Mandatory Tax Distributions. 44 6.9.2 Net Cash From Operations and Net Cash From Sales or Refinancings...............44 6.10 Advances or Drawings....................................................................44
Mandatory Tax Distributions. Not later than ninety (90) days after the end of each calendar year, the Company shall declare and pay aggregate distributions during the period commencing on January 1 of such year (but excluding distributions mandated under this Section 6.9.1 with respect to prior years) to the Common Members, in accordance with their respective Percentage Interests, until each such Member, in the reasonable judgment of the Manager, has received an amount sufficient to enable such Member to fund such Member's federal, state, and local income tax liability (calculated using the highest nominal, marginal federal, state, and local income tax rates then imposed on ordinary income of individual taxpayers residing in New York City, with appropriate adjustments for the federal tax benefits from state and local taxes) attributable to such Member's respective share of the estimated taxable income of the Company for such period.
Mandatory Tax Distributions. In the event JVCO is to be treated as a partnership or disregarded entity for United States tax purposes, as elected by the CMH Directors, JVCO shall (to the extent it has profits available for distribution within the meaning of Part IIA of the Companies Ordinance or otherwise has funds legally available for distribution) make annual distributions to the Shareholders (in proportion to their respective interests in JVCO) so that the annual amount paid to CMH is not less than CMH’s estimate of the combined federal, state, local and foreign tax obligation of CMH and its Affiliates with respect to CMH’s interest in the JV. JVCO shall (to the extent it is lawfully able to do so) cause its Subsidiaries to pay such dividends or distributions to JVCO as may be necessary to fund such distributions to the Shareholders.
Mandatory Tax Distributions. In order to permit the Members to pay taxes on Company taxable income, the Company shall, to the extent of Available Cash, distribute cash at least annually and no later than 75 days after the end of a Fiscal Year, an amount which, at the time of such distribution, when added to all prior distributions pursuant to this Section 5.4, equals the cumulative maximum tax payable by an individual taxpayer at the highest combined marginal tax rates of federal and state income taxes imposed on resident individuals in the United States on the taxable income of the Company. Such distribution shall be made ratably to the Members in proportion to their respective Member Percentages.
Mandatory Tax Distributions. The Mandatory Tax Distribution shall be distributed to the Members in proportion to each Member’s Percentage Interest at the time of the distribution. Such distributions shall be made at least annually, on or before the 60th day after the end of the relevant Taxable Year, and shall not be accounted for on the books and records of the Company as a return of Capital Contributions and shall not be charged against Distributions to which members are entitled under Section 9.3(a) hereof.
Mandatory Tax Distributions. Notwithstanding Section 4.9 and Section 4.10, to the extent that the Distribution priorities set forth in Section 4.9 and Section 4.10 do not provide cumulative Distributions to the Members on an aggregate basis at the end of each Fiscal Year (or part thereof) in an amount at least equal to the aggregate United States federal, state and local tax liabilities that would be deemed to be payable by each Member on the cumulative taxable income of the Company allocated to such Member with respect to its Percentage Interest of Net Profits as of the end of such Fiscal Year, taking into account the following factors and assumptions: (a) such Member is an individual subject to the highest effective rate of federal and state taxation applicable to individuals residing in the State of California, County of Los Angeles; (b) the character of income allocated to such Member, including income required to be taxed as ordinary income when received by such Member; (c) the allowance for or limitation of deductions for state taxes for federal income tax purposes; (d) any loss limitations contained in Code Section 470 restricting the ability to deduct Company losses or deductions allocated to such Member; (e) the difference in rates applicable to ordinary income and capital gains; (f) Medicare taxes under Code Section 1411; (g) allowance for deductions of "qualified business income" under Code Section 199A; and (h) any other reasonable assumptions the Board of Managers determines in good faith to be appropriate (the "Tax Liability"); then, subject to reserves for working capital of the Company, the Board of Managers shall, as soon practicable after the close of each Fiscal Year (but in no event later than March 15th of the succeeding Fiscal Year), cause a Distribution to be made to each Member equal to such Member's Tax Liability (each, a "Tax Distribution" and collectively, the "Tax Distributions"). Notwithstanding the foregoing, upon the reasonable request of any Member, the Board of Managers shall endeavor to pay to the Members quarterly as an advance on the Tax Distributions reasonably projected by the Company for such taxable year no later than thirty (30) days following the end of each calendar quarter (and any such advances shall be treated as Tax Distributions hereunder). Any Tax Distributions made pursuant to this Section 4.11 (whether quarterly or annual) shall be senior in priority to all other Distributions under this Article IV, and reduce Distributions otherwise ...
Mandatory Tax Distributions. (i) The Company shall distribute to each Member, not later than ninety (90) days after the close of each Fiscal Year, an amount of cash equal to the sum of the following.
