Common use of Priority and Return of Capital Clause in Contracts

Priority and Return of Capital. No Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This Section shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the Company.

Priority and Return of Capital. No Except as may be provided in this Agreement, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profitsprofits, Net Losses losses or Distributions. This distributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), which ) that a Member has made to the Company.

Priority and Return of Capital. No If there is more than one Member, no Member shall have priority over any other Member, either as to whether for the return of a Capital Contributions Contribution or as to for Net Profits, Net Losses or Distributions. This a Distribution; provided, however, that this Section 3.4 shall not apply to loans any loan or other indebtedness (as distinguished from a Capital Contributions), which Contribution) made by a Member has made to the Company.

Priority and Return of Capital. No Except as specifically provided herein, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This distributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made may make to the Company.

Priority and Return of Capital. No Except as is expressly provided herein, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net ProfitsIncome, Net Losses Losses, or Distributionsdistributions. This Section 8.3 shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the CompanyCompany by any Member.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This Section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Except as provided herein, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Contributions, Net Profits, Net Losses or Distributions. This Section shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the Companydistributions.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to the return of Capital Contributions capital contributions or as to Net Profitsprofits, Net Losses losses or Distributionsdistributions. This Section shall not apply to loans (as distinguished from Capital Contributions), capital contributions) which a Member has made to the Company.

Priority and Return of Capital. No Except as is expressly provided herein, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses Losses, or Distributionsdistributions. This Section 9.3 shall not apply to loans Member Loans (as distinguished from including, without limitation, Capital ContributionsContribution Loans), which a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to whether for the return of a Capital Contributions Contribution or as to for Net Profits, Net Losses Losses, or Distributions. This a Distribution; provided, however, that this Section shall not apply to loans loan or other indebtedness (as distinguished from a Capital Contributions), which Contribution) made by a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to the return of Capital Contributions or Capital Accounts or as to Net Profits, Net Losses or Distributions. This Section 5.4 shall not not, however, apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to whether for the return of a Capital Contributions Contribution or as to for Net Profits, Net Losses or Distributions. This a Distribution except as provided herein; provided, however, that this Section 5.3 shall not apply to loans any loan, guaranty, endorsement, collateral or other indebtedness (as distinguished from a Capital Contributions)Contribution) given, which made or incurred by a Member has made to the CompanyCompany or any creditor of the Company or to any indebtedness of the Company to a Member in connection with any business transaction.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This distributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), capital contributions) which a Member has made to the Company. No Member shall be entitled to the return of his or her Capital Contribution or interest thereon except by way of distribution of cash or other assets of the Company pursuant to the terms of this Agreement.

Priority and Return of Capital. No Except as is expressly provided herein, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses Losses, or Distributionsdistributions. This Section 8.3 shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the CompanyCompany by any Member.

Priority and Return of Capital. No Except as expressly provided in this Agreement, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This Section shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the Companydistributions.

Priority and Return of Capital. No Except as expressly provided in this Agreement, no Member shall have priority over any other Member, either as to the return of Capital Contributions Contributions, the allocation of Profits and Losses, or as to Net Profits, Net Losses or Distributions. This Section shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the Companydistributions.

Priority and Return of Capital. No Except as may be expressly provided herein, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net the Profits, Net Losses or Distributions. This Section shall not apply to loans (as distinguished from Capital Contributions), which a Member has made distributions with respect to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to whether for the return of a Capital Contributions Contribution or as to for Net Profits, Net Losses or Distributions. This a Distribution; provided, however, that this Section shall not apply to loans or other indebtedness (as distinguished from a Capital Contributions), which Contribution) made by a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly provided in this Agreement, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses Losses, or Distributions. This distributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), which ) that a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly provided in this Agreement, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This any distributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made may make to the Company.

Priority and Return of Capital. No Except as otherwise expressly provided in this Agreement, no Member shall have priority over any other Member, either as to Member for the return of its Capital Contributions or as to Net ProfitsIncome, Net Losses Loss or Distributions. This Section shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the Companydistributions.

