Common use of Limitations on Distributions Clause in Contracts

Limitations on Distributions. Notwithstanding any provision to the contrary contained in this Agreement, the Company shall not make any distribution if such distribution would violate the Act or other applicable law or would cause a breach or default under any agreement or instrument to which the Company is a party or by which it or its assets are bound, but instead shall make such distribution as soon as practicable such that the making of such distribution would not cause such violation, breach or default.

Appears in 53 contracts

Samples: Operating Agreement (SC Sonoma Management, LLC), Operating Agreement (SC Sonoma Management, LLC), Operating Agreement (SC Sonoma Management, LLC)

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Limitations on Distributions. Notwithstanding any provision to the contrary contained in this Agreement, the Company shall not make a distribution to any distribution Member on account of its interest in the Company if such distribution would violate the Act or other applicable law or would cause a breach or default under any agreement or instrument to which the Company is a party or by which it or its assets are bound, but instead shall make such distribution as soon as practicable such that the making of such distribution would not cause such violation, breach or defaultApplicable Law.

Appears in 35 contracts

Samples: Limited Liability Company Agreement (CSI Compressco LP), Limited Liability Company Agreement (Summit Midstream Partners, LP), Limited Liability Company Agreement (Andeavor Logistics Lp)

Limitations on Distributions. Notwithstanding any provision to the contrary contained in this Agreement, the Company shall not make any a distribution if to a Member to the extent that such distribution would violate is not permitted under the Act. A Member who receives a distribution that is not permitted under the terms of Section 18-607 of the Act shall have no liability under the Act or other applicable law or would cause a breach or default under any agreement or instrument this Agreement to which return the Company is a party or by which it or its assets are bound, but instead shall make such distribution as soon as practicable such unless the Member knew that the making distribution violated the terms of such distribution would not cause such violation, breach or defaultSection.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Encore Energy Partners LP), Limited Liability Company Agreement (Energy Transfer Partners, L.P.), Limited Liability Company Agreement (Energy Transfer Equity, L.P.)

Limitations on Distributions. Notwithstanding any provision to the contrary contained in this Agreement, the Company shall not make a distribution to any distribution Member on account of its interest in the Company if such distribution would violate the Act or other applicable law or would cause a breach or default under any agreement in relation to the incurrence or instrument to which assumption of Indebtedness by the Company is a party or by which it or its assets are bound, but instead shall make such distribution as soon as practicable such that the making of such distribution would not cause such violation, breach or defaultCompany.

Appears in 2 contracts

Samples: Operating Agreement (Watsco Inc), Operating Agreement (Watsco Inc)

Limitations on Distributions. Notwithstanding any provision to the contrary contained in this Agreement, the Company shall not make a distribution to any distribution Member on account of its interest in the Company if such distribution would violate the Act or other applicable law Applicable Law or would cause a breach or default under any agreement in relation to the incurrence or instrument to which assumption of Indebtedness by the Company is a party or by which it or its assets are bound, but instead shall make such distribution as soon as practicable such that the making of such distribution would not cause such violation, breach or defaultCompany.

Appears in 2 contracts

Samples: Master Purchase and Sale Agreement (MEADWESTVACO Corp), Master Purchase and Sale Agreement (Plum Creek Timber Co Inc)

Limitations on Distributions. Notwithstanding any provision to the contrary contained in this Agreement, the Company shall not make a distribution to any distribution Member on account of its interest in the Company if such distribution would violate the Act or other applicable law law. A Member that receives a distribution (i) in violation of this Agreement or would cause a breach or default under any agreement or instrument (ii) that is required to which be returned to the Company is a party or by which it or its assets are bound, but instead under the Act shall make return such distribution as soon as practicable such that immediately upon demand therefor by the making Manager or the Board of such distribution would not cause such violation, breach or defaultDirectors.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Charter Communications, Inc. /Mo/)

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Limitations on Distributions. Notwithstanding any provision to the contrary contained in this Agreement, the Company shall not make any a distribution if to a Member to the extent that such distribution would violate is not permitted under the Act. A Member who receives a distribution that is not permitted under the terms of section 18-607 of the Act shall have no liability under the Act or other applicable law or would cause a breach or default under any agreement or instrument this Agreement to which return the Company is a party or by which it or its assets are bound, but instead shall make such distribution as soon as practicable such unless the Member knew that the making distribution violated the terms of such distribution would not cause such violation, breach or defaultsection.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Quest Resource Corp)

Limitations on Distributions. Notwithstanding any provision to the contrary contained in this Agreement, (a) the Company shall not make a distribution to any distribution Member with respect to such Member’s Interest if such the distribution would violate the Act or other applicable law or would cause a breach or default under any agreement or instrument to which law, and (b) the Company is a party or shall not make any distribution to the extent prohibited by which it or its assets are bound, but instead shall make such distribution as soon as practicable such that any financing agreement with any lender to the making of such distribution would not cause such violation, breach or defaultCompany.

Appears in 1 contract

Samples: Operating Agreement (Heritage-Crystal Clean, Inc.)

Limitations on Distributions. Notwithstanding any provision to the contrary contained in this Agreement, the Company shall not make any distribution to any Member if such distribution would violate the Act or other comparable applicable law or would cause a breach or default under if such distribution is prohibited in any agreement or instrument to which loan agreements for borrowed money between the Company is a party or by which it or and its assets are bound, but instead shall make such distribution as soon as practicable such that the making of such distribution would not cause such violation, breach or defaultlenders.

Appears in 1 contract

Samples: Operating Agreement

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