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. 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. 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. 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 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. (a) Notwithstanding any provision to the contrary contained in this Article VII, to the extent that the Company has sufficient Cash Available for Distribution, to facilitate the payment by the Members of their income tax liability attributable to the Company's Profits for a calendar year, within 60 days after the end of the Company's fiscal year, the Board of Managers shall distribute to each Member the amount, if any, by which (I)the product of such Member's allocable share of taxable income for such fiscal year as will be required to be shown on the U.S. federal information return of the Company for such fiscal year (other than income or gain that is specifically allocated pursuant to Section 704(c) of the Code or other comparable provisions of the Code) multiplied by the sum of the maximum federal, New York State and New York City personal income tax rates (taking into account the deductibility of state and local taxes), exceeds (II) the amount, if any, of Cash Available for Distribution distributed to such Member pursuant to Section 7.1 for such fiscal year.
(b) In the event that the Company does not have sufficient Cash Available for Distribution to make all distributions required by Section 7.4(a), the Company shall distribute any Cash Available for Distribution to the Members in proportion to the Members' respective distributable amounts thereunder.
Mandatory Tax Distributions. No later than the tenth (10th) day of May, August, November and February of each year, the Company shall distribute to each Unitholder, to the extent permitted by law and subject to Section 10.6, an amount equal to the excess of (a) forty-three percent (43%) of (i) the amount estimated by the Board of Managers to be such Unitholder’s allocable share (as determined pursuant to Section 9 and adjusted for any discrepancy between the amount estimated and the actual Net Profits for the prior quarter) of the Company’s Net Profits for the fiscal quarter ending on the last day of March, June, September and December, respectively, and (ii) any amount allocable to such Unitholder in accordance with Section 9.8 over (b) any Distributions under Section 10.2 during such prior calendar quarters. Any Distributions made during any calendar quarter in excess of the Distributions required by this Section 10.4 will be taken into account in determining the extent of any future Distributions so required. It is the intention of the Members that Distributions pursuant to this Section 10.4 provide the Unitholder with funds to pay federal taxes on Net Profits allocated to Unitholders pursuant to this Agreement. In the event that the highest federal income tax rate applicable to individuals or corporations is changed, the reference above to forty-three percent (43%) will be changed to a percentage that is equal to the higher of the highest marginal federal income tax rate applicable to individuals or corporations. All Distributions made pursuant to this Section 10.4 will be treated as amounts distributed to the Unitholders pursuant to this Section 10 for all purposes of this Agreement. In addition, all Distributions made pursuant to this Section 10.4 will be taken into consideration when determining the pro rata amount of Distributions under Section 10.2, such that, to the extent that Distributions under this Section 10.4 are not in accordance with the Members’ Percentage Interests, Distributions under Section 10.2, when made in accordance with such Section, will be made in such proportions as will cause the aggregate Distributions under both such Sections to be in proportion to each Member’s respective Percentage Interest.
Mandatory Tax Distributions. Within 30 days after the end of each fiscal quarter of the Company, or as soon thereafter as possible, the Company shall calculate and distribute to the Members the Tax Distribution Amount. The Tax Distribution Amount in each fiscal quarter of each Fiscal Year means an amount equal to (x) the excess of (i) the product of (A) the net taxable income of the Company from the beginning of the Fiscal Year through the end of such fiscal quarter and (B) the highest maximum combined state and federal corporate income tax rate to which any Member is subject (taking into account the deduction of state income taxes on the federal return), less (ii) the aggregate Tax Distribution Amount distributed to Members for all prior fiscal quarters in such Fiscal Year. For purposes of this Section 5.2, if the Company incurs a net loss for federal income tax purposes for any Fiscal Year or period of the Company beginning after the date of this Agreement, such net loss shall be offset against, and shall reduce the net taxable income of the Company in subsequent years until such time as the net loss has offset net taxable income in an amount equal to such net loss.
