Common use of Limitations Upon Distributions Clause in Contracts

Limitations Upon Distributions. Anything in this LLC Agreement to the contrary notwithstanding, no distribution will be made to a Member if: (a) Such Member has an Adjusted Deficit Capital Account, or if such distribution would cause such Member to have an Adjusted Deficit Capital Account. (b) After giving effect to the distribution, the fair value of the liabilities of the Company exceeds the fair value of all assets of the Company, excluding those liabilities (i) to Members on account of their Capital Accounts, and (ii) for which the recourse of creditors is limited to specified Property, but then also excluding that Property from the calculation of assets. The fair market value of Property that is subject to a liability for which the recourse of creditors is limited will be included in the assets of the Company only to the extent the fair market value of that Property exceeds that liability; (c) The distribution would violate the provisions of §18-607 of the Act or any other Law; or (d) The distribution would violate the provision of any instrument evidencing loans made to the Company by Third Party financial institutions.