Net Cash Flow Defined. For purposes of this Agreement, the term “Net Cash Flow” shall mean the Net Profit of the Company as ascertained through the use of sound accounting principles, consistently applied, except that (a) depreciation of buildings, improvements, personalty and all other depreciated items and amortization of leasehold improvements and all other amortized items shall not be considered a deduction, (b) mortgage amortization and loan payments shall be considered a deduction, (c) any amounts expended by the Company for capital items shall be considered a deduction, (d) if the Members deem it necessary or advisable, a reasonable reserve shall be deducted for working capital needs, to provide funds for improvements or for any contingencies of the Company, and (e) all other actual expenditures of the Company (except for distributions to Members pursuant to this Article VI) shall be considered deductions. Net proceeds from refinancing or sale, excess insurance and any condemnation award of all or any portion of real property owned by the Company and additional capital contributions by Members shall be deemed profits for purposes of determining Net Cash Flow except as otherwise provided in Section 6.2 hereof.
Net Cash Flow Defined. To the extent permissible under any mortgage, loan or similar agreements to which the Partnership is a party, the gross cash proceeds received by the Partnership from any and all sources, including any and all proceeds from the sale, other disposition, financing or refinancing of any asset of the Partnership, and the reduction in any and all reserves and escrows previously established, shall be used:
(i) first, to pay all Partnership operating expenses (which such operating expenses shall include compensation for services rendered to the Partnership by one or more of the Partners or Affiliates of Partners, as determined from time to time upon written approval of the General Partner), debt (including pursuant to loans payable to a Partner or an Affiliate of a Partner), lease payments, capital improvements and replacements, then due and owing;
(ii) second, to establish, fund and increase reasonable reserves and escrow accounts as determined by the General Partner, from time to time, to be reasonably appropriate to provide for the payment of Partnership expenses, debt payments, lease payments, capital improvements and replacements, contingencies and all other purposes, all such determinations by the General Partner to be made in the General Partner’s sole discretion; and
(iii) finally, the balance (the “Net Cash Flow”) shall be distributed to the Partners in accordance with this Agreement.
Net Cash Flow Defined. “Net Cash Flow” means, with respect to any fiscal year, the sum of: (i) all cash received by the Partnership from any source except Capital Contributions, mortgage proceeds, or other proceeds of any Partnership obligations to the extent used to finance capital expenditures or improvements or to fund operating deficits, and (ii) any other funds deemed available for distribution by the General Partner, including any amounts previously set aside as reserves from Net Cash Flow; less (i) cash disbursements for any and all items that are customarily considered to be “operating expenses,” including, without limitation, taxes, legal and accounting fees, utility charges, repairs and maintenance, management expenses, consulting fees, and interest payments on obligations of the Partnership; (ii) consulting fees and expense reimbursements payable by the Partnership; (iii) other commissions and fees, if any, payable by the Partnership; (iv) payments by the Partnership on the principal of any mortgages or notes or on other matured obligations of the Partnership; (v) payments for capital outlays; (vi) security deposits until the same are forfeited by the person making such deposit; and (vii) such reserves for improvements, replacements, repairs, working capital requirements, debt service, and anticipated expenses, as the General Partner deems necessary or desirable for the conduct of the Business, or as required by any loan agreements or similar arrangement that the Partnership is subject.
Net Cash Flow Defined. “Net Cash Flow” means, with respect to any fiscal year, the sum of all cash or other property available for distribution by the Partnership to the Partners as reasonably determined by the General Partner, subject to legal and contractual restrictions on such distributions, and the establishment of expense and loss reserves, in each case, as reasonably determined by the General Partner.
