Required Distribution Amount Clause Samples

Required Distribution Amount. (a) The Borrower shall ensure that, after the Required Distribution Calculation Date for any Calculation Period but on or before the Required Distribution Date for that Calculation Period: (i) any Offshore Group Member (which is an Obligor) receives Onshore Distributions in cash credited to the Dividend Account or, in relation to any amount funded from the Onshore VLN Account, the Offshore VLN Account in an aggregate amount in USD equal to the Offshore Cash Required Amount for that Calculation Period less the Freely Available Cash Balance as at the Required Distribution Calculation Date for that Calculation Period (after taking into account any scheduled or forecast application of Freely Available Cash on or prior to the Required Distribution Date); or (ii) if the amount required to be received by any Offshore Group Member (which is an Obligor) for any Calculation Period pursuant to paragraph (i) above, after taking into account any applicable withholding taxes required to be deducted in relation to such payment, is greater than the Maximum Distribution Amount for that Calculation Period, the First Tier WFOEs (excluding WFOE (Zhuhai)) will instead make Onshore Distributions to any Offshore Group Member (which is an Obligor) in cash credited to the Dividend Account or, in relation to any amount funded from the Onshore VLN Account, the Offshore VLN Account in an aggregate amount (prior to deducting any applicable withholding taxes in relation to such payment) of not less than the Maximum Distribution Amount for that Calculation Period. (b) Without limitation to paragraph (a) above, the Borrower shall (and shall ensure that each Group Member will) take all commercially reasonable steps to ensure that the amount required to be paid to the Offshore Group Members in respect of any Calculation Period by way of Onshore Distributions pursuant to paragraph (a) is capable of being remitted to one or more Offshore Group Members (which are Obligors), including without limitation taking commercially reasonable steps to maximise retained earnings in the First Tier WFOEs and ensuring that to the extent legally permissible, Distributions in respect of after-tax profits of any Subsidiary of the VIE Entity or any Subsidiary of a First Tier WFOE (other than WFOE (Zhuhai)) are promptly declared and paid to its direct shareholders in accordance with paragraph (a) of Permitted Distribution. (c) The Borrower shall, within five Business Days following each Required Distribution Ca...