is not less than their Assumed the full amount of its estimated or final Tax Liability (Distribution, as applicable, calculated by substituting the words “a corporation doing business” for “an individual resident” in the definition of “Assumed Tax Rate”accordance with Section 3.2(b); and (iii) Third, to the Members (including Manager until the Managing Member) pro rata in accordance with their Units until each Member Manager has received the full amount of its estimated or final Tax Distribution Distribution, as applicable, calculated in accordance with ‎Section Section 3.2(b) (for the avoidance of doubt taking into account amounts received pursuant to Section 3.2(d)(i) and this Section 3.2(d)(iii)). Any Tax Distribution Shortfall Amounts will be carried forward to subsequent periods (in the event of estimated Tax Distributions) or Fiscal Years (in the event of final Tax Distributions), as applicable, and distributions will be distributed made to resolve such amounts, in accordance with the foregoing order of priority when and to the extent that the Company has sufficient Available CashCash (for the avoidance of doubt, taking into account any cash required to make Tax Distributions in respect of subsequent periods or Fiscal Years). The distribution of any Any outstanding Tax Distribution Shortfall Amounts must be resolved prior to a Member shall for all purposes of this Agreement making (or must be a Tax Distribution and shall be treated as an advance against, and shall reduce, future amounts otherwise distributable to such Member taken into account in making) any distribution under ‎Section Section 3.1 or ‎Section Section 9.3(a).

Impact of Insufficient Available Cash. If the amount of Tax Distributions to be made exceeds the amount of the Available Cash, the Tax Distribution for to which each Member that would otherwise be made under Section 3.2(a) and Section 3.2 (b) is entitled shall be reduced in accordance with the provisions of this Section 3.2(d) (the amount of the reduction in each Member’s shareshare of that reduction, the “Tax Distribution Shortfall Amount”), and Available . Cash available for distribution as a Tax Distribution shall first be distributed in the following order of priority: (i) First, to the Managing Member in an amount equal to the full amount of its Tax Distribution, but Distribution (calculated by substituting the words “a corporation doing business” for “an individual resident” in the definition of “Assumed Tax Rate”;). The balance, if any, of cash available for distribution as a Tax Distribution shall be distributed: (iii) SecondFirst, to the Members (other than the Managing Member Member) pro rata in accordance with their Units in an amount such that the Designated each such Member with the highest Assumed Tax Liability has received distributions pursuant to this ‎Section 3.2(d)(iiSection 3.2(d)Section 3.2(b) that is not less than their Assumed Tax Liability (calculated by substituting the words “a corporation doing business” for “an individual resident” in the definition of “Assumed Tax Rate”); and (iiiii) ThirdThereafter, the balance, if any, to the Members (including the Managing Member) pro rata in accordance with their Units until each Member has received the full amount of its Tax Distribution calculated in accordance with ‎Section Section 3.2(b). Any Tax Distribution Shortfall Amounts will be carried forward to subsequent Fiscal Years and will be distributed when and to the extent that the Company has sufficient Available Cash. The distribution of any Tax Distribution Shortfall Amounts to a Member shall for all purposes of this Agreement be a Tax Distribution and shall be treated as an advance against, and shall reduce, future amounts otherwise distributable to such Member under ‎Section 3.1 or ‎Section 9.3(a).

Impact of Insufficient Available Cash. If the amount of estimated or final Tax Distributions to be made exceeds the amount of the Available CashCash as of the time of such estimated or final Tax Distribution, the Tax Distribution for to which each Common Member that would otherwise be made under is entitled pursuant to Section 3.2(a) and Section 3.2 (b) shall be reduced in accordance with the provisions of this Section 3.2(d) (the amount of the such reduction in with respect to each Common Member, such Common Member’s share, the “Tax Distribution Shortfall Amount”), and such Available Cash shall be distributed in the following order of priority: (i) First, to the Managing Member Manager in an amount equal to the full amount of its estimated or final Tax Distribution, as applicable, but calculated by substituting the words “a corporation doing business” for “an individual resident” in the definition of “Assumed Tax Rate”; (ii) Second, to the Members Common Members, other than the Managing Member Manager, pro rata in accordance with their Common Units (subject to any Unit Designation) in an aggregate amount such that the Designated each such Common Member with the highest Assumed Tax Liability has received distributions pursuant to this ‎Section 3.2(d)(ii) that is not less than their Assumed the full amount of its estimated or final Tax Liability (Distribution, as applicable, calculated by substituting the words “a corporation doing business” for “an individual resident” in the definition of “Assumed Tax Rate”accordance with Section 3.2(b); and (iii) Third, to the Members (including Manager until the Managing Member) pro rata in accordance with their Units until each Member Manager has received the full amount of its estimated or final Tax Distribution Distribution, as applicable, calculated in accordance with ‎Section Section 3.2(b) (for the avoidance of doubt taking into account amounts received pursuant to Section 3.2(d)(i) and this Section 3.2(d)(iii)). Any Tax Distribution Shortfall Amounts will be carried forward to subsequent periods (in the event of estimated Tax Distributions) or Fiscal Years (in the event of final Tax Distributions), as applicable, and distributions will be distributed made to resolve such amounts, in accordance with the foregoing order of priority when and to the extent that the Company has sufficient Available CashCash (for the avoidance of doubt, taking into account any cash required to make Tax Distributions in respect of subsequent periods or Fiscal Years). The distribution of any Any outstanding Tax Distribution Shortfall Amounts must be resolved prior to a Member shall for all purposes of this Agreement making (or must be a Tax Distribution and shall be treated as an advance against, and shall reduce, future amounts otherwise distributable to such Member taken into account in making) any distribution under ‎Section Section 3.1 or ‎Section Section 9.3(a).