LIMITATIONS ON DISTRIBUTIONS, ETC. Following the occurrence and during the continuance of a known monetary or other material Potential Default or any Default, Borrower shall not distribute any money or other property to any member of Borrower, whether in the form of earnings, income or other proceeds from the Property, nor shall Borrower repay any principal or interest on any loan or other advance made to Borrower by any member, nor shall Borrower loan or advance any funds to any such member.
LIMITATIONS ON DISTRIBUTIONS, ETC. No Distributions by a Borrower shall be made during the continuance of any Default.
LIMITATIONS ON DISTRIBUTIONS, ETC. For so long as a Default exists, neither Borrower nor Operating Lessee shall distribute any money or other property to any member of Borrower or Operating Lessee or any other Person, whether in the form of earnings, income, payments under the Operating Lease or other proceeds from the Property, nor shall Borrower or Operating Lessee repay any principal or interest on any loan or other advance made to Borrower or Operating Lessee by any member, nor shall Borrower or Operating Lessee loan or advance any funds to any such member; provided, however, that Operating Lessee shall not be prohibited from making any payment from funds otherwise available to Operating Lessee to Borrower that is due to Borrower under the Operating Lease. So long as no Default exists at the time of the proposed distribution, and no Default will result therefrom, and Borrower and Operating Lessee have made, to the extent applicable, all Monthly FF&E Deposits required under Section 3.7, Borrower and Operating Lessee may make distributions (i) to the extent permitted pursuant to the Cash Management Agreement and Operating Lessee Cash Management Agreement and (ii) of “Key Money” (as defined in the Management Agreement). Notwithstanding anything in this Agreement or in the Cash Management Agreement to the contrary and provided no Default exists, Borrower shall be permitted to convey the FF&E (or substantially all of the FF&E) and any working capital required under Section 4.09 of the Management Agreement to Operating Lessee. If a Default shall occur and be continuing, Operating Lessee shall not accept payment from Borrower of any fees owing under the Operating Lease for any period after the occurrence of such Default, and any such payments received by Operating Lessee shall be held by Operating Lessee as trustee for Administrative Agent and paid over to Agent on account of the indebtedness of Borrower to Administrative Agent under the Note, the Mortgage or the other Loan Documents.
LIMITATIONS ON DISTRIBUTIONS, ETC. No Distributions by Borrower shall be made during the continuance of any Default. In addition, no Distributions may be made by Borrower during a calendar month at the expiration of which Borrower will be required to deposit Free Cash Flow with Administrative Agent pursuant to Section 2.12(a) or Section 8.1. In no event will Borrower be permitted to distribute any Termination Payments, whether or not a Default then exists.
LIMITATIONS ON DISTRIBUTIONS, ETC. Lake District shall not distribute any money or other property to any member of Lake District, whether in the form of earnings, income or other proceeds from the Property and Improvements, nor shall Lake District repay any principal or interest on any loan or other advance made to Lake District by any member, nor shall Borrower loan or advance any funds to any such member.
LIMITATIONS ON DISTRIBUTIONS, ETC. No Distributions by Borrower shall be made during the continuance of any Default. In addition, no Distributions may be made by Borrower during a calendar month at the expiration of which Borrower will be required to deposit Free Cash Flow with Administrative Agent pursuant to Section 8.1. In no event will Borrower be permitted to distribute any Termination Payments, whether or not a Default then exists. Notwithstanding the foregoing, during a month at the expiration of which Borrower will be required to deposit Free Cash Flow with Administrative Agent pursuant to Section 8.1, Borrower shall be permitted to make distributions to Mezzanine Borrower in the amount of scheduled debt service under the Mezzanine Loan for such month; provided, no such distributions may be made during the continuance of a Default.
LIMITATIONS ON DISTRIBUTIONS, ETC. For so long as a Potential Default or Default exists and unless the Debt Service Coverage Ratio, measured as of the last day of the calendar quarter most recently ended, is at least 1.10 to 1.00, Borrower shall not distribute any money or other property to any member of Borrower or any other Person, whether in the form of earnings, income or other proceeds from the Property, except such distributions as may be required under Applicable Law to maintain Taubman Centers, Inc.’s REIT status, nor shall Borrower repay any principal or interest on any loan or other advance made to Borrower by any member, nor shall Borrower loan or advance any funds to any such member.
LIMITATIONS ON DISTRIBUTIONS, ETC. Following the occurrence and during the continuance of a known monetary or other material Potential Default or any Default, Borrower shall not distribute any money or other property to any member of Borrower, whether in the form of earnings, income or other proceeds from the Property, nor shall Borrower repay any principal or interest on any loan or other advance made to Borrower by any member, nor shall Borrower loan or advance any funds to any such member. In addition to the foregoing, Borrower shall not distribute any proceeds of the Loan to its members or partners or any of their Affiliates, it being acknowledged and agreed that the Loan proceeds shall be used solely for the purposes stated in this Agreement.
LIMITATIONS ON DISTRIBUTIONS, ETC. Following the occurrence and during the continuance of a monetary or other material Default, neither Borrower nor Guarantor shall distribute any money or other property to any partner or shareholder of Borrower or Guarantor, whether in the form of earnings, income or other proceeds from the Property, in excess of the minimum amount necessary to remain qualified as a real estate investment trust within the meaning of the Internal Revenue Code nor shall Borrower, Guarantor or Owner repay any principal or interest on any loan or other advance made to Borrower, Guarantor or Owner by any other Loan Party, nor shall Borrower, Owner or Guarantor loan or advance any funds to any other Loan Party.
LIMITATIONS ON DISTRIBUTIONS, ETC. Following the occurrence and during the continuance of a known monetary or other material Potential Default or any Default, Borrower shall not distribute any money or other property to any member of Borrower, whether in the form of earnings, income or other proceeds from the Property and Improvements, nor shall Borrower repay any principal or interest on any loan or other advance made to Borrower by any member, nor shall Borrower loan or advance any funds to any such member. Notwithstanding the foregoing, this section shall not apply to Permitted Manager payments, as such term is defined in the Assignment and Subordination of Pre-Opening Services and Management Agreement.