(A) The product of the Tax Percentage for such Fiscal Year and such Member’s allocated share of the Company’s net long-term capital gain (as defined in Section 1222(7) of the Code) for such Fiscal Year as shown on the Company’s Federal income tax return (subject to the modification described in Section 5.1(a)(iii)); and
(B) The product of the Tax Percentage for such Fiscal Year and such Member’s allocated share of the Company’s net ordinary income and net short-term capital gain (as defined in Section 1222(5) of the Code) for such Fiscal Year as shown on the Company’s Federal income tax return (subject to the modification described in Section 5.1(a)(iii)).
(ii) For purposes of this Section 5.1 (a): (x) the “Tax Percentage” with respect to each specific item of net long-term capital gain shall be the highest blended Federal and State marginal income tax rate applicable to such specific item of net long-term capital gain recognized by an individual resident, or a corporation doing business, in the State with the highest marginal individual or corporate income tax rate applicable to items of net long-term capital gain; and (y) the “Tax Percentage” with respect to items of net ordinary income and net short-term capital gain shall be the highest blended Federal and State marginal income tax rate applicable to ordinary income recognized by an individual resident, or a corporation doing business, in the State with the highest marginal individual or corporate income tax rate applicable to items of ordinary income. In all cases, the highest marginal income tax rate shall be the highest statutory rate applicable to the specific type of income or gain in question and shall be determined without regard to phase-outs of deductions or similar adjustments; moreover, a corporate franchise tax imposed in lieu of an income tax shall be treated as an income tax. The Managing Members, acting in their reasonable discretion, may adjust the determination of Tax Percentages pursuant to this Section 5.1(a)(ii): (x) as necessary to ensure that the distribution required to be made to each Member pursuant to Section 5.1(a)(i) for any Fiscal Year is not less than such Member’s actual Federal and State income tax liability in respect of allocations made to such Member by the Company for such Fiscal Year; or (y) to ref...
Mandatory Tax Distributions. Notwithstanding anything to the contrary above in Section 4.7(a), and to the extent there is Distributable Cash available, the Managing Member shall distribute Distributable Cash to each Member in an amount sufficient to pay the federal and state income tax on the taxable income allocated to them pursuant to this Agreement to provide cash for such Members to pay taxes on the taxable income so allocated and not yet distributed (“Tax Distributions”). Tax Distributions shall be made at such times so as to enable the Members to satisfy their federal and state estimated and year-end tax payment obligations; provided, however, Tax Distributions shall only be made to the extent that cumulative Distributions under Section 4.7(a) above made to a Member are less than such Member's Tax Liability (as defined below). Any amount distributed to a Member pursuant to this Section 4.7(b) shall be treated as an advance against other Distributions to which the Member is entitled and shall be credited against and subtracted from the other Distributions to which such Member is entitled, which subtraction shall be from the next Distribution to which the Member is entitled and if any creditable amount remains thereafter, from the next immediate Distribution until fully credited. Any amount credited to a Distribution pursuant to the foregoing sentence shall be deemed distributed for purposes of the Distribution against which it is credited.
Mandatory Tax Distributions. Each Fiscal Year, the Company will distribute Net Cash, if any, to each Unit Holder in an amount equal to the sum of (a) the product of the ordinary income (net of any tax benefits resulting from losses, deductions and credits) that passes through the Company to such Unit Holder under Section 702 of the Code, multiplied by the highest combined federal, state and local ordinary income tax rate that may apply to any Unit Holder, plus (b) the product of the net capital gains that passed through the Company to such Unit Holder under Section 702 of the Code, multiplied by the highest combined federal, state and local long-term capital gains tax rate that that applies to any Unit Holder, minus (c) the cumulative amount of all prior distributions to such Unit Holder under Section 4.2 for the applicable Fiscal Year. The Company will endeavor to make such distributions in a timely manner to allow the Unit Holders to pay the estimated and regular tax attributable to such income.
Mandatory Tax Distributions. Notwithstanding anything to the --------------------------- contrary above, and as advances to distributions otherwise made pursuant to Section 4.1, in order to allow Members to pay taxes on their allocable share of ----------- taxable income of the Company, the Board shall cause the Company to distribute, not later than March 31 of each year, an amount equal to the excess, if any, of (i) the product of the taxable income of the Company, determined on a cumulative basis for all years (through and including the immediately preceding tax year) of the Company multiplied by the maximum effective combined federal and state rate over (ii) all amounts previously distributed pursuant to this Section 4.2. ----------- The percentage referred to in clause (i) above shall be increased or decreased from time to time by the increase or decrease in the maximum tax rate imposed on individual taxpayers on ordinary income under the Code.