Priority and Return of Capital. No Except as may be expressly provided elsewhere in this Agreement, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This ; provided, however, that this Section 6.6 shall not apply to operating and other loans (as distinguished from Capital Contributions), Contributions and Member loans) which a Member has made to the CompanyCompany or to another Member.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to whether for the return of a Capital Contributions Contribution or as to for Net Profits, Net Losses or Distributions. This a Distribution except as provided herein; provided, however, that this Section 5.5 shall not apply to loans any loan, guaranty, endorsement, collateral or other indebtedness (as distinguished from a Capital Contributions)Contribution) given, which made or incurred by a Member has made to the CompanyCompany or any creditor of the Company or to any indebtedness of the Company to a Member in connection with any business transaction.

Priority and Return of Capital. No Member shall have priority over any other Member, either as with respect to the return of Capital Contributions capital contributions or as to Net Profitsprofits, Net Losses losses, or Distributions. This distributions; provided that this Section 3.4 shall not apply to loans (as distinguished from Capital Contributions), which that a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, Member either as to the return of Capital Contributions capital contributions or as to Net Profits, Net Losses net profits or Distributions. This losses of the Company; provided that this Section shall not apply to approved loans (as distinguished from Capital Contributions), capital contributions) which a Member has made to the Company.

Priority and Return of Capital. No Except as expressly set forth herein, no Member shall have priority over any other Member, either as to whether for the return of a Capital Contributions Contribution or as to Net for Profits, Net Losses or Distributions. This a Distribution; provided, however, that this Section 4.6 shall not apply to loans or other -------- ------- obligations (as distinguished from a Capital Contributions), which Contribution) made by a Member has made or its Affiliates to or on behalf of the Company.

Priority and Return of Capital. No Except as may be expressly provided herein, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributionsdistributions. This Section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority ------------------------------ over any other Member, either as to whether for the return of a Capital Contributions Contribution or as to Net for Profits, Net Losses Losses, or Distributions. This ; provided, however, that this Section 4.6 shall not apply to loans or other indebtedness (as distinguished from a Capital Contributions), which Contribution) made by a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly provided herein, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributionsdistributions. This Section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to for the return of Capital Contributions or as to for Net Profits, Net Losses Losses, or Distributions. This dis- tributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), which ) that a Member has made to the Company.

Priority and Return of Capital. No Except as specifically provided herein, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This distributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to whether for the return of a Capital Contributions Contribution or as to for Net Profits, Net Losses or Distributionsa Distribution, except as herein provided. This Section 3.4 shall not apply to loans (as distinguished from Capital Contributions), which repayment of any loan or other indebtedness made by a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly provided in Article 9, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This distributions; provided that this Section 6.4 shall not apply to the repayment by the Company of loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, Member either as to the return of Capital Contributions capital contributions or as to Net Profits, Net Losses net profits or Distributions. This Section shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to losses of the Company.

Priority and Return of Capital. No Except as otherwise provided in this Agreement no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This ; provided, however, that this Section 6.2 shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly provided in Article, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This distributions; provided that this Section shall not apply to the repayment by the Company of loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to the return of Capital Contributions capital contributions or as to Net Profitsprofits, Net Losses losses, or Distributions. This distributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), capital contributions) which a Member has made to the Company, or any indebtedness incurred by the Company to a Member.

Priority and Return of Capital. No Except as may be expressly provided in Article XI, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This distributions; provided that this Section shall not apply to the repayment by the Company of loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net the Profits, Net Losses or Distributions. This distributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, either Member as to the return of Capital Contributions or as to Net Profits, Net Profits and Losses or Distributions. This Section shall not apply to loans (Distributions except as distinguished from Capital Contributions), which a Member has made to between the Company.Preferred Members and the Management Interest

Priority and Return of Capital. No Except as may be expressly provided in this Agreement, no Member shall will have priority over any other Member, either as to the return of Capital Contributions or as to Net Profitsnet profits, Net Losses net losses or Distributions. This Section shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the Companydistributions.

