Reserves Against Distributions. The Board shall have the right to withhold from Distributions payable to any Unitholder under this Agreement amounts sufficient to pay and discharge any reasonably anticipated contingent liabilities of the LLC. Any amounts remaining after payment and discharge of any such contingent liabilities of the LLC will be paid to the Unitholders from whom the Distributions were withheld.
Appears in 10 contracts
Samples: Limited Liability Company Agreement (Providence Service Corp), Limited Liability Company Agreement (Emmis Communications Corp), Limited Liability Company Agreement (Emmis Communications Corp)
Reserves Against Distributions. The Board shall have the right to withhold from Distributions payable to any Unitholder under this Agreement amounts sufficient to pay and discharge any reasonably anticipated contingent liabilities of the LLCCompany. Any amounts remaining after payment and discharge of any such contingent liabilities of the LLC Company will be paid to the Unitholders from whom the Distributions were withheld.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (VWR, Inc.), Limited Liability Company Agreement (VWR Funding, Inc.)
Reserves Against Distributions. The Board shall have Company may, in the right to Board’s discretion, withhold from Distributions distributions payable to any Unitholder under this Agreement amounts sufficient to pay and discharge any reasonably anticipated contingent liabilities of the LLCCompany. Any amounts remaining after payment and discharge of any Once such contingent liabilities of the LLC are paid and/or discharged, any remaining amounts withheld will be paid to the Unitholders Unitholder from whom the Distributions were distribution was withheld.
Appears in 2 contracts
Samples: Limited Liability Company Agreement (Ardent Health Partners, LLC), Limited Liability Company Agreement (Ardent Health Partners, LLC)
Reserves Against Distributions. The Board shall have the right to withhold withhold, pro rata based on ownership of Units of all Unitholders receiving the Distribution, from Distributions payable to any Unitholder under this Agreement amounts sufficient to pay and discharge any reasonably anticipated contingent liabilities of the LLCCompany. Any amounts remaining after payment and discharge of any such contingent liabilities of the LLC Company will be paid to the Unitholders from whom the Distributions were withheld.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Cable One, Inc.)
Reserves Against Distributions. The Board shall have the right to withhold from Distributions payable to any Unitholder the Unitholders under this Agreement (pro rata in accordance with the proportion of such Distributions payable to the Unitholders in accordance with Section 4.1) amounts sufficient to pay and discharge any reasonably anticipated contingent liabilities of the LLC. Any , and any amounts remaining after payment and discharge of any such contingent liabilities of the LLC will be paid to the Unitholders from whom pro rata in accordance with the Distributions were withheldproportions of such prior withholding.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Providence Service Corp)
Reserves Against Distributions. The Board shall have the right to withhold from Distributions payable to any Unitholder under this Operating Agreement (other than Tax Distributions) amounts sufficient to pay and discharge any reasonably anticipated contingent liabilities of the LLCCompany. Any amounts remaining after payment and discharge of any such contingent liabilities of the LLC Company will be paid to the Unitholders from whom the Distributions were withheld.
Appears in 1 contract
Samples: Operating Agreement (Metaldyne Corp)
Reserves Against Distributions. The Board shall have the right to withhold from Distributions payable to any Unitholder under this Agreement amounts sufficient to pay and discharge (as and when determined by the Board) any reasonably anticipated contingent liabilities of the LLCCompany, including in connection with any transaction expenses, litigation costs, earnout payments, purchase price adjustments, indemnification or other similar obligations of the Company or any of its Subsidiaries arising from or related to a Sale of the Company. Any amounts remaining after payment and discharge of any such contingent liabilities of the LLC Company will be paid to the Unitholders from whom the Distributions were withheld.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Project Angel Parent, LLC)