Permitted Tax Distributions. (a) Notwithstanding Section 7.11, Parent and each Borrower, at its option, may declare and pay Permitted Tax Distributions to its Equity Holders; provided, that (i) no Event of Default shall have occurred and be continuing at the time of any such Permitted Tax Distribution or would result therefrom, (ii) prior to the payment of any such Permitted Tax Distribution, Parent or each such Borrower (as the case may be) shall provide Lender with a certificate from an officer of Parent and/or such Borrower and an opinion of counsel to the effect that Parent, such Borrower and each Subsidiary of such Borrower in respect of which such Permitted Tax Distributions are being made, qualify as Flow Through Entities for federal income tax purposes and for the states in respect of which such distributions are being made, and (iii) at the time of any such Permitted Tax Distribution, the most recent audited financial statements of such Borrower provided to Lender pursuant to Section 6.3 provide that such Borrower and each such Subsidiary were treated as Flow Through Entities for the period of such financial statements.
(b) Estimated tax distributions shall be made within thirty days following March 15, May 15, August 15, and December 15 based upon an estimate of the excess of (x) the tax distributions that would be payable for the period beginning on January 1 of such year and ending on March 15, May 15, August 15, and December 15 if such period were a taxable year (computed as provided above) over (y) distributions attributable to all prior periods during such taxable year. The excess of the Permitted Tax Distributions for a taxable year over the amounts previously distributed as estimated tax distributions may be distributed to Equity Holders within thirty days of the date on which Borrower has filed its federal income tax return with respect to such taxable years. To the extent that the estimated tax distributions previously paid to an Equity Holder in respect of any taxable year are greater than the Permitted Tax Distributions for such year, such excess shall be treated for all purposes of this Agreement as if distributed as an estimated tax distribution on March 15 of the next succeeding year for the purpose of determining amounts permitted to be distributed in such succeeding taxable year.
(c) The amount of the Permitted Tax Distributions shall be re-computed promptly after (i) the filing by each Borrower of its annual tax return, and (ii) the appropriate Federal or st...
Permitted Tax Distributions payments to Holdings, and by Holdings to any Subsidiary of Sponsor, so long as Holdings or such Subsidiary of Sponsor uses such payments to make payments pursuant to Section 6.09(e);
Permitted Tax Distributions. For so long as Borrower is classified as a corporation for U.S. federal income tax purposes, direct or indirect payments Dividends or distributions to Intermediate Holdings in order to pay, or to make Dividends or distributions to any direct or indirect parent of Intermediate Holdings to pay, the tax liability to each foreign, federal, state or local jurisdiction in respect of which a consolidated, combined, unitary or affiliated return is filed by Intermediate Holdings (or such direct or indirect parent of Intermediate Holdings) that includes the Borrower and/or any of its Subsidiaries, to the extent such tax liability does not exceed the taxes that would have been payable by the Borrower and/or its Subsidiaries as a stand-alone group, reduced by any such taxes paid or to be paid directly by the Borrower or its Subsidiaries;
Permitted Tax Distributions. The amount of all Restricted Payments (other than cash) will be the fair market value on the date of the Restricted Payment of the Restricted Investment proposed to be made or the asset(s) or securities proposed to be transferred or issued by the Company or such Restricted Subsidiary, as the case may be, pursuant to the Restricted Payment. The fair market value of any Restricted Investment, assets or securities that are required to be valued by this covenant will be determined, in the case of amounts under $20.0 million, by an officer of the General Partner and, in the case of amounts over $20.0 million, by the Board of Directors of the Company, whose determination shall be evidenced by a Board Resolution.
Permitted Tax Distributions so long as no Event of Default has occurred and is continuing, the distribution of the Capital Stock or assets of XTR Midstream, LLC and any Subsidiary thereof; and
Permitted Tax Distributions. For purposes of determining compliance with this Section 4.04, in the event that a Restricted Payment (or portion thereof) meets the criteria of more than one of the categories of Permitted Payments described in clauses (1) through (22) of Section 4.04(b), and/or is permitted pursuant to the Section 4.04(a) and/or constitutes a Permitted Investment, the Company will be entitled to classify such Restricted Payment or Investment (or portion thereof) on the date of its payment or later reclassify (based on circumstances existing on the date of such reclassification) such Restricted Payment or Investment (or portion thereof) in any manner that complies with this Section 4.04, including as a Permitted Investment.
Permitted Tax Distributions. Notwithstanding anything herein to the contrary, Net Asset Sale Proceeds, Extraordinary Receipts and Return of Capital required to be applied to the prepayment of the Loans pursuant to Section 2.09(c) shall exclude the amounts estimated in good faith by the Borrower to be necessary for the Borrower to make distributions sufficient in amount to achieve the objectives set forth in clauses (i), (ii) and (iii) of Section 6.05(b) hereof, but solely to the extent that the receipt of such Net Asset Sale Proceeds, Extraordinary Receipts and Return of Capital (as the case may be) results in an increase in the amounts required to be distributed by the Borrower to achieve such objectives.
Permitted Tax Distributions. 5 Person............................................................................................................5
Permitted Tax Distributions. For any taxable year of any Borrower for which such Borrower is a pass through entity for income tax purposes, such Borrower may make Distributions in the aggregate amount necessary for each holder of such Borrower’s Capital Stock to pay federal and state income taxes resulting solely from such holder’s allocated share of such Borrower’s income so long as (a) no Event of Default has occurred or is continuing, or after giving effect to such Distribution, an Event of Default would occur, (b) before any such Distribution is made, such Borrower shall have delivered to Lender a written calculation, in form and substance reasonably satisfactory to Lender, showing how the amount of such Distribution was derived, and (c) in the event such Borrower has a net operating loss for any taxable year, each such holder shall immediately refund to such Borrower an amount equal to the lesser of: (1) the amount of refund which such holder obtained from previously paid federal or state income taxes as a result of carrying back such Borrower’s net operating loss, or (2) the amount by which all such Distributions previously paid by such Borrower to such holder exceed the amount of any previous refund made by such holder to such Borrower as a result of such Borrower having a net operating loss for a taxable year.
Permitted Tax Distributions. The amount of all Restricted Payments (other than cash) will be the Fair Market Value on the date of the Restricted Payment of the asset(s) or securities proposed to be transferred or issued by the Issuer or such Restricted Subsidiary, as the case may be, pursuant to the Restricted Payment, except that the amount of any non-cash dividend or distribution will be the Fair Market Value thereof on the date of declaration. For purposes of determining compliance with this Section 4.07, in the event that a Restricted Payment meets the criteria of more than one of the categories of Restricted Payments described in the preceding clauses (1) through (13) of Section 4.07(b) hereof, or is permitted pursuant to Section 4.07(a) hereof, the Issuer will be entitled to classify such Restricted Payment (or portion thereof) on the date made or later reclassify such Restricted Payment (or portion thereof) in any manner that complies with this Section 4.07.