Priority and Return of Capital. No Member shall have priority over any other Member, either as with respect to the return of Capital Contributions capital contributions or as to Net Profitsprofits, Net Losses losses, or Distributions. This distributions; provided that this Section 3.5 shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to whether for the return of a Capital Contributions Contribution or as to for Net Profits, Net Losses or Distributions. This a Distribution; provided, however, that this Section shall not apply to loans loan or other indebtedness (as distinguished from a Capital Contributions), which Contribution ) made by a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly provided in this Agreement, no Member shall have priority over any other Member, either as to for the return of Capital Contributions or as to Net Profitsfor cash generated from operations, Net Losses or Distributions. This Section provided that this section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly provided in Articles VI and VII or in any attachment or exhibit to this Agreement, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This Section shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the Companydistributions.

Priority and Return of Capital. No Member: (a) may withdraw any amount of such Member s Capital Contribution without the prior written consent of the Management Member; or (b) subject to Article VII below, shall have priority over any other Member, either as to whether for the return of a Capital Contributions Contribution or as to Net for Profits, Net Losses or Distributions. This a Distribution; provided, however, that this Section 3.6(b) shall not apply to the loans made by a Member to the Company or other indebtedness (as distinguished from a Capital Contributions), which Contribution) owed to a Member has made to by the Company.

Priority and Return of Capital. No Except as is expressly provided herein, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses Losses, or Distributionsdistributions. This Section 9.3 shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the Companyany Backup Loans.

Priority and Return of Capital. No Except as is expressly provided herein, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses Losses, or Distributions. This Section shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the Companydistributions.

Priority and Return of Capital. No as specifically provided for in this Agreement, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This distributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to whether for the return of a Capital Contributions Contribution or as to for Net Profits, Net Losses or Distributions. This a Distribution; provided, however, that this Section shall not apply to loans (loan or other indebtedness, as distinguished from a Capital Contributions)Contribution, which made by a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly provided in Section VII, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This distributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly ------------------------------ provided in this Agreement, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This any distributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Except as may be provided in this Agreement, no Member shall have priority over any other Member, either as to the return of Capital Contributions capital contributions or as to Net Profitsprofits, Net Losses losses or Distributions. This distributions; provided, that this Section shall not apply to loans (as distinguished from Capital Contributions), which capital contributions) that a Member has made to the Company.

Priority and Return of Capital. No Except as otherwise provided herein, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Capital Appreciation and Net Losses Capital Depreciation or Distributions. This distributions; provided that this Section 6.05 shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, either Member as to distributions from the return of Capital Contributions or as to Net ProfitsCompany; provided, Net Losses or Distributions. This however, that this Section shall not apply to loans (as distinguished from Capital Contributions), which that a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly provided in this Agreement, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This distributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the Company.

Priority and Return of Capital. No If there is more than one Member, no Member shall have a right to demand a return or payment of its Capital Contribution and no Member shall have priority over any other Member, either as to whether for the return of a Capital Contributions Contribution or as to for Net Profits, Net Losses or Distributions. This a Distribution; provided, however, that this Section 3.4 shall not apply to loans any loan or other indebtedness (as distinguished from a Capital Contributions), which Contribution) made by a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over ------------------------------ any other Member, either as to whether for the return of a Capital Contributions Contribution or as to for Net Profits, Net Losses or Distributions. This a Distribution; provided, however, that this Section shall not apply to loans loan or other indebtedness (as distinguished from a Capital Contributions), which Contribution) made by a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, either Member as to the return of Capital Contributions or Capital Accounts or as to Net Profits, Net Losses or Distributionsdistributions. This Section shall not not, however, apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Except as otherwise provided herein, no Member shall have priority over any other Member, either as to whether for the return of a Capital Contributions Contribution or as to for Net Profits, Net Losses or Distributions. This a Distribution; provided, however, that this Section 2.9 shall not apply to loans any loan, guaranty, endorsement, collateral or other indebtedness (as distinguished from a Capital Contributions)Contribution) given, which made or incurred by a Member has made to the CompanyCompany or any creditor of the Company or to any indebtedness of the Company to a Member in connection with any business transaction.

Priority and Return of Capital. No Except as may be expressly provided in Article VIII or Article IX, no Member shall have priority over any other MemberMembers, either as to for the return of Capital Contributions or as to Net for Profits, Net Losses Losses, or Distributions. This Section distributions; provided that this section shall not apply to loans Loans or to Guarantor Contributions as defined in Section 8.9 (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profitsprofits, Net Losses losses, or Distributions. This distributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Except as expressly provided herein, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profitsnet profits, Net Losses net losses or Distributions. This distributions; provided that this Section shall not apply to repayment of any loans (as distinguished from Capital Contributions), ) which a Member has made to the CompanyCompany with the approval of the Management Committee.

Priority and Return of Capital. No Except as may be expressly provided in this Agreement no Member shall have priority over and any other Member, Member either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This Section ; provided that this section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has may have made to the Company.

Priority and Return of Capital. No Except as expressly provided herein, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses Losses, or Distributions. This distributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), capital contributions) which a Member has made to the Company.

Priority and Return of Capital. No Member shall be entitled to a return or distribution of such Member’s Capital Contribution, except as specifically provided herein or upon the written consent of Members holding a Supermajority Interest. No Member shall have priority over any other Member, either as to for the return of Capital Contributions or as to Net Profitsfor Book Income, Net Losses Book Loss, Tax Profit, Tax Loss or Distributions. This ; provided that this Section 7.3 shall not apply to loans (as distinguished from Capital Contributions), which ) that a Member has made to the Company.

Priority and Return of Capital. No Member shall be entitled to a return or distribution of such Member’s Capital Contribution, except as specifically provided herein or upon the written consent of Members holding a Supermajority Interest. No Member shall have priority over any other Member, ; either as to for the return of Capital Contributions or as to Net Profitsfor Book Income, Net Losses Book Loss, Tax Profit, Tax Loss or Distributions. This ; provided that this Section 7.3 shall not apply to loans (as distinguished from Capital Contributions), which ) that a Member has made to the Company.

Priority and Return of Capital. No Except as specifically provided for in this Agreement, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This distributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This Section shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the Company.Distributions outside of those

Priority and Return of Capital. No Except as may be expressly provided in Article X, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This distributions; provided that this Section 6.05 shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Except as specifically provided herein, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This distributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly provided in this Agreement, no Member shall have priority over any other Member, either as to for the return of Capital Contributions or as to for Net ProfitsCash from Operations or from Net Cash from Sales or Refinancings, Net Losses or Distributions. This Section provided that this section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly provided in Sections 8.1 and 14.4, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributionsother distributions. This Section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Except as may be provided in this Agreement; no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profitsprofits, Net Losses losses or Distributions. This distributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), which ) that a Member has made to the Company.

Priority and Return of Capital. No Except as provided in this Agreement, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profitsprofits, Net Losses losses or Distributions. This Section distributions; provided that this section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Except as expressly set forth herein, no Member shall have priority over any other Member, either as to whether for the return of a Capital Contributions Contribution or as to for Net Profits, Net Losses or Distributions. This a Distribution; provided, however, that this Section shall not apply to loans or other indebtedness (as distinguished from a Capital Contributions), which Contribution) made by a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly provided to the contrary, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This Section distributions; provided that this section 9 shall not apply affect the right of a Member to receive payments of principal and/or interest with respect to loans (as distinguished from Capital Contributions), which ) that a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly provided herein, no Member shall have priority over any other Member, either as to for the return of Capital Contributions or as to for Net Profits, Net Losses Losses, or Distributions. This Section shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the Companydistributions.

Priority and Return of Capital. No Except as may be expressly provided in Section 3.01, no Member shall have priority over any other Member, either as to for the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This Section shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the Companydistributions.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to whether for the return of a Capital Contributions Contribution or as to for Net Profits, Net Losses or Distributions. This Section a Distribution; provided, however, that this paragraph shall not apply to loans (loan or other indebtedness as distinguished from a Capital Contributions), which Contribution made by a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, either Member as to the return of Capital Contributions or as to Net Profits, Net Profits and Losses or Distributions. This Section shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly provided in this Operating Agreement, no Member shall have priority over any other Member, either Member as to the return of Capital Contributions Contributions, profits, losses, or as to Net Profits, Net Losses or Distributionsdistributions. This Section shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the Company.

Priority and Return of Capital. No Member shall Other than as may be expressly provided in this Agreement, no member will have priority over any other Membermember, either as whether on returning capital contributions or in order to net profits, net losses or any carvings; with the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This intention that this Section shall does not apply to loans (as distinguished from Capital Contributions), which ) that a Member has made member may make to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to for the return of Capital Contributions or as to for Net Profits, Net Losses Losses, or Distributions. This dis- 15 <PAGE> tributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), which ) that a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to whether for the return of a Capital Contributions Contribution or as to Net for Profits, Net Losses Losses, or Distributions. This ; provided, however, that this Section 4.6 shall not apply to loans or other indebtedness (as distinguished from a Capital Contributions), which Contribution) made by a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly provided in this Agreement, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This Section distributions, and no Member shall not apply have the right to loans (demand or receive property other than cash as distinguished from Capital Contributions), which a Member has made distribution pursuant to the Companythis Agreement.

Priority and Return of Capital. No Except as may be provided in this Agreement, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profitsprofits, Net Losses losses or Distributions. This distributions; provided that this Section 5.3 shall not apply to loans (as distinguished from Capital Contributions), which ) that a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses Losses, or Distributions. This distributions; provided, however, that this Section 7.3 shall not apply to repayment of any loans (as distinguished from Capital Contributions), which ) that a Member has made may make to the Company, if applicable.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This distributions; provided that this Section shall not apply to loans (as distinguished from Capital capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly provided in Article 11, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This distributions; provided that this Section shall not apply to the repayment by the Company of loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly provided in this Agreement, no Member shall have priority over any other Member, Member either as to for the return of Capital Contributions or as to for Net ProfitsCash Flow, Net Losses or Distributions. This provided that this Section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made or may make to the CompanyCompany pursuant to Section 5.2 or 6.9.

Priority and Return of Capital. No Except as may be expressly provided in Article IX hereof, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This distributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Except as provided in this Agreement, no Member shall will have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This Section shall provision does not apply to loans (as distinguished from Capital Contributions), which a loan that a Member has made may make to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, Member either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This distributions; provided that this Section shall not riot apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly provided ------------------------------ in Sections 9.01 and 14.03, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributionsdistributions. This Section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly provided in this Agreement, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This ; provided, however, that this Section 6.3 shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Except as specifically provided in this Agreement, no Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses or Distributions. This distributions; provided that this Section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.. ARTICLE 7

Priority and Return of Capital. No Except as may be expressly provided in Sections 8 or 9 hereof, no Member shall have priority over any other Member, either as to whether for the return of a Capital Contributions Contribution or as to for Net ProfitsIncome, Net Losses Loss or Distributions. This a Distribution; provided, however, that this Section 5.7 shall not apply to loans any loan or other indebtedness (as distinguished from a Capital Contributions), which Contribution) made by a Member has made to the Company.

Priority and Return of Capital. No Except as may be expressly provided in this Agreement, no Member shall have priority over any other Member, either as to for the return of Capital Contributions or as to for Net ProfitsCash from Operations or for Net Cash from Sales or Refinancing, Net Losses or Distributions. This Section provided that this section shall not apply to loans (as distinguished from Capital Contributions), ) which a Member has made to the Company.

Priority and Return of Capital. No Member shall have priority over any other Member, either as to the return of Capital Contributions or as to Net Profits, Net Losses Losses, or Distributions. This Section shall not apply to loans (as distinguished from Capital Contributions), which a Member has made to the Companytrust.